Palm Springs City Council
November 10, 2022

CITY COUNCIL

AND AS SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF PALM SPRINGS

CITY OF PALM SPRINGS, CALIFORNIA
Council Chamber, City Hall
3200 E. Tahquitz Canyon Way, Palm Springs, CA 92262
www.palmspringsca.gov

REGULAR MEETING AGENDA
Pursuant to Assembly Bill 361, this meeting may be conducted by teleconference. There will be in-person public access to the meeting location.

NOVEMBER 10, 2022

3:30 PM CLOSED SESSION
5:30 PM REGULAR MEETING
Lisa Middleton, Mayor
Grace Elena Garner, Mayor Pro Tem
Christy Gilbert Holstege, Councilmember
Geoff Kors, Councilmember
Dennis Woods, Councilmember

City of Palm Springs Mission Statement: Palm Springs is an inclusive world-class city dedicated to providing excellent and responsive public services to enhance the quality of life for current and future generations.

Please note, any agenda item which has not been initiated by 11:00 p.m. may be continued to a subsequent meeting.

At approximately 10:00 p.m., the City Council will determine the number of speakers who wish to address the City Council during Public Comment for non-Agenda Items, and determine which agenda items will be considered before the 11:00 p.m. Adjournment time.

AGENDA EN ESPAÑOL DISPONIBLE EL LUNES - HAGA CLIC AQUÍ

3:30 P.M. CLOSED SESSION

CALL TO ORDER:

PUBLIC COMMENT FOR CLOSED SESSION ITEMS ONLY: The City Council welcomes public input. Members of the public may address the City Council by calling 760-323-8204 to register prior to the meeting. Pursuant to State Law, the City Council may not discuss or take action on issues not on the meeting agenda (Government Code Section 54954.2). If you are compensated to communicate with City officials, you may be required to register and/or make certain disclosures as a lobbyist, please see the City Clerk for additional information.

RECESS TO CLOSED SESSION: See Closed Session Agenda.

5:30 P.M. REGULAR MEETING

CALL TO ORDER:

PLEDGE OF ALLEGIANCE:

ROLL CALL:

PRESENTATIONS:

A. PRESENTATIONS, PROCLAMATIONS, AND OTHER NOTICES

ACCEPTANCE OF THE AGENDA: The City Council will discuss the order of the agenda, may amend the order, add urgency items, note abstentions or "no" votes on Consent Calendar items, and request Consent Calendar items be removed from the Consent Calendar for discussion. The City Council may also remove items from the Consent Calendar prior to that portion of the Agenda.

REPORT OF CLOSED SESSION:

November 10, 2022 City Council Regular Meeting Agenda 2

PUBLIC TESTIMONY: (Non-Public Hearing Agenda Items ONLY) This time has been set aside for members of the public to address the City Council only on agenda items. Two (2) minutes will be assigned to each speaker. Testimony for Public Hearings will only be taken at the time of the hearing, and General Public Comments, non-agenda items, will be taken later in the meeting. You may register to speak by submitting a speaker card to the City Clerk at the meeting or by calling 760-323-8204 to register for virtual participation. All requests to speak must be submitted to the City Clerk prior to the close of the applicable public testimony period.

1. CONSENT CALENDAR:

The following routine matters may be acted upon by one motion. Individual items may be removed by the Council for separate discussion at this time or under Acceptance of the Agenda. The ordinance title is deemed to be read in its entirety and further reading waived on any ordinance listed on the Consent Calendar.

0. APPROVE AGREEMENT A9257 WITH VITAC TO PROVIDE CLOSED

CAPTIONING SERVICES FOR ONE YEAR
RECOMMENDATION:

Approve Agreement A9257 with VITAC to provide continued closed captioning services for an amount not to exceed $24,000 for one year.

0. APPROVE PURCHASE, REPAIR, RELOCATION, AND INSTALLATION COSTS IN THE AMOUNT OF $6,550 FOR THE “WOW” SCULPTURE BY ARTIST

MICHAEL BIRNBERG (AKA MIDABI) FOR PLACEMENT AT THE NORTHWEST

CORNER OF NORTH PALM CANYON DRIVE AND VIA LOLA
RECOMMENDATION:

Approve funding in the amount of $6,550 of Public Art Funds for purchase, repair, and relocation costs of the “WOW” sculpture.

1. Approve placement of the “WOW” sculpture at the northwest corner of Palm Canyon Drive and Via Lola.

2. Authorize the purchase of the Artwork, subject to review and approval of a purchase and sale agreement in a form acceptable to the City Attorney.

3. A. FINDINGS TO CONDUCT CITY COUNCIL AND BOARD, COMMISSION, AND COMMITTEE MEETINGS VIRTUALLY UNDER ASSEMBLY BILL 361:

RECOMMENDATION:

Find that the City Council has considered the circumstances of the state of emergency during a proclaimed state of emergency, and state or local officials have imposed or recommended measures to promote social distancing, and as a result, the Palm Springs City Council and all of Palm Springs Board, Commission, and Committee meetings may be held by videoconference, in accordance with AB 361.

B. APPROVAL OF PAYROLL WARRANTS, CLAIMS, AND DEMANDS:

November 10, 2022 City Council Regular Meeting Agenda 3 B. APPROVAL OF PAYROLL WARRANTS, CLAIMS, AND DEMANDS:

RECOMMENDATION:

Adopt a Resolution entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, APPROVING PAYMENT OF PAYROLL WARRANTS/ DISBURSEMENTS FOR THE PERIOD ENDING 10-01-22
TOTALING $1,993,541.30 AND ACCOUNTS PAYABLE WARRANTS DATED 09-29-22 TOTALING $5,070,070.34, IN THE AGGREGATE AMOUNT OF $7,063,611.64, DRAWN ON BANK OF AMERICA."

C. APPROVE AGREEMENT A9226 WITH AUDIO ASSOCIATES FOR AIRPORT PAGING SYSTEM EXPANSION:

RECOMMENDATION:

Approve Agreement A9226 with Audio Associates in the amount of $14,410 to expand the paging system at Palm Springs International Airport.

D. APPROVE SERVICE AGREEMENT NO. A9265 WITH SOUTHERN CALIFORNIA FLEET SERVICES, INC. FOR FIRE APPARATUS AND HEAVY EQUIPMENT

MAINTENANCE AND REPAIR SERVICES
RECOMMENDATION:

Approve Contract Service Agreement A9265 (Attachment A) with Southern California Fleet Services, Inc., to provide fire apparatus and heavy equipment maintenance and repair services in an amount not to exceed $900,000 for the initial three-year term beginning November 15, 2022 through November 14, 2025, with two one-year extension options at the City’s sole discretion.

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

2. E. APPROVE A THREE-YEAR AGREEMENT WITH VERDE FACILITIES SERVICES LLC (A9232) FOR JANITORIAL SERVICES FOR VARIOUS CITY FACILITIES RECOMMENDATION:

Approve Contract Service Agreement A9232 with Verde Facilities Services LLC to provide janitorial services for various City facilities for a three-year term in an amount not to exceed $2,236,428, beginning December 12, 2022, through December 11, 2025, with two one-year extension options at the City’s sole discretion.

1. Authorize additional/ optional janitorial services in accordance with the fixed pricing identified in Schedule II – Options Pricing Sheet for an amount not to exceed $25,000 annually during the term of the Agreement.

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

3. November 10, 2022 City Council Regular Meeting Agenda 4

F. APPROVE A ONE-YEAR AGREEMENT WITH MANSFIELD POWER AND GAS, LLC (A9254) FOR THE PURCHASE OF NATURAL GAS FOR CO-GENERATION PLANT AND APPROPRIATE $467,500 FROM GENERAL FUND BALANCE
RECOMMENDATION:

1. Approve Contract Service Agreement A9254 with Mansfield Power and Gas, LLC to provide natural gas for a one-year term in an estimated amount of $603,000.70 subject to usage adjustments beginning January 1, 2023, through December 31, 2023.

2. Authorize the City Manager to enter into future annual purchase agreements for natural gas from the wholesale commodity market for an amount not to exceed what is budgeted and approved in the Energy Fund annually for natural gas.

3. Appropriate $467,500 from General Fund Balance to the Energy Fund for this purchase.

4. Authorize the Interim City Manager or designee to execute all necessary documents.

G. APPROVE PURCHASE OF DOCUSIGN ENTERPRISE PRO FROM CARAHSOFT

TECHNOLOGY CORPORATION FOR A THREE-YEAR PERIOD
RECOMMENDATION:

In accordance with Section 7.09.010 “Cooperative Purchasing Programs,” of the Palm Springs Municipal Code, authorize the purchase of DocuSign, an electronic signature program, from Carahsoft Technology Corporation, pursuant to the California Multiple Award Schedule (CMAS) Contract 3-12-70-2247E for an amount of $61,660.50 for a three-year period.

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

H. GENERAL FUND FISCAL YEAR 2022-23 FINANCIAL REPORT FOR FIRST QUARTER ENDING SEPTEMBER 30, 2022
RECOMMENDATION:

Receive and file the General Fund Fiscal Year 2022-23 Financial Report.

I. APPROVE APPROPRIATION OF $170,000 FROM GENERAL FUND BALANCE TO

THE HUMAN RESOURCES DEPARTMENT FOR RECRUITMENT SERVICES RECOMMENDATION:

Approve an appropriation of $170,000 from General Fund Balance to the Human Resources Department for Recruitment Services.

J. APPROVE AN AGREEMENT WITH LIEBERT CASSIDY WHITMORE TO PROVIDE

EMPLOYMENT AND LABOR RELATIONS LEGAL SERVICES
RECOMMENDATION:

Approve an Agreement for Special Services with Liebert Cassidy Whitmore to provide consulting, representational, and legal services pertaining to employment relations matters.

K. APPROVE AGREEMENT A9255 WITH LEXIPOL TO PERFORM ANNUAL POLICY November 10, 2022 City Council Regular Meeting Agenda 5 K. APPROVE AGREEMENT A9255 WITH LEXIPOL TO PERFORM ANNUAL POLICY

MANUAL UPDATES FOR THREE YEARS FOR THE PALM SPRINGS POLICE

DEPARTMENT
RECOMMENDATION:

Approve Agreement A9255 with Lexipol to provide three years of annual policy manual updates for a total cost of $49,394.

L. APPROVAL OF A LICENSE AGREEMENT WITH THE RIVERSIDE COUNTY

FLOOD CONTROL AND WATER CONSERVATION DISTRICT FOR THE RAMON ROAD WIDENING (FROM SAN LUIS REY DR. TO LANDAU BLVD.) INCLUDING THE WHITEWATER RIVER BRIDGE WIDENING, CITY PROJECT NO. 08-25, FEDERAL-AID PROJECT NO. BHLS-5282 (040)
RECOMMENDATION:

Approve a License Agreement with Riverside County Flood Control and Water Conservation District for the construction of the Ramon Road Widening (San Luis Rey Dr. to Landau Blvd.) including the Whitewater River Bridge Widening, City Project No. 08-25, Federal-Aid Project No. BHLS-5282 (040).

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

M. APPROVE PURCHASE OF THE POPSICLES ARTWORK BY JOHN CERNY LOCATED AT 605 E. SUNNY DUNES ROAD IN THE AMOUNT OF $14,000 WITH

PUBLIC ARTS FUNDS
RECOMMENDATION:

Approve purchase of the Popsicles Artwork by John Cerny in the amount of $14,000 with Public Arts Funds.

1. Authorize the purchase of the Artwork subject to review and approval of a purchase and sale agreement in a form acceptable to the City Attorney.

2. O. APPROVE PURCHASE, REPAIR, RELOCATION, AND INSTALLATION COSTS IN THE AMOUNT OF $6,550 FOR THE “WOW” SCULPTURE BY ARTIST MICHAEL

BIRNBERG (AKA MIDABI) FOR PLACEMENT AT THE NORTHWEST CORNER OF

NORTH PALM CANYON DRIVE AND VIA LOLA
RECOMMENDATION:

Approve funding in the amount of $6,550 of Public Art Funds for purchase, repair, and relocation costs of the “WOW” sculpture.

1. Approve placement of the “WOW” sculpture at the northwest corner of Palm Canyon Drive and Via Lola.

2. Authorize the purchase of the Artwork, subject to review and approval of a purchase and sale agreement in a form acceptable to the City Attorney.

3. EXCLUDED CONSENT CALENDAR: Items removed from the Consent Calendar for separate discussion are considered at this time.

November 10, 2022 City Council Regular Meeting Agenda 6

2. PUBLIC HEARINGS:

A. A REQUEST BY THE CITY OF PALM SPRINGS FOR A GENERAL PLAN

AMENDMENT AND A ZONING TEXT AMENDMENT TO MODIFY RESIDENTIAL

DENSITY STANDARDS FOR THE CBD LAND USE DESIGNATION AND TO

REVISE LEGAL NON-CONFORMING CRITERIA TO ALLOW CONVERSION OF

CERTAIN HOTEL USES TO MULTIFAMILY RESIDENTIAL APARTMENT USES (CASE NO. 5.1549 GPA & 5.1539 ZTA)
RECOMMENDATION:

Open the Public Hearing and receive public testimony.1.

Close the public hearing, introduce by title only and waive further reading of an Ordinance entitled, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING CASE 5.1539 ZTA,

ZONE TEXT AMENDMENT, TO AMEND THE PALM SPRINGS ZONING
CODE BY ADDING SECTION 94.05.085 TO REVISE LEGAL

NON-CONFORMING CRITERIA TO ALLOW FOR CERTAIN HOTEL TO
APARTMENT CONVERSIONS WITH A CONDITIONAL USE PERMIT.”

2. Adopt a Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING CASE 5.1549

GPA, GENERAL PLAN AMENDMENT, TO AMEND THE PALM SPRINGS
2007 GENERAL PLAN LAND USE ELEMENT TO MODIFY THE CENTRAL

BUSINESS DISTRICT (CBD) LAND USE DESIGNATION MINIMUM

RESIDENTIAL DENSITY STANDARDS AND LEGAL NON-CONFORMING

CRITERIA TO ALLOW FOR CONVERSIONS OF CERTAIN HOTEL USES TO MULTI-FAMILY RESIDENTIAL USES.”

3. 3. BUSINESS & LEGISLATIVE:

A. DISCUSSION AND INTRODUCTION OF AN ORDINANCE OF THE CITY

COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, AMENDING AND RESTATING CHAPTER 5.25 REGARDING VACATION RENTALS; AND

POTENTIAL ACTION REGARDING THE EXISTING MORATORIUM ON THE

PROCESSING AND ISSUANCE OF VACATION RENTAL CERTIFICATES RECOMMENDATION:

Waive the reading of text in its entirety, read by title only, and introduce for first reading an Ordinance entitled, “AN ORDINANCE OF THE CITY

COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, AMENDING AND RESTATING CHAPTER 5.25 REGARDING VACATION RENTALS."

1. Provide direction regarding further Vacation Rental regulations.2.

November 10, 2022 City Council Regular Meeting Agenda 7

B. A REQUEST BY GLA DESIGN GROUP ON BEHALF SPS MANUF. LLC FOR AN

ADMINISTRATIVE MINOR MODIFICATION FOR RELIEF FROM THE MINIMUM

SEPARATION DISTANCE REQUIREMENT FOR A CANNABIS
DISPENSARY/LOUNGE AT 823 SOUTH WILLIAMS ROAD (CASE 7.1660 AMM) RECOMMENDATION:

Adopt a Resolution entitled, “A RESOLUTION OF THE CITY OF PALM

SPRINGS, CALIFORNIA, APPROVING AN ADMINISTRATIVE MINOR

MODIFICATION FOR RELIEF FROM THE MINIMUM SEPARATION DISTANCE REQUIREMENT IN SECTION 93.23.15 FOR A CANNABIS FACILITY (CALI CALI DISPENSARY) PROPOSED AT 823 SOUTH WILLIAMS ROAD FROM AN EXISTING CANNABIS LOUNGE (CASE 7.1660 AMM).” or, as an alternative

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

SPRINGS, CALIFORNIA, DENYING AN ADMINISTRATIVE MINOR

MODIFICATION FOR RELIEF FROM THE MINIMUM SEPARATION DISTANCE REQUIREMENT IN SECTION 93.23.15 FOR A CANNABIS FACILITY (CALI CALI DISPENSARY) PROPOSED AT 823 SOUTH WILLIAMS ROAD FROM AN EXISTING CANNABIS LOUNGE (CASE 7.1660 AMM).”

2. C. A REQUEST BY TPE ENTERPRISES, LLC FOR AN ADMINISTRATIVE MINOR

MODIFICATION FOR RELIEF FROM THE MINIMUM SEPARATION DISTANCE REQUIREMENTS FOR A CANNABIS DISPENSARY AT 1233 SOUTH GENE AUTRY TRAIL (CASE 7.1661 AMM)
RECOMMENDATION:

Adopt a Resolution, “A RESOLUTION OF THE CITY OF PALM SPRINGS,

CALIFORNIA, APPROVING AN ADMINISTRATIVE MINOR MODIFICATION

FOR RELIEF FROM THE MINIMUM SEPARATION DISTANCE
REQUIREMENT IN SECTION 93.23.15 FOR A CANNABIS FACILITY (TPE ENTERPRISES, LLC) PROPOSED AT 1233 SOUTH GENE AUTRY TRAIL FROM TWO EXISTING CANNABIS DISPENSARIES (CASE 7.1661 AMM).” or, as an alternative

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

SPRINGS, CALIFORNIA, DENYING AN ADMINISTRATIVE MINOR

MODIFICATION FOR RELIEF FROM THE MINIMUM SEPARATION DISTANCE REQUIREMENT IN SECTION 93.23.15 FOR A CANNABIS FACILITY (TPE ENTERPRISES, LLC) PROPOSED AT 1233 SOUTH GENE AUTRY TRAIL FROM TWO EXISTING CANNABIS DISPENSARIES (CASE 7.1661 AMM).”

2. D. DISCUSSION ON DISPOSITION OF DESERT HIGHLAND GATEWAY ESTATE

SINGLE-FAMILY RESIDENTIAL LOTS
RECOMMENDATION:

Provide Staff direction on issuance of a Request for Proposals to dispose of three single-family lots in the Desert Highlands Gateway Estates Community.

E. PROPOSED UPDATE OF PALM SPRINGS MUNICIPAL CODE CHAPTER 5.77 November 10, 2022 City Council Regular Meeting Agenda 8 E. PROPOSED UPDATE OF PALM SPRINGS MUNICIPAL CODE CHAPTER 5.77

PERTAINING TO ADULT-ORIENTED BUSINESSES AND REPEAL OF CHAPTER

11.10 PERTAINING TO PUBLIC NUDITY
RECOMMENDATION:

Waive the reading of the ordinance text in its entirety and read by title only.1.

Introduce on first reading Ordinance No. ___, “AN ORDINANCE OF THE CITY

COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, AMENDING CHAPTER 5.77 OF THE PALM SPRINGS MUNICIPAL CODE RELATING TO

ADULT-ORIENTED BUSINESS REGULATIONS, AND A REPEAL OF
CHAPTER 11.10 RELATING TO PUBLIC NUDITY.”

2. PUBLIC COMMENT: (Non-Agenda Items) This time has been set aside for members of the public to address the City Council on items of general interest within the subject matter jurisdiction of the City. Although the City Council values your comments, pursuant to the Brown Act, it generally cannot take any action on items not listed on the posted agenda. Two (2) minutes will be assigned to each speaker.

CITY COUNCIL AND CITY MANAGER COMMENTS, REPORTS, & AGENDA DEVELOPMENT: This time is set aside for the City Council and City Manager to provide additional general comments and reports. Additionally, the City Council and City Manager may briefly discuss items of concern and prioritize agenda items for future meeting dates.

ADJOURNMENT:

November 10, 2022 City Council Regular Meeting Agenda 9

AFFIDAVIT OF POSTING
State of California )
County of Riverside ) ss.

City of Palm Springs )

I, Monique M. Lomeli, Chief Deputy City Clerk of the City of Palm Springs, California, hereby certify this Agenda was delivered to each member of the City Council, provided to all parties who have requested such notice, posted at City Hall before 6:00 p.m., on November 4, 2022, and posted on the City’s website as required by established policies and procedures.

____________________________
Monique M. Lomeli, CMC
Chief Deputy City Clerk

P U B L I C N O T I C E S

Pursuant to G.C. Section 54957.5(b)(2) the designated office for inspection of records in connection with the meeting is the Office of the City Clerk, City Hall, 3200 E. Tahquitz Canyon Way. Complete Agenda Packets are available for public inspection at: City Hall Office of the City Clerk. Agenda and staff reports are available on the City’s website www.palmspringsca.gov. If you would like additional information on any item appearing on this agenda, please contact the Office of the City Clerk at
(760) 323-8204.

It is the intention of the City of Palm Springs to comply with the Americans with Disabilities Act (ADA) in all respects. If, as an attendee or a participant at this meeting, or in meetings on a regular basis, you will need special assistance beyond what is normally provided, the City will attempt to accommodate you in every reasonable manner. Please contact the Office of the City Clerk, (760) 323-8204, at least 48 hours prior to the meeting to inform us of your particular needs and to determine if accommodation is feasible.

November 10, 2022 City Council Regular Meeting Agenda 10

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:
3:30 P.M. CLOSED SESSION
Attachments
Closed Session Agenda

CITY COUNCIL

AND AS SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE CITY OF THE PALM SPRINGS

CLOSED SESSION AGENDA
Thursday, November 10, 2022 – 3:30 p.m.

Pursuant to Assembly Bill 361, this meeting may be conducted by teleconference and there will be no in-person public access to the meeting location.

PUBLIC COMMENT PERIOD FOR CLOSED SESSION ITEMS ONLY
(Time limit is two minutes per person) The City Council welcomes public input. Pursuant to State law, the City Council may not discuss or take action on issues not on the meeting agenda (Government Code Section 54954.2). Please contact the City Clerk at 760-323-8204 to be added to the queue.

CONFERENCE WITH LEGAL COUNSEL The City Council finds, based on advice from the City Attorney, that discussion in open session of the following described matter(s) will prejudice the position of the City in existing and anticipated litigation.

MATTERS CREATING SIGNIFICANT EXPOSURE TO LITIGATION G C. § 54956.9(d)(2)

Three (3) matters that, in the opinion of the City council on the advice of the City Attorney, based on existing facts and circumstance, there is significant exposure to litigation against the City.

Claim No. 22-0903, dated April 27, 2022, filed by Law Offices of Monrow Mabon and Barry J. Bennett, on behalf of Pearl Devers, Survivors & Descendants of Section 14.

DISCUSSION TO CONSIDER INITIATION OF LITIGATION G. C.§ 54956.9(d)(4)

Under existing facts and circumstances, there are two (2) matters the City Council has decided or may decide to initiate litigation.

CONFERENCE WITH REAL PROPERTY NEGOTIATOR G.C. § 54956.8

Property Description: 2990 E. Tahquitz Canyon Way (APN: 502-143-004) Palm Springs, CA
Agency: City of Palm Springs
City Negotiator: Teresa Gallavan, Interim City Manager Negotiating Parties: Tahquitz Housing Associates, LP
Under Negotiation: Price and Terms of Payment for Real Property Covenants

CITY COUNCIL STAFF REPORT
11/10/2022 CONSENT CALENDAR
SUBJECT:

APPROVE AGREEMENT A9257 WITH VITAC TO PROVIDE CLOSED CAPTIONING

SERVICES FOR ONE YEAR
RECOMMENDATION:

Approve Agreement A9257 with VITAC to provide continued closed captioning services for an amount not to exceed $24,000 for one year.

Attachments
Item 1M

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: APPROVE AGREEMENT A9257 WITH VITAC TO PROVIDE CLOSED

CAPTIONING SERVICES FOR ONE YEAR

FROM: Teresa Gallavan, Interim City Manager

BY: Information Technology Department

SUMMARY:

This action will approve agreement A 9257 with VITAC t o provide continued closed captioning services for one year.

RECOMMENDATION:

1) Approve Agreement A9257 with VITAC to provide continued closed captioning services for an amount not to exceed $24,000 for one year (Attachment A).

BUSINESS PRINCIPAL DISCLOSURE:

A copy of the Public Integrity Disclosure Form for VITAC is included as Attachment B.

BACKGROUND:

Closed captioning displays the audio portion of a television program as text on the TV screen. This service provides a critical link to individuals who are hearing impaired. The City entered into an agreement with VITAC in 2018 to provide closed captioning services for City Council meetings, and at this time Staff desires to continue these services for an additional year.

STAFF ANALYSIS:

Staff has researched competitive service providers for similar closed captioning services and found two additional companies providing like services for other local governments who provided quotes. VITAC was the lowest quote received at $88 per hour.

This purchase requires City Council approval in accordance with Municipal Code Title 7 adopted by Ordinance in July of 2021, which predicates approval levels based upon the Item 1M - Page 1
City Council Staff Report
November 10, 2022 - Page 2
Approve Services Agreement – VITAC

cumulative value of contracts and continuous purchases of the same goods or services.

Since 2018, the City has spent approximately $76,500 maintaining services with VITAC.

At this time, Staff recommends approving agreement A9257 with VITAC to provide closed captioning services for an additional year in an amount not to exceed $24,000. During the contract term, Staff will explore additional and alternate options to provide these services at a lower cost while providing the same or greater levels of service.

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 t he above- mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that 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:

The requested action aligns with the City Council Priority 4D, Good Governance.

FISCAL IMPACT
:

Sufficient funds are budgeted and available in the current fiscal year Information Technology Department Account 1001025 40105 and will be budgeted in future fiscal years.

REVIEWED BY:

Department Director: Larry Klingaman
Procurement and Contracting Manager Kim Baker
Deputy City Manager: Jeremy Hammond
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

A. Agreement
B. Business Disclosure Form
Item 1M - Page 2

ATTACHMENT A

Item 1M - Page 3

MASTER SERVICES AGREEMENT
This Master Services Agreement (“Agreement”) (including all exhibits hereto) together with any order form (each, an “ Order Form,” which shall govern in the event of a conflict) incorporating this Agreement, constitute the entire agreement between Custom er and Supplier for Customer’s use of the Site and Services (defined below). “ Customer” refers to the City of Palm Springs , a municipal corporation and charter city, with offices at 3200 E. Tahquitz Canyon Way, Palm Springs, CA 92262; and “Supplier” refers to Automatic Sync Technologies, LLC, or the Supplier Affiliate which has executed an applicable Order Form incorporating this Agreement. Supplier and Customer are each referred to herein as a “Party ” and collectively as the “Parties .” An “Affiliate,” with respect to a Party, means any entity that controls, is controlled by, or is under common control with that Party. The Parties agre e as follows:

1. L icense and Account.
a. L icense. Supplier offers services (“Services ”) for the transcribing, captioning, audio descriptioning, translating and other processing of live and pre -recorded media, as described at www.verbit.ai , www. vitac.com, and www.automaticsync.com ( the “Sites”), including software, interfaces, documentation, technical support, the Site itself, and the features, functionality, and connectivity provided through Supplier’s proprietary platform (“Platform”). Subject to Customer’s compliance with this Agreement, Supplier hereby grants Customer and its authorized users acting on its behalf (“ Authorized Users”) a limited, revocable, personal, non -exclusive, non- transferable, non-sublicensable license until this Agreement is terminated (the “ Term”) to access the Platform to use the Services in accordance with the Agreement.
b. Customer Account. T o access and use certain Services, Customer must create an account (“Account ”) on a Site, as directed by Supplier. Customer shall provide accurate, complete, and current Account information and, as applicable, timely update the same. Customer is solely responsible for the activity that occurs on its Account (which includes its sub- accounts), including usage via any interfaces or connectors to the Account, the content and submission of any media (“Files”) submitted for processing via the Platform, and for keeping its Account credentials secure. Supplier will not be liable for losses caused by any unauthorized use of the Account; provided, however, that Customer shall not be responsible for unauthorized charges on its Account where it took reasonable precautions and the unauthorized use was solely due to Supplier’s negligence or willful misconduct. Customer represents and warrants that it is duly authorized to do business and use the Services in all jurisdictions in which Customer operates. Customer must notify Supplier promptly of any breach of security or any known unauthorized use of the Account. Notwithstanding deletion of the Account, Supplier may retain Customer data as reasonably necessary for compliance with applicable law. c. Restrictions. Customer shall not, and shall ensure that its Authorized Users do not, and shall not authorize, assist, or enable any other third party to (a) transfer, resell, lease, license, or otherwise make available the Services to third parti es; (b) use the Services in violation of applicable laws or regulations, including to submit Files comprising unlawful, infringing, libelous, or other tortious content, or in violation of the privacy rights of any individual; (c) decipher, decompile, disassemble, reverse engi neer or otherwise attempt to derive a ny source code or underlying ideas or algorithms of any part of the Services, except to the limited extent applicable laws specifically prohibit such reverse -engineering restrictions; (d) alter, modify, translate, or otherwise create derivative works of any part of the Services; (e) interfere with or disrupt the integrity or performance of the Services or any third-party service via an interface to or from the Services, including by imposing an unreasonably large load on Supplier’s or its service providers’ platforms; (f) submit Files containing sensitive information such as social security numbers, bank information, credit card information, or (except where the Parties have executed a Business Associate Agreement) protected health information; or (g) attemp t to gain unauthorized access to the Services or their related systems or networks, or circumvent, disable or interfere with security or restrictive features of the Services.
d. Deletion of Customer Data. S upplier may periodically delete Customer’s data from the Platform no sooner than thirty (30) days following the date of the applicable session, including any Files. Alternatively, Supplier and Customer may agree to alternative deletion arrangements in writing. Further, data storage is not guaranteed by Supplier and Supplier shall not have any liability whatsoever for any damage, liabilities, losses, or any other consequences that Customer may incur relating to the loss or deletion of Customer’s data.

2. F
ees and Payment.
a. P aid Services . Customer agrees to pay for its use of the Services as set forth in the applicable Order Form; or, to the extent there is no applicable Order Form, as otherwise communicated by Supplier in writing. Supplier reserves the right to change pricing from time to time, effective upon n otice to Customer; provided, that Supplier shall not be permitted to increase pricing more than 8% in any 12- month period. In addition, pricing for Services subject to a committed purchasing obligation (“ Minimum Commitment”) shall be fixed during the term of such Minimum Commitment. b. Billing. Except as set forth in an applicable Order Form, Customer shall pay in advance for the Services in the currency specified by Supplier , without the right of set- off, deduction, or counterclaim. Where Customer provides credit card information, Supplier may charge such credit card for all Services, fees, and charges listed under the applicable Order Form, including any renewals.

Item 1M - Page 4

2 Where payment in arrears has been approved by Supplier, invoices may be sent by email to the email address specified in the Account, deemed received on the date the email is sent. Payment terms are as set forth in the applicable Order Form; or, if there is n o applicable Order Form, invoices are payable 30 days after the invoice date. Overdue undisputed amounts bear interest at the lower of 1.5% per month or the maximum rate allowed by law. In addition to any other remedies, Customer shall be liable for Supplier’s expenses incurred in connection with collection activities including reasonable attorneys’ fees. Upon 15 days’ notice, Supplier may suspend Services associated with the Account pending payment of past due undisputed amounts, and Supplier shall have no liability for any losses incurred due to such suspension. Customer’s credit shall be limited to the amount indicated by Supplier from time-to-time in connection with the Account and usage beyond this limit may be blocked without further notice. c. T axes . All charges and fees for the Services are exclusive of any country, province, federal, state or local taxes, including without limitation, use, sales, value -added, privilege, or other taxes, levies, imports, duties, fees, surcharges, governmental assessments, and wit hholdings (“ Taxes”). Customer will be solely liable for and will pay upon demand all Taxes associated with Customer’s access to and use of the Services and shall not deduct any such amounts, or any other withholdings, set -offs or deductions, from amounts Customer owes Supplier , but will not be responsible for taxes based on Supplier ’s net income. Customer may present Supplier with an exemption certificate eliminating Customer’s and Supplier’s liability to pay certain Taxes. Once Supplier has received and notified Customer of approval of the exemption certificate, Customer shall be exempt from those Taxes on a going- forward basis.

If a taxing jurisdiction determines that Customer is not exempt from Taxes and assesses those taxes, Customer shall pay those Taxes to Supplier, plus any applicable interest or penalties.
d. Billing Disputes . Billing disputes must be initiated within 30 days of the invoice date, by contacting Supplier as indicated in the applicable Order Form, or at [email protected]. Upon expiration of such 30-da y period, Customer will not be entitled to dispute any fees paid or payable to Supplier . The Parties will work together in good faith to resolve billing disputes. A pending billing dispute shall not exempt Customer from timely paying any undisputed amounts owed. Other than in accordance with the foregoing, fees paid are non-refundable.

3. I ntellectual Property.
a. F iles and Output. As between Customer and Supplier , Customer owns and reserves all right, title, and interest in the Files. Customer authorizes Supplier to copy, display, store, and otherwise use the Files to provide the Services and perform in accordance with this Agreement, including to deliver to Customer transcriptions (“ Transcriptions”), translations, audio descriptions, captions, and other output (collectively, including Transcriptions, “ Output”) based on the Files. Customer also grants Supplier an irrevocable and royalty-free right to use the Files and the Output to develop and improve the Services and Platform. Customer represents and warrants that (i) it has the right to use the Files and provide Supplier with the Files for all purposes set forth in this Agreement; and (ii) all Files have been and will be legally acqui red in accordance with all applicable data protection laws and privacy standards. Customer is responsible for the legality, reliability, integrity, accuracy, and quality of the Files. Where a File comprises media of meetings, sessions, classes or other for ums including individuals, Customer is solely responsible to inform such individuals that the meeting or session is or may be recorded, transcribed, stored, or otherwise processed (as the case may be) by a third party and used for the purpos es set forth in this Agreement, and Customer shall also be solely responsible to procure such individuals’ consent. b. Services, Platform, and Supplier C ontent. Supplier owns and reserves all right, title, and interest in the Platform and Services and all improvements, modifications, and derivative works thereof. Customer’s suggestions and feedback regarding the Services are not Confidential Information (as defined below), and Customer grants to Supplier an unrestricted, irrevocable, fully paid - up, and non- exclusive right to use such suggestions and feedback for any purpose. Other than the Files and Output, all content made available through the Sites or the Services (collectively, “Supplier Content”) are, as between Customer and Supplier, owned by Supplier.

4. Confidentiality and Publicity.
a. C onfidentiality . “Confidential Information” means any non-public information or data, regardless of whether it is in tangible form, disclosed by either Party that is marked or otherwise designated as confidential or proprietary or that should otherwise be reasonably understood to be confidential given the nature of the information and the circumstances surrounding disclosure. “Confidential Information” does not include any information which: (i) is publicly available through no fault of receiving Party, (ii) was properly known to receiving Party, without restriction, prior to disclosure by the disclosing Party, (iii) was properly disclosed to receiving Party, without restriction, by another person without violation of disclosing Party’s rights, or (iv) is independently developed by the receiving Party without use of or reference to the disclosing Party’s Confidential Information. Each Party agrees that it will use the Confidential Information of the other Party solely in accordance with the provisions of this Agreement (including for Supplier to provide the Services) and it will not disclose such information to any third party without the other Party’s prior written consent, except as otherwise permitted hereunder or for Supplier to provide the Services. Each Party agrees to exercise reasonable care in protecting the other Party’s Confidential Information from unauthorized use and disclosure. Each Party may also disclose the Confidential Information of t he other Party, in whole o r in part to its employees, representatives, actual or potential investors, and subcontractors who have a need to know and are bound to keep such information confidential consistent with the terms of this section. In addition, Supplier may disclose this Agreement under a comparable non -disclosure agreement in response to a third -party due diligence request supporting a financing or non-ordinary course of business corporate transaction. Either Party may disclose the Confidential Information of the other as r equired by law, legal process, or court order; provided that, subject to applicable law, it promptly notifies the other Party of such required Item 1M - Page 5

3 disclosure in order to allow the other Party to seek a protective order or other appropriate remedy. b. P ublicity . Supplier may identify Customer using its name, trademarks, and/or logos in its marketing collateral, presentations, and websites, provided that Customer may revoke such right with notice to Supplier at any time.

5. I ndemnification.
a. By Customer . Customer agrees to defend, indemnify, and hold harmless Supplier , its Affiliates, suppliers, and partners, and each of their respective employees, contractors, directors, officers and representatives, from and against any damages, liabilities, claims, demands, obligation s, losses, fines, penalties, and expenses (including reasonable attorney’s fees) (collectively, “Losses”) incurred in connection with claims made or brought by a third party arising from or relating to Customer’s unauthorized use of the Services.
b. By S uppli er. Supplier agrees to defend, indemnify, and hold harmless Customer from and against any Losses incurred in connection with claims made or brought by a third party arising from or relating to (i) infringement of third-party intellectual property rights arising from Customer’s authorized use of the Services, or (ii) violation of applicable law by Supplier or its employees, agents, or subcontractors. Notwithstanding any of the foregoing, Supplier shall have no liability for Losses arising out of any combinat ion, operation, or use of the Services with any hardware or software not furnished by Supplier if such claim would not have arisen had such combination, operation, or use not occurred, except as reasonably necessary to the use of the Services. c. Procedure. The indemnified Party shall notify the indemnitor promptly after the indemnified Party learns of the existence of an indemnifiable claim hereunder; provided, however, that failure to give such notice shall only affect the rights of the indemnified Party to the extent that the indemnitor is prejudiced. The indemnified Party shall not admit any liability whatsoever. The indemnitor shall be entitled to take sole control of the defense and investigation of the indemnifiable claim at its own expe nse, by providing prompt notice to the indemnified Party, subject to the indemnified Party’s approval of indemnitor’s counsel, such approva l not to be unreasonably withheld or delayed. The indemnified Party shall cooperate in all reasonable respects with the indemnitor and its attorneys in the defense of the claim (including by making available books, records, and personnel), and may reasonably parti cipate at its own expense, through its attorneys or otherwise, provided that such participation does not interfere with the indemnitor’s defense.

All settlements of indemnifiable claims under this section shall: (i) be entered into only with the indemnified Party’s consent if such settlement requires any admission of guilt or imposes any restriction on the indemnified Party, and (ii) include an appropriate confidentiality agreement prohibiting disclosure of the terms of such settlement.

6. D
isclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS PROVIDED FOR IN THIS AGREEMENT, THE SERVICES ARE PROVIDED “AS IS”, “AS AVAILABLE,” AND WITHOUT WARRANTY OF ANY

KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON -

INFRINGEMENT, MERCHANTABILITY, QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY

WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. SUPPLIER, ITS AFFILIATES, AND EACH OF THEIR RESPECTIVE SUPPLIERS, PARTNERS, LICENSORS,

OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS, DO NOT WARRANT (AND HEREBY EXPRESSLY DISCLAIM ALL WARRANTIES) THAT: (I) THE SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION, (II) THE

OUTPUT WILL BE ACCURATE, RELIABLE, OR COMPLIANT WITH ANY PARTICULAR STANDARD OR REGULATORY REQUIREMENT, OR (III) ANY DEFECTS OR ERRORS WILL BE CORRECTED. NOTWITHSTANDING ANYTHING TO THE CONTRARY, CUSTOMER’S SOLE REMEDY FOR A CLAIM THAT OUTPUT IS INACCURATE IS THAT SUPPLIER SHALL

RE-PROCESS WHERE FEASIBLE THE ASSOCIATED FILE AT NO ADDITIONAL COST TO CUSTOMER ONLY IF THE CLAIM IS MADE IN WRITING NO LATER THAN 15 DAYS FOLLOWING DELIVERY OF THE OUTPUT TO CUSTOMER.

7. Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, EXCEPT FOR VIOLATION OF A PARTY’S INTELLECTUAL PROPERTY RIGHTS OR CUSTOMER’S PAYMENT OBLIGATIONS, TO THE MAXIMUM

EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE UNDER ANY

CONTRACT, TORT, WARRANTY, STRICT LIABILITY, NEGLIGENCE, OR ANY OTHER LEGAL OR EQUITABLE THEORY

WITH RESPECT TO THE SERVICES OR OTHER SUBJECT MATTER OF THIS AGREEMENT FOR (I) ANY SPECIAL,

INDIRECT, INCIDENTAL, PUNITIVE, COMPENSATORY OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER,

LOST PROFITS, GOODWILL, REVENUE, INCOME OR BUSINESS, DATA LOSS, INTERRUPTION OF BUSINESS, OR COST

OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY, RIGHTS, OR SERVICES (HOWEVER ARISING AND EVEN

IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), OR (II) ANY LIABILITY THAT EXCEEDS THE GREATER OF USD 1,000,000 OR THE AMOUNT OF FEES ACTUALLY PAID OR ACCRUED TO SUPPLIER IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

8. Suspension and Termination.
a. T
ermination for Convenience. Either Party may terminate this Agreement upon 60 days’ notice, for any reason; except that any termination in connection with the foregoing shall not be effective until the completion of any Minimum Commitment or as otherwise set forth in an applicable Order Form.
b. Suspension or Termination for Cause .

Either Party may terminate this Agreement in its entirety (and, alternatively, Item 1M - Page 6

4 Supplier may suspend Customer’s right to use the Services), for cause: (A) if the other Party breaches the Agreement and fails to cure such breach within 30 days after notice thereof, or (ii) upon Customer’s or its controlling Affiliate’s liquidation, commencement of dissolution proceedings, disposal of its assets, failure to continue its business in the ordinary course, assignment for the benefit of creditors, or if Customer or such Affiliate becomes the subject of a voluntary or involuntary bankruptcy or similar proceeding. c. E ffect of Termination; Survival. Upon termination of this Agreement, for any reason: (i) Customer remains liable for all fees, charges, and any other obligations accrued and owed by Customer through the effective date of such termination, and (ii) except as expressly set forth herein, all of Customer’s rights and licenses under this Agreement will immediately terminate and Customer shall cease using the Services. All amounts accrued or owed to Supplier in connection with this Agreement and sections 3, 4(a), 5, 7, 8, and 9 shall survive any termination of this Agreement. Following any suspension or termination of this Agreement or the Account other than for breach, Customer may request any post-termination assistance that Supplier may elect to make generally available with respect to the Services such as data retrieval arrangements, subject to and conditioned upon Customer’s advance payment of fees and acceptance of all terms and conditions that Supplier specifies in writing with respect thereto.

9. Mi
scellaneous.
a. G overning Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California , without reference to its principles of conflicts of law rules. The United Nations Convention on Contracts for the International Sale of Goods shall not be applicable hereto. Without limiting the preceding language, the Parties submit, for purposes of this Agreement, to the jurisdiction and venue of the state and federal courts located in the County of Riverside . b. Entire Agreement; Headings.

This Agreement constitutes the entire agreement between Customer and Supplier with respect to the Services, and supersedes all prior or contemporaneous communications and proposals between Customer and Supplier with respect thereto. The section and paragraph headings in this Agreement are for reference only and shall not affect their interpretation.

No oral or written information or advice given by Supplier or its employees and other representatives will create any obligations or warranty on behalf of Supplier unless otherwise agreed in a writing signed by an authorized Supplier representative. Any purchase orders, confirmations, payment documentation, or other terms provided by Customer, even if signed by the Parties after the date hereof, shall have no force or effect. In the event that the Parties have executed versions of this Agreement drafted in more than one language, the English language version shall govern and prevail.
c. Modifications/Waivers.

Except as expressly provided elsewhere in this Agreement, this Agreement may not be changed or modified, nor may any provisions hereof be waived, nor may any consent or confirmation be considered to have been given, except by an agreement in writing signed by the Party against whom enforcement of the change or modification is asserted. The failure of a Party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder. d. Severability.

If any provision of this Agreement, or any part of such provision, is found to be unenforceable or invalid, that provision will be replaced by a valid and enforceable provision the effect of which comes as close as possible to the intended economic effect of the unenforceable or invalid provision, so that this Agreement will otherwise remain in full force and eff ect and enforceable.
e. Force Majeure. Neither Party is liable for any failure of performance (other than for delay or performance in the payment of money due and payable hereunder) to the extent such failure is due to any cause or causes beyond such Party’s reas onable control, including acts of God, fire, explosion, vandalism, cable cut, adverse weather conditions, governmental action, acts of terrorism, strikes and similar labor difficulties, war, sabotage, pandemic, internet-access issues, denial of service attacks, shortage or unavailability of supplies, and other mechanical, electronic, or communications failures or degradation. Either Party’s invocation of this clause will not relieve Customer of its obligation to pay for any Services actually provided or permit Customer to terminate any Services except as expressly provided herein.
f. Notices. All notices hereunder shall be in writing. Supplier may send notices hereunder to the email address Customer indicates in the Account. Customer will be deemed to have received any email sent to the last known email address Supplier has on record for Customer. Notices provided to Supplier under this Agreement shall be sent to the attention of the applicable account manager, with a copy sent to [email protected] r egarding any legal matters. g. Relationship of the Parties . The relationship of the Parties shall not be that of partners, agents or joint venturers for one another, and nothing contained in the Agreement shall be deemed to constitute a partnership or agency agreemen t between the Parties for any purpose. Supplier and Customer shall be independent Parties and shall discharge their contractual obligations at their own risk subject to the terms of this Agreement.
h. Assignment. This Agreement inures to and is binding upon t he Parties’ successors and permitted assignees. Neither Party shall assign this Agreement without the other Party’s prior written consent, not to be unreasonably conditioned, withheld or delayed; provided that such assigning Party may, without consent, but with reasonable prior notice, assign its rights and obligations hereunder to any of its Affiliates or pursuant to any merger, acquisition, reorganization, sale, or transfer of all or substa ntially all its assets; provided, further, that with respect to such assignment by Customer, (i) the successor shall not provide services that compete with Supplier; (ii) the successor must be at least as creditworthy as Customer (as reasonably determined by Supplier ); (iii) such assignment may not constitute or result in a violation of applicable trade control or export or other law; and (iv) Customer shall remain Item 1M - Page 7

5 liable for all of Customer’s obligations that accrued prior to such assignment. Any assignment other than as permitted by thi s section shall be void and of no force or effect.
i. Trade Compliance. Customer represents and warrants that (i) its use of the Services will not violate any embargoes, sanctions, trade restrictions, or similar restrictions issued by any applicable governmental entity, and (ii) Customer, its Affiliates, and its Authorized Users have not been designated by any applicable government or government agency as a prohibited or restricted party under any trade restrictions, export laws, or the like. Customer may not use, export, re-export, import, or transfer any technology or data related to the Platform or Services except as authorized by both this Agreement and all applicable laws, rules and regulations.

SUPPLIER CUSTOMER
Signature: _______________________________________ Signature: _______________________________________ Name: _______________________________________ Name: _______________________________________ Title: _______________________________________ Title: _______________________________________ Date: _______________________________________ Date: _______________________________________

John P. Son
Chief Legal Officer
October 12, 2022
Item 1M - Page 8

6 Exhibit A
Service Description

1. Maintenance and Downtime. Verbit shall make commercially reasonable efforts to maintain availability of the Platform, provide at least 8 hours’ notice of scheduled downtime, and limit scheduled downtime to 9pm to 6am Eastern Time.

2. Good Quality Audio. Notwithstanding anything to the contrary, any accuracy or delivery timing (“Turnaround Times”) targets for Output are conditioned on the corresponding audio quality (“Audio Quality”) of the corresponding Files (including both live and recorded media). Audio Quality is determined in Verbit’s sole discretion, with exemplary criteria including (as applicable) clarity of the audio in a controlled environment, minimal background noise, a single speaker at any given time, lack of media defects, and good end-to-end connectivity for live events. Verbit may reject any File based on its determination that the File’s Audio Quality does not meet reasonable quality levels (“Low Quality Files”).

3. Post-Production Turnaround Time Targets. Verbit shall make commercially reasonable efforts to deliver Output within the target turnaround times set forth on the applicable Site or Order Form. Customer acknowledges that submission of volumes substantially greater than historical usage may result in delays to target turnaround times. Turnaround times are calculated based upon United States East Coast business days; where stated in hours, 24 hours is equivalent to 1 business day.

4. Live Sessions and Fast Turnaround Requests. The following terms apply to live sessions (“Live Sessions”) and post - productions requests with target Turnaround Times of 4 hours or less (“Fast Turnaround Sessions”) only. a. Sc heduling Sessions. Customer may request scheduling of a Live session or Fast Turnaround Session, and shall provide a start time (“Scheduled Start”) and (for Live Sessions only) an end time (“Scheduled End”). Sessions will be scheduled only upon confirmation from Verbit, according to availability. Sessions should be requested at least 1 business day in advance of the Scheduled Start; large events such as conferences may require substantially longer advance notice (10 business days or more). Customer shall join at least 15 minutes prior to the Scheduled Start of a Live Session. To improve accuracy of Output, Verbit strongly encourages Customer to provide preparation materials in advance of the session, including to assist Verbit in preparing for non- standard terms or content that may be contained in the File. For Live Sessions, the minimum session time for Legal sessions is 4 hours, and for all other sessions it is 30 minutes.
b. S
ession Fees. The session shall be chargeable beginning at the Scheduled Start, regardless of delay other than to the extent such delay is due to Verbit’s fault. If the session ends prior to the Scheduled End, it shall be chargeable for the full scheduled time. If the session extends beyond the Scheduled End, Verbit shall make commercially reasonable efforts to accommodate the extension subject to agent availability; and Customer shall be charged additional fees at a per-minute rate proportional to the hourly rate, rounded up to the next 15-minute increment. No-shows and cancellations on less than 24 hours’ notice are chargeable for the full scheduled time.

Item 1M - Page 9

ATTACHMENT B

Item 1M - Page 10
CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

(Revised 09 13 18)

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

VITAC Corporation

2. Address of Entity (Principle Place of Business)

1 Merrill Cir.

Saint Paul, MN 55108-5267 USA

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

n/a

4. State where Entity is Registered with Secretary of State

Pennsylvania
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 re sponse is not a natural person, please iden tify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity

Tom Livne F Officer F Director F Member F Manager
[name]
F General Partner F Limited Partner

F Other

Sagi Rothman F Officer F Director F Member F Manager
[name]
F General Partner F Limited Partner

F Other

JP Son F Officer F Director F Member F Manager
[name]
F General Partner F Limited Partner

F Other
Item 1M - Page 11
-
~
- -
- -
--
-
CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

(Revised 09 13 18)

Item 1M - Page 12
CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

(Revised 09 13 18)

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

EXAMPLE

Verbit, Inc.

[name of owner/investor]

100% ownership of VITAC Holdings, LLC

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

VITAC Holdings, LLC

[name of owner/investor]

100% ownership of VITAC Corporation

[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

JP Son
Chief Legal Officer
Sept. 12, 2022
Item 1M - Page 13

CITY COUNCIL STAFF REPORT
11/10/2022 CONSENT CALENDAR
SUBJECT:

APPROVE PURCHASE, REPAIR, RELOCATION, AND INSTALLATION COSTS IN THE AMOUNT OF $6,550 FOR THE “WOW” SCULPTURE BY ARTIST MICHAEL

BIRNBERG (AKA MIDABI) FOR PLACEMENT AT THE NORTHWEST CORNER OF

NORTH PALM CANYON DRIVE AND VIA LOLA
RECOMMENDATION:

Approve funding in the amount of $6,550 of Public Art Funds for purchase, repair, and relocation costs of the “WOW” sculpture.

1. Approve placement of the “WOW” sculpture at the northwest corner of Palm Canyon Drive and Via Lola.

2. Authorize the purchase of the Artwork, subject to review and approval of a purchase and sale agreement in a form acceptable to the City Attorney.

3. Attachments
Item 1O

CITY COUNCIL STAFF REPORT

DATE: N OVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: APPROVE PURCHASE, REPAIR, RELOCATION, AND INSTALLATION COSTS IN THE AMOUNT OF $6,550 FOR THE “WOW” SCULPTURE BY

ARTIST MICHAEL BIRNBERG (AKA MIDABI) FOR PLACEMENT AT THE

NORTHWEST CORNER OF NORTH PALM CANYON DRIVE AND VIA
LOLA

FROM: Teresa Gallavan, Interim City Manager

BY: Community & Economic Development Department

SUMMARY:

The Public Arts Commission is requesting approval to purchase, relocate, and repair the “WOW” sculpture (Artwork) by artist Michael Birnberg, AKA Midabi, (Artist) in the amount of $6,550 with Public Art Funds. As proposed, the sculpture will be placed by the northwest corner of Palm Canyon Drive and Via Lola where the John Clement sculpture (Butch) is currently located.

RECOMMENDATION:

1. Approve funding in the amount of $6,550 of Public Art Funds for purchase, repair, and relocation costs of the “WOW” sculpture.

2. Approve placement of the “ WOW” sculpture at the northwest corner of Palm Canyon Drive and Via Lola.

3. Authorize the purchase of the A rtwork, subject to review and approval of a purchase and sale agreement in a form acceptable to the City Attorney.

BACKGROUND:

The Artwork was part of the City’s temporary art program and was on loan to the City for six months from May 2021 to November 2021. Despite the loan period having expired, the Artist and property owner have agreed to have the artwork remain at its current location at the southeast corner of Indian Canyon Drive and Arenas Road.

Item 1O - Page 1
City Council Staff Report
November 10, 2022 -- Page 2
Approve Purchase and Relocation of WOW Sculpture

On September 7, 2022, the Public Arts Commission voted to recommend approval of the purchase, repair, and relocation of the Artwork to the City Council using $6,550 of Public Art Funds.

On October 19, 2022, the Public Arts Commission voted to locate the Artwork at the northwest corner of North Palm Canyon Drive and Via Lola on the concrete art pad in front of 1101 North Indian Canyon Drive, where the John Clement sculpture (Butch) is currently located. The John Clement sculpture has been approved for relocation by the City Council.

STAFF ANALYSIS:

WOW is a laser cut, ombre painted steel art piece by the Artist and is currently installed on private property at the corner of Indian Canyon Drive and Arenas Road. The Public Arts Commission voted to recommend to the City Council that the City purchase, repair, and relocate the Artwork using $6,550 of Public Art Funds.

An image of the Artwork in its current location is provided below:

Item 1O - Page 2
City Council Staff Report
November 10, 2022 -- Page 3
Approve Purchase and Relocation of WOW Sculpture

The Public Arts Commission is proposing to install the Artwork on City property on the concrete platform at the corner of North Palm Canyon and Via Lola. This platform currently supports one of the John Clement sculptures entitled “Butch.” On October 17, 2022, the City Council approved relocating all the Clement sculptures (Butch, Ithiel, and Squeeze) to Demuth Park.

The Artwork is 60” x 60” (5’x5’). The platform at North Palm Canyon and Via Lola is 84” (7’) Deep x 114” (9’ 6”) Wide and is 20” High. The piece will be centered parallel to the street, which will give clearance of 27” on either side, and a full clearance on the sidewalk side.

Images of the existing John Clement sculpture on the platform are shown below:

No new art is planned for the location where WOW is currently located . Any new proposals for this location will be brought before City Council for approval. Once the Artwork is moved, the platform will need to be skim coated and painted to match the existing, surrounding planters.

The Artwork has endured minor scratches and dents and the paint has slightly faded.

According to Section 3.37.040 (d) of the Palm Springs Municipal Code, permissible expenditures include:

• The cost of artwork and its installation and maintenance • Frames, mats, pedestals, and other objects which are necessary for the proper presentation of the artwork

Item 1O - Page 3
City Council Staff Report
November 10, 2022 -- Page 4
Approve Purchase and Relocation of WOW Sculpture

The proposed site meets the site criteria under Section 3.37.080 (b) Art Site Acceptability which states:

“When selecting the location for art purchased through the public arts fund, preference shall be given to publicly accessible public places. This would include libraries, parks, office buildings, sidewalks, traffic islands, etc.

Lobbies, plazas, adjacent open spaces or exterior treatment of publicly owned buildings shall be potential sites, but the offices themselves of publicly owned buildings shall not be considered acceptable sites.”

ENVIRONMENTAL ASSESSMENT
:

Section 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act ("CEQA"). The Guidelines are required to include a list of classes of projects which have been determined not to have a significant effect on the environment and which are exempt from the provisions of CEQA.

In response to that mandate, the Secretary for Resources identified classes of projects that do not have a significant effect on the env ironment and are declared to be categorically exempt from the requirement for the preparation of environmental documents. In accordance with Section 15304 "Minor Alterations to Land," Class 4 projects consist of "minor public or private alterations in the condition of land, water, and/or vegetation which do not involve removal of healthy, mature, scenic trees except for forestry and agricultural purposes" and approval of this item is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

Section 2.24.050 of the Palm Springs Municipal Code requires the Public Arts Commission to, “Be responsible for a Palm Springs public arts program including policies and guidelines, oversight of development of art projects and maintenance of art collection.”

FISCAL IMPACT:

Approval of this action will require expenditure of $6,550 of Public Arts Funds.

The fee includes:

Purchase $ 5,000
Repair 900
Relocation 500
Patch current location 150
Total $ 6,550

There are sufficient resources in the Public Arts Contractual Services line to cover the proposed expenditure.

Item 1O - Page 4
City Council Staff Report
November 10, 2022 -- Page 5
Approve Purchase and Relocation of WOW Sculpture

REVIEWED BY:

Department Director: Jay Virata
Deputy City Manager: Flinn Fagg
Interim City Manager: Teresa Gallavan

Item 1O - Page 5

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

FINDINGS TO CONDUCT CITY COUNCIL AND BOARD, COMMISSION, AND COMMITTEE MEETINGS VIRTUALLY UNDER ASSEMBLY BILL 361:

RECOMMENDATION:

Find that the City Council has considered the circumstances of the state of emergency during a proclaimed state of emergency, and state or local officials have imposed or recommended measures to promote social distancing, and as a result, the Palm Springs City Council and all of Palm Springs Board, Commission, and Committee meetings may be held by videoconference, in accordance with AB 361.

Attachments
Item 1A

CITY COUNCIL STAFF REPORT

DATE: November 10, 2022 CONSENT CALENDAR

SUBJECT: FINDINGS TO CONDUCT CITY COUNCIL AND BOARD, COMMISS ION, AND COMMITTEE MEETINGS VIRTUALLY UNDER ASSEMBLY BILL 361

FROM: Teresa Gallavan, Interim City Manager

BY: Brenda Pree, City Clerk

RECOMMENDATION:

Find that the City Council has considered the circumstances of the state of emergency during a proclaimed state of emergency, and state or local officials have imposed or recommended measures to promote social distancing, and as a result, the Palm Springs City Council and all of Palm Springs Board, C ommission, and Committee meetings may be held by videoconference, in accordance with AB 361.

BACKGROUND:

Governor Newsom’s Executive Orders N-29-20 and N-35-20, which relaxed some of the Brown Act’s teleconferencing provisions during the COVID -19 pandemic, expired on September 30, 2021. On September 16, 2021, Governor Newsom signed AB 361, which amends sections of the Brown Act to allow legislative bodies to more easily hold teleconference meetings during a state of emergency.

In order to utilize these provisions of the Brown Act, the City Council must find that it has considered the circumstances of the state of emergency, and either:

(1) state or local officials have imposed or recommended measures to promote social distancing as a result of the proclaimed state of emergency, or
(2) the state of emergency continues to directly impact the ability of the members to meet safely in person.

The City Council must make these findings every 30 days for as long as the City is conducting virtual meetings under AB 361.

City Staff and the City Attorney’s Office believe that these findings can be made. Although the Governor’s Executive Orders dealing with virtual meetings have expired, the original state of emergency for COVID -19 is still in effect. In addition, the California Department of Public Health (CDPH) and the County of Riverside continue to recommend social distancing as a result of the COVID-19 state of emergency.

Item 1A - Page 1
City Council Staff Report
November 10, 2022 -- Page 2
Virtual Meetings Under AB 361

As such, City S taff and the City Attorney recommend that t he City Council make these findings, including at every Council meeting, in order to meet the “every 30 days ” requirement of AB 361. These findings would apply to all City Boards, Commissions and Committees, so they are able to hold virtual meetings under AB 361.

FISCAL IMPACT:

There is no fiscal impact associated with this action.

REVIEWED BY:

Department Director: Brenda Pree
City Attorney: Jeffrey S. Ballinger
Interim City Manager: Teresa Gallavan

Item 1A - Page 2

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVAL OF PAYROLL WARRANTS, CLAIMS, AND DEMANDS:

RECOMMENDATION:

Adopt a Resolution entitled, "A RESOLUTION OF THE CITY COUNCIL OF THE CITY

OF PALM SPRINGS, CALIFORNIA, APPROVING PAYMENT OF PAYROLL WARRANTS/ DISBURSEMENTS FOR THE PERIOD ENDING 10-01-22 TOTALING $1,993,541.30 AND ACCOUNTS PAYABLE WARRANTS DATED 09-29-22 TOTALING $5,070,070.34, IN THE AGGREGATE AMOUNT OF $7,063,611.64, DRAWN ON BANK OF AMERICA."
Attachments
Item 1B
RESOLUTION NO. _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

PALM SPRINGS, CALIFORNIA, APPROVING PAYMENT OF

PAYROLL WARRANTS/ DISBURSEMENTS FOR THE
PERIOD ENDING 10-01-22 TOTALING $1,993,541.30 AND
ACCOUNTS PAYABLE WARRANTS DATED 09- 29-22
TOTALING $5,070,070.34, IN THE AGGREGATE AMOUNT
OF $7,063,611.64, DRAWN ON BANK OF AMERICA.

WHEREAS the Director of Finance has, in accordance with Chapter 3.16 of the Palm Springs Municipal Code, audited the payroll records covering the subject warrants and audited the claims and demands shown on the attached list; and

WHEREAS the Director of Finance hereby certifies to the accuracy of said records and to the availability of funds for payment.

Nancy A. Pauley
Director of Finance and Treasurer

NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Palm Springs, California, that payroll warrants, claims, demands and liability checks have been audited as required by law and that said warrants are hereby approved for payment.

ADOPTED THIS 10TH DAY OF NOVEMBER, 2022
.

TERESA GALLAVAN

INTERIM CITY MANAGER

ATTEST:

BRENDA PREE

CITY CLERK
Item 1B - Page 1
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, h ereby 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:

IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Springs, California, this ______ day of ______________, _________.

BRENDA PREE

CITY CLERK
Item 1B - Page 2

INTEROFFICE MEMORANDUM
TO: City Council
FROM: Nancy A. Pauley, Director of Finance and Treasurer DATE:

RE: Payroll Wires and Warrants

FLEX SAVINGS ACCOUNT
PAY DATE: 10/7/2022
October 27, 2022
PAYROLL PERIOD ENDING 10/1/2022
Transaction Type Check Numbers Amount
PAYROLL CHECK REGISTER 422141-422150 17,454.45
DEFERRED COMP: ICMA 457 39,642.84
LIABILITY CHECK REGISTER 2006577-2006589 25,814.99
PAYROLL DIRECT DEPOSITS 1,449,798.60
FEDERAL TAXES 298,086.78
STATE TAXES 99,760.97
10,463.90
VENDOR WIRE PYMTS 4,115.60
DEFERRED COMP: NATIONWIDE 26,120.63
ICMA RHS CONTRIBUTION 19,612.50
CA DCCS 2,670.04
TOTAL 1,993,541.30
Payroll Wires and Warrants Memo for Council 2022.xlsx | 10272022 |10/17/2022 | 8:11 AM (AM) 1 | 1 Item 1B - Page 3
City of Palm Springs, CA

AP CHECK RECONCILIATION REGISTER
Report generated: 09/29/2022 12:30
User: PatrickW
Program ID: apchkrcn

FOR CASH ACCOUNT: 999 10005 FOR: Uncleared CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 2006351 09/29/2022 PRINTED 100436 3CMA 400.00 2006352 09/29/2022 PRINTED 101208 ABM AVIATION INC 146,184.98 2006353 09/29/2022 PRINTED 100315 ACE PARKING MANAGEMENT IN 15,565.76 2006354 09/29/2022 PRINTED 101263 ACTION PARK ALLIANCE 37,500.00 2006355 09/29/2022 PRINTED 101028 AEG BUREAU OF TOURISM 650,000.00 2006356 09/29/2022 PRINTED 101028 AEG BUREAU OF TOURISM 100,000.00 2006357 09/29/2022 PRINTED 101028 AEG BUREAU OF TOURISM 500,000.00 2006358 09/29/2022 PRINTED 101028 AEG BUREAU OF TOURISM 18,481.64 2006359 09/29/2022 PRINTED 101028 AEG BUREAU OF TOURISM 1,459.58 2006360 09/29/2022 PRINTED 100403 AETNA 18,647.49 2006361 09/29/2022 PRINTED 101254 AIR EXCHANGE INC 719.41 2006362 09/29/2022 PRINTED 101272 AIRWAVE COMMUNICATIONS EN 412.50 2006363 09/29/2022 PRINTED 100249 ALBERT A. WEBB ASSOCIATES 27,559.85 2006364 09/29/2022 PRINTED 100912 ALPHA MEDIA LLC 1,788.00 2006365 09/29/2022 PRINTED 100755 ALTA LANGUAGE SERVICES IN 66.00 2006366 09/29/2022 PRINTED 100572 AMAZON COM 352.69 2006367 09/29/2022 PRINTED 103781 AMAZON.COM SALES INC 619.51 2006368 09/29/2022 PRINTED 100383 AMERICAN FORENSIC NURSES 12,280.00 2006369 09/29/2022 PRINTED 015669 NICHOLAS ANDRE 570.00 2006370 09/29/2022 PRINTED 100413 B & H PHOTO 2,597.70 2006371 09/29/2022 PRINTED 103994 BANNER BANK 40,691.94 2006372 09/29/2022 PRINTED 010911 RYAN D BARRIER 877.50 2006373 09/29/2022 PRINTED 104029 ANTHONY BELLISSIMO 88.00 2006374 09/29/2022 PRINTED 101858 BLACK DIAMOND SOLUTIONS 15,944.30 2006375 09/29/2022 PRINTED 015747 AMY BLAISDELL 903.35 2006376 09/29/2022 PRINTED 100207 BLUE SHIELD OF CALIFORNIA 521,594.65 2006377 09/29/2022 PRINTED 016055 BLAKE BONELLI 659.80 2006378 09/29/2022 PRINTED 015124 SANDRA BOSLER 208.24 2006379 09/29/2022 PRINTED 100128 BRODART CO 8,052.32 2006380 09/29/2022 PRINTED 100017 BUREAU OF INDIAN AFFAIRS 100,000.00 2006381 09/29/2022 PRINTED 103672 BARWE INC 415.45 2006382 09/29/2022 PRINTED 104043 MARCONI CALINDAS-CAFEGE 1,000.00 2006383 09/29/2022 PRINTED 100551 CAPIO 55.00 2006384 09/29/2022 PRINTED 101837 CASC ENGINEERING AND CONS 17,789.63 2006385 09/29/2022 PRINTED 100112 CDW GOVERNMENT INC 498.06 2006386 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 1,300.00 2006387 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 227.32 2006388 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 299.99 2006389 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 585.45 2006390 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 156.56 2006391 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 585.45 2006392 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 585.45 2006393 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 585.45 2006394 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 585.45 2006395 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 219.98 2006396 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 1,319.45 2006397 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 206.04 2006398 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 154.99 2006399 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 1,219.04 2006400 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 99.99 2006401 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 229.98 2006402 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 319.98 Item 1B - Page 4
.. -: ,,,. . • ••• ~. mun1s· ~ a tyler erp solution
City of Palm Springs, CA

AP CHECK RECONCILIATION REGISTER
Report generated: 09/29/2022 12:30
User: PatrickW
Program ID: apchkrcn

FOR CASH ACCOUNT: 999 10005 FOR: Uncleared CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 2006403 09/29/2022 PRINTED 100353 CHARTER COMMUNICATIONS 1,769.00 2006404 09/29/2022 PRINTED 015345 BRETT CHRISMAN 1,053.62 2006405 09/29/2022 PRINTED 100558 CINTAS CORPORATION 561.99 2006406 09/29/2022 PRINTED 100573 CLEAN ENERGY FUELS 5,660.86 2006407 09/29/2022 PRINTED 015397 LUCIANO COLANTUONO 75.00 2006408 09/29/2022 PRINTED 100928 COLANTUONO HIGHSMITH AND 17,334.00 2006409 09/29/2022 PRINTED 103879 COMMERCIAL TRANSPORTATION 13,113.00 2006410 09/29/2022 PRINTED 103771 CORE COMPLIANCE LLC 10,500.00 2006411 09/29/2022 PRINTED 100205 NANCY K BOHL INC 1,520.00 2006412 09/29/2022 PRINTED 100085 COUNTY OF RIVERSIDE ENVIR 422.00 2006413 09/29/2022 PRINTED 103507 DAKTRONICS INC 246,581.86 2006414 09/29/2022 PRINTED 100115 DANIELS TIRE SERVICE INC 865.86 2006415 09/29/2022 PRINTED 100318 DATA TICKET INC 3,349.47 2006416 09/29/2022 PRINTED 101281 DELTA DENTAL HMO 1,832.32 2006417 09/29/2022 PRINTED 101282 DELTA DENTAL PPO 21,509.27 2006418 09/29/2022 PRINTED 100195 DEPARTMENT OF JUSTICE-ACC 845.00 2006419 09/29/2022 PRINTED 100048 DESERT FIRE EXTINGUISHER 312.41 2006420 09/29/2022 PRINTED 100580 DESERT PROMOTIONAL EMBROI 408.44 2006421 09/29/2022 PRINTED 104041 THOMAS DIBBELL 52.53 2006422 09/29/2022 PRINTED 100151 DOOLEY ENTERPRISES INC 21,899.11 2006423 09/29/2022 PRINTED 100471 MARYANNE DORNIAK 239.43 2006424 09/29/2022 PRINTED 101244 DOWNS ENERGY 39,402.39 2006425 09/29/2022 PRINTED 100393 DOWNTOWN SHELL 220.00 2006426 09/29/2022 PRINTED 100984 DTPS C-15 LLC 3,182.71 2006427 09/29/2022 PRINTED 016431 CHRISTOPHER DUFFY 416.00 2006428 09/29/2022 PRINTED 100054 DESERT WATER AGENCY 451.99 2006429 09/29/2022 PRINTED 100054 DESERT WATER AGENCY 40,121.71 2006430 09/29/2022 PRINTED 100054 DESERT WATER AGENCY 64.99 2006431 09/29/2022 PRINTED 100054 DESERT WATER AGENCY 111.46 2006432 09/29/2022 PRINTED 100054 DESERT WATER AGENCY 4,584.07 2006433 09/29/2022 PRINTED 100055 DESERT WATER AGENCY 86,924.00 2006434 09/29/2022 PRINTED 100090 EBSCO 9,376.37 2006435 09/29/2022 PRINTED 104000 ECH TOOLS LLC 8,740.00 2006436 09/29/2022 PRINTED 101648 ECITY TRANSACTIONS LLC 600.00 2006437 09/29/2022 PRINTED 103829 EMERGENCY RESILIENCE LLC 3,039.98 2006438 09/29/2022 PRINTED 015302 ARTHUR ENDERLE 174.71 2006439 09/29/2022 PRINTED 100206 ESSER SERVICES INC 1,541.00 2006440 09/29/2022 PRINTED 100376 EXPERIAN 77.00 2006441 09/29/2022 PRINTED 100081 FEDERAL EXPRESS CORPORATI 89.75 2006442 09/29/2022 PRINTED 016020 ERIK FERNANDEZ 109.65 2006443 09/29/2022 PRINTED 101194 FLEX ADVANTAGE 1,333.50 2006444 09/29/2022 PRINTED 104031 FREEVOLT USA INC 436.12 2006445 09/29/2022 PRINTED 100480 FRIENDS OF THE PS ANIMAL 566.12 2006446 09/29/2022 PRINTED 100480 FRIENDS OF THE PS ANIMAL 92,950.17 2006447 09/29/2022 PRINTED 100740 FRONTIER COMMUNICATIONS C 125.98 2006448 09/29/2022 PRINTED 100740 FRONTIER COMMUNICATIONS C 84.35 2006449 09/29/2022 PRINTED 100740 FRONTIER COMMUNICATIONS C 84.35 2006450 09/29/2022 PRINTED 100740 FRONTIER COMMUNICATIONS C 60.91 2006451 09/29/2022 PRINTED 016099 JOHN GARCIA 281.32 2006452 09/29/2022 PRINTED 100724 BGF LLC / GAY DESERT GUID 1,690.00 2006453 09/29/2022 PRINTED 100169 GENSLER & ASSOCIATES ARCH 18,695.72 2006454 09/29/2022 PRINTED 100600 GEOSPATIAL TECHNOLOGIES I 1,000.00 Item 1B - Page 5
.. -: ,,,. . • ••• ~. mun1s· ~ a tyler erp solution
City of Palm Springs, CA

AP CHECK RECONCILIATION REGISTER
Report generated: 09/29/2022 12:30
User: PatrickW
Program ID: apchkrcn

FOR CASH ACCOUNT: 999 10005 FOR: Uncleared CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 2006455 09/29/2022 PRINTED 100536 GLS US A/R 156.91 2006456 09/29/2022 PRINTED 101732 GOVERNMENTJOBS.COM 92,793.46 2006457 09/29/2022 PRINTED 103824 GOVOS INC 30,000.00 2006458 09/29/2022 PRINTED 015160 STEPHANIE GREEN 1,589.45 2006459 09/29/2022 PRINTED 016435 CHRISTOPHER HADWIN 90.13 2006460 09/29/2022 PRINTED 101343 HARRIS AND ASSOCIATES INC 2,100.00 2006461 09/29/2022 PRINTED 104032 HERLING CONSTRUCTION INC 600.00 2006462 09/29/2022 PRINTED 100729 HIRE RIGHT LLC 1,510.20 2006463 09/29/2022 PRINTED 016114 CHRISTINA HOLSTEGE 40.28 2006464 09/29/2022 PRINTED 016154 JASMINE HUGHES 259.42 2006465 09/29/2022 PRINTED 100484 INSITE TOWERS LLC 11,863.08 2006466 09/29/2022 PRINTED 103170 INTELLIMODUS LLC 6,187.50 2006467 09/29/2022 PRINTED 101727 IRON MOUNTAIN 474.28 2006468 09/29/2022 PRINTED 103819 JERVIS B WEBB CO 27,701.00 2006469 09/29/2022 PRINTED 101700 JNS NEXT 65.00 2006470 09/29/2022 PRINTED 103751 JOBELEPHANT.COM INC 100.00 2006471 09/29/2022 PRINTED 103963 JOHN FRIEDMAN ALICE KIMM 38,900.00 2006472 09/29/2022 PRINTED 101249 JOHNSON CONTROLS 1,619.00 2006473 09/29/2022 PRINTED 100496 MAJA KALABIC 780.00 2006474 09/29/2022 PRINTED 104028 FADI KALLAS 35.00 2006475 09/29/2022 PRINTED 015592 JEANINE KELLY 100.59 2006476 09/29/2022 PRINTED 100177 KIMLEY HORN AND ASSOCIATE 22,078.77 2006477 09/29/2022 PRINTED 016436 MAX KIRK 986.80 2006478 09/29/2022 PRINTED 101200 KOA CORPORATION 38,560.96 2006479 09/29/2022 PRINTED 016014 JASON LAMB 1,351.50 2006480 09/29/2022 PRINTED 100525 LAWCX 5,148.00 2006481 09/29/2022 PRINTED 104030 NICHOLAS LAWSON 500.00 2006482 09/29/2022 PRINTED 100475 LEADERSHIP COACHELLA VALL 250.00 2006483 09/29/2022 PRINTED 101713 LESAR DEVELOPMENT CONSULT 53,942.50 2006484 09/29/2022 PRINTED 103753 LIFE INSURANCE COMPANY OF 63,609.46 2006485 09/29/2022 PRINTED 101309 LNRS DATA SERVICES INC. 5,289.24 2006486 09/29/2022 PRINTED 016152 GILBERT LOPEZ 130.50 2006487 09/29/2022 PRINTED 103647 MARINA LANDSCAPE INC 427.50 2006488 09/29/2022 PRINTED 104036 POLAR PLASTICS LLC 2,661.60 2006489 09/29/2022 PRINTED 101612 MARVINS AUTO PAINT INC. 629.35 2006490 09/29/2022 PRINTED 016433 CHLOE MASON 986.80 2006491 09/29/2022 PRINTED 101798 MIDWEST TAPE INC 5,132.80 2006492 09/29/2022 PRINTED 101794 MK SOLUTIONS INC 30,077.00 2006493 09/29/2022 PRINTED 100079 MOHICA TOWING 115.00 2006494 09/29/2022 PRINTED 015596 VICTOR MOROLES 163.13 2006495 09/29/2022 PRINTED 100765 MUNISERVICES / AVENU INSI 17,906.99 2006496 09/29/2022 PRINTED 101304 MWH CONSTRUCTORS INC 53,680.00 2006497 09/29/2022 PRINTED 100014 NATIONAL LEAGUE OF CITIES 4,229.00 2006498 09/29/2022 PRINTED 100040 NBS 9,087.74 2006499 09/29/2022 PRINTED 101569 NEARMAP US INC 6,000.00 2006500 09/29/2022 PRINTED 016091 JESUS NIETO 217.60 2006501 09/29/2022 PRINTED 103676 WISE EDUCATION TECHNOLOGY 18,215.00 2006502 09/29/2022 PRINTED 103900 ODP BUSINESS SOLUTIONS 6,297.71 2006503 09/29/2022 PRINTED 103968 OMEGA INDUSTRIAL SUP 634.62 2006504 09/29/2022 PRINTED 101742 OVERDRIVE INC 40,000.00 2006505 09/29/2022 PRINTED 101290 PACIFIC MEDICAL WASTE 282.52 2006506 09/29/2022 PRINTED 100560 PALM DESERT CHAMBER OF CO 225.00 Item 1B - Page 6
.. -: ,,,. . • ••• ~. mun1s· ~ a tyler erp solution
City of Palm Springs, CA

AP CHECK RECONCILIATION REGISTER
Report generated: 09/29/2022 12:30
User: PatrickW
Program ID: apchkrcn

FOR CASH ACCOUNT: 999 10005 FOR: Uncleared CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 2006507 09/29/2022 PRINTED 100003 PALM SPRINGS DISPOSAL SER 1,164.60 2006508 09/29/2022 PRINTED 100133 PALM SPRINGS MOTORS 2,277.16 2006509 09/29/2022 PRINTED 103848 PROFESSIONAL ASBESTOS REM 11,705.00 2006510 09/29/2022 PRINTED 103236 PARK CONSULTING GROUP INC 20,616.25 2006511 09/29/2022 PRINTED 016015 BRYAN PEREZ 713.59 2006512 09/29/2022 PRINTED 016210 CORY PISCIUNERI 7.61 2006513 09/29/2022 PRINTED 100598 PROFORCE LAW ENFORCEMENT 1,819.56 2006514 09/29/2022 PRINTED 100596 PROPER SOLUTIONS INC 30,426.10 2006515 09/29/2022 PRINTED 103996 PALM SPRINGS TRAVEL CENTE 47,000.00 2006516 09/29/2022 PRINTED 100178 PUBLIC RELATIONS SOCIETY 325.00 2006517 09/29/2022 PRINTED 101642 QUENCH USA INC 2,404.92 2006518 09/29/2022 PRINTED 101629 THE RAMSAY GROUP 7,050.00 2006519 09/29/2022 PRINTED 015310 RYAN RASO 621.90 2006520 09/29/2022 PRINTED 101974 RENOVA ENERGY 618.54 2006521 09/29/2022 PRINTED 015970 MAX REYNOSO 30.00 2006522 09/29/2022 PRINTED 101363 RICONDO AND ASSOCIATES IN 2,110.00 2006523 09/29/2022 PRINTED 100628 RIVERSIDE COUNTY CLERK 156.00 2006524 09/29/2022 PRINTED 100018 RIVERSIDE COUNTY FLOOD CO 1,061.38 2006525 09/29/2022 PRINTED 100950 RIVERSIDE UNIVERSITY HEAL 406.00 2006526 09/29/2022 PRINTED 016434 ALEJANDRA RODRIGUEZ 986.80 2006527 09/29/2022 PRINTED 016432 SHAUN ROSS 729.75 2006528 09/29/2022 PRINTED 016059 DANIEL ROWLES 150.00 2006529 09/29/2022 PRINTED 101823 ROYAL CANIN 674.91 2006530 09/29/2022 PRINTED 103769 RS CONSTRUCTION & DEVELOP 31,017.50 2006531 09/29/2022 PRINTED 101803 DRI-STICK DBA RYDIN DECAL 1,805.16 2006532 09/29/2022 PRINTED 015690 STEVEN SANDERS 45.00 2006533 09/29/2022 PRINTED 016136 STEPHANIE SANDOVAL 450.00 2006534 09/29/2022 PRINTED 100563 SBCSD SAN BERNARDINO 2,622.00 2006535 09/29/2022 PRINTED 101542 SC COMMERCIAL 13,234.78 2006536 09/29/2022 PRINTED 100021 SOUTHERN CALIFORNIA EDISO 1,887.34 2006537 09/29/2022 PRINTED 100546 SHADE STRUCTURES INC 2,517.50 2006538 09/29/2022 PRINTED 100435 THE SHREDDERS 262.00 2006539 09/29/2022 PRINTED 100010 SMOKE TREE STABLES 840.00 2006540 09/29/2022 PRINTED 102306 SOCAL GROUP LLC 2,000.00 2006541 09/29/2022 PRINTED 101677 SOCAL PPE LLC 682.81 2006542 09/29/2022 PRINTED 101852 SOLARCITY CORP 10,469.41 2006543 09/29/2022 PRINTED 100000 SOUTH COAST AQMD 620.61 2006544 09/29/2022 PRINTED 100022 SOUTHERN CALIFORNIA GAS C 19,026.07 2006545 09/29/2022 PRINTED 100577 SPARKLETTS - DS SERVICES 91.38 2006546 09/29/2022 PRINTED 104042 RANDALL STEGMEIER 720.00 2006547 09/29/2022 PRINTED 103901 STEVE P RADOS INC 773,146.81 2006548 09/29/2022 PRINTED 104040 SUNQUITZ EMC LLC 46,161.00 2006549 09/29/2022 PRINTED 100043 SWRCB FEES 13,344.00 2006550 09/29/2022 PRINTED 101588 TARGETSOLUTIONS LEARNING 12,606.09 2006551 09/29/2022 PRINTED 101825 TELOS IDENTITY MGMT SOLUT 1,722.00 2006552 09/29/2022 PRINTED 103902 TOWNSEND PUBLIC AFFAIRS I 5,750.00 2006553 09/29/2022 PRINTED 101391 TRANSUNION RISK AND ALTER 391.00 2006554 09/29/2022 PRINTED 101384 TYLER TECHNOLOGIES INC 3,150.00 2006555 09/29/2022 PRINTED 100386 U S CUSTOMS SERVICE 744.46 2006556 09/29/2022 PRINTED 100063 UNDERGROUND SERVICE ALERT 487.68 2006557 09/29/2022 PRINTED 103839 V-1 CONSULTING LLC 11,814.70 2006558 09/29/2022 PRINTED 016191 TANNER VALENTI 241.00 Item 1B - Page 7
.. -: ,,,. . • ••• ~. mun1s· ~ a tyler erp solution
City of Palm Springs, CA

AP CHECK RECONCILIATION REGISTER
Report generated: 09/29/2022 12:30
User: PatrickW
Program ID: apchkrcn

FOR CASH ACCOUNT: 999 10005 FOR: Uncleared CHECK # CHECK DATE TYPE VENDOR NAME UNCLEARED CLEARED BATCH CLEAR DATE 2006559 09/29/2022 PRINTED 100129 VCA ANIMAL HOSPITALS INC 402.35 2006560 09/29/2022 PRINTED 104021 VECTOR RESOURCES INC 8,883.74 2006561 09/29/2022 PRINTED 100621 VERIZON BUSINESS 590.06 2006562 09/29/2022 PRINTED 100144 VERIZON WIRELESS 4,514.88 2006563 09/29/2022 PRINTED 103697 VESTA HOUSING SOLUTIONS L 15,267.76 2006564 09/29/2022 PRINTED 103696 ETERNAL LOVE LLC 19,342.56 2006565 09/29/2022 PRINTED 100050 VISION SERVICE PLAN 5,958.48 2006566 09/29/2022 PRINTED 103739 VISTA SUNRISE II LP 290,874.71 2006567 09/29/2022 PRINTED 101537 VISUAL EDGE INC DBA IMAGE 220.00 2006568 09/29/2022 PRINTED 101484 VITAC 3,696.00 2006569 09/29/2022 PRINTED 101220 WATERLINE TECHNOLOGIES 5,865.42 2006570 09/29/2022 PRINTED 100156 WAXIE SANITARY SUPPLY 697.21 2006571 09/29/2022 PRINTED 103766 SYDNEY WEISMAN 1,466.25 2006572 09/29/2022 PRINTED 100222 WEST COAST ARBORISTS INC 91,999.55 2006573 09/29/2022 PRINTED 103973 WEX HEALTH INC 2,236.50 2006574 09/29/2022 PRINTED 015676 CHARLES WHYEL 107.70 2006575 09/29/2022 PRINTED 101824 WILLDAN ENGINEERING 154.00 2006576 09/29/2022 PRINTED 100299 WILLDAN FINANCIAL SERVICE 2,000.00 226 CHECKS CASH ACCOUNT TOTAL 5,070,070.34 .00 Item 1B - Page 8
.. -: ,,,. . • ••• ~. mun1s· ~ a tyler erp solution
City of Palm Springs, CA

AP CHECK RECONCILIATION REGISTER
Report generated: 09/29/2022 12:30
User: PatrickW
Program ID: apchkrcn

UNCLEARED CLEARED
226 CHECKS FINAL TOTAL 5,070,070.34 .00 ** END OF REPORT - Generated by Patrick Wynhoff **
Item 1B - Page 9
.. -: ,,,. . • ••• ~. mun1s· ~ a tyler erp solution

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE AGREEMENT A9226 WITH AUDIO ASSOCIATES FOR AIRPORT PAGING SYSTEM EXPANSION:

RECOMMENDATION:

Approve Agreement A9226 with Audio Associates in the amount of $14,410 to expand the paging system at Palm Springs International Airport.

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE SERVICE AGREEMENT NO. A9265 WITH SOUTHERN CALIFORNIA FLEET SERVICES, INC. FOR FIRE APPARATUS AND HEAVY EQUIPMENT

MAINTENANCE AND REPAIR SERVICES
RECOMMENDATION:

Approve Contract Service Agreement A9265 (Attachment A) with Southern California Fleet Services, Inc., to provide fire apparatus and heavy equipment maintenance and repair services in an amount not to exceed $900,000 for the initial three-year term beginning November 15, 2022 through November 14, 2025, with two one-year extension options at the City’s sole discretion.

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

2. CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE A THREE-YEAR AGREEMENT WITH VERDE FACILITIES SERVICES LLC (A9232) FOR JANITORIAL SERVICES FOR VARIOUS CITY FACILITIES RECOMMENDATION:

Approve Contract Service Agreement A9232 with Verde Facilities Services LLC to provide janitorial services for various City facilities for a three-year term in an amount not to exceed $2,236,428, beginning December 12, 2022, through December 11, 2025, with two one-year extension options at the City’s sole discretion.

1. Authorize additional/ optional janitorial services in accordance with the fixed pricing identified in Schedule II – Options Pricing Sheet for an amount not to exceed $25,000 annually during the term of the Agreement.

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

3. Attachments
Item 1E

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: A PPROVE A THREE -YEAR AGREEMENT WITH VERDE FACILITES SERVICES LLC (A9232) FOR JANITORIAL SERVICES FOR VARIOUS

CITY FACILITES

FROM: Teresa Gallavan, Interim City Manager

BY: Maintenance & Facilities Department

SUMMARY:

This action will approve a three-year agreement with Verde Facilities Services LLC in an amount not to exceed $2,236,428 for janitorial services for various City facilities.

RECOMMENDATION:

1. Approve Contract Service Agreement A9232 (Attachment A) with Verde Facilities Services LLC to provide janitorial services for various City facilities for a three-year term in an amount not to exceed $2,236,428, beginning December 12 , 202 2 through December 11, 2025, with two one-year extension options at the City’s sole discretion.

2. A uthorize additional/ optional janitorial services in accordance with the fixed pricing identified in Schedule II – Options Pricing Sheet for an amount not to exceed $25,000 annually during the term of the Agreement.

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

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form ( Attachment B) submitted on August 30, 2022, Verde Facilities Services LLC is registered in the state of Arizona. The owner is Paul Sarzoza with 100% beneficial interest in entity.

Item 1E - Page 1
City Council Staff Report
November 10, 2022 -- Page 2
Award Janitorial Services Contract

BACKGROUND:

The Maintenance & Facilities Department oversees the ongoing maintenance and janitorial services of various City owned facilities (excluding the Airport and Convention Center), that is estimated at a cumulative 223,081 square feet. The previous 5- year contract was based on a cumulative 202,307 square feet, for an annual amount of $540,997.45. The current contract for janitorial services expires at the end of this year.

STAFF ANALYSIS:

The Maintenance & Facilities Department worked with the Procurement and Contracting Department to issue a Request for Proposals (RFP) to find a contractor for the needed services. The RFP was advertised in the local newspaper and published on the PlanetBids website. Four proposals were received and evaluated by an evaluation team made up of City staff from the Maintenance & Facilities, Library, Police, Fire, and Recreation Departments. The proposals were evaluated against published criteria that included the firm’s experience, the staff’s experience, the understanding of the scope of work, local preference, and price. MEK Enterprises was ranked the highest after the initial scoring; however, the proposed cost was extremely over budget . The firm was given an opportunity to submit their best and final offer which was still over budget by approximately $1.4M ; therefore, Staff is recommending the next highest ranked firm , Verde Facilities Services LLC, for award of the contract.

Verde Facilities Services LLC is a minority -owned business that has over 45 years of experience and has worked in multiple states and in multiple industries. Verde Facilities Services LLC will employ approximately 16 staff members made up of primarily local residents to clean the City’s facilities.

This award was presented at the October 17, 2022 Council meeting but was tabled so Staff could bring back additional information. City Council questions and Staff responses are outlined below:

1) What were the results of the Request for Proposals? Please see table below:

Proposers City/State Total Score
(out of 100) Price
MEK Enterprises, Inc* San Diego, CA 80 $3,606,292.86
Verde Facilities Services Phoenix, AZ 76 $2,236,428.00
Premier Property Preservation, LLC West Hills, CA 74 $2,114,874.00 R & R Janitorial Services Indio, CA 65 $2,748,152.52
Department Budget $2,244,904.13
*MEK's Best and Final Offer was significantly over budget; thus Staff is recommending award to the next highest scoring proposer.

Item 1E - Page 2
City Council Staff Report
November 10, 2022 -- Page 3
Award Janitorial Services Contract

2) What is the proposed Contractor paying the staff working on this contract ? The Contract is paying Supervisors $22/hour, Day Porter $18/hour and Regular Cleaner $17/hour.

3) What is the current Contractor paying the staff working on the expiring contract? The current Contractor is paying $15.25/hour.

4) How many staff that are working on this contract are local ? The Contractor has proposed to hire 100% of the employees from the Coachella Valley. They hire 30 days prior to the go live date and the current plan is to start with 14 employees.

In addition, the Contractor is required to comply with the California Displaced Janitorial Opportunity Act which requires them to offer jobs to the staff that were working on the current contract that is expiring.

5) Where are all the companies from that proposed? Three are from California and Verde is from Arizona but is also registered with the State of California. Verde currently has ten contracts in the State of California.

6) Is the contract subject to prevailing wage requirements? The Contract has been registered with the Department of Industrial Relations (DIR) and the Contractor is required to report wages and training to the DIR. However, there are no prevailing wages published for Janitorial work. The Contractor is subject to minimum wage requirements.

7) Does the company have any discriminatory policies related to health benefits? The Contractor has signed a nondiscrimination certification as part of the proposal process and has verified verbally and in writing that they do not have any discriminatory practices/restrictions in health benefits and that they will comply with all California labor laws.

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 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 3A, Community Infrastructure – Improve City Facilities.

Item 1E - Page 3
City Council Staff Report
November 10, 2022 -- Page 4
Award Janitorial Services Contract

FISCAL IMPACT:

Sufficient funds are budgeted and available in the current Fiscal Year 2022-23, Accounts 1004472-40105, 1004520-40105, 2603180-50105, and 5206570-40105.

REVIEWED BY:

Assistant Department Director: Heather MacPherson
Procurement Manager: Kim Baker
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

A. Agreement No. A9232
B. Public Integrity Disclosure
Item 1E - Page 4

ATTACHMENT A

Item 1E - Page 5

Revised 2.9.22 Page 1 of 39

CONTRACT SERVICES AGREEMENT A9232

JANITORIAL SERVICES FOR VARIOUS CITY FACILITES

THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on December 12, 2022, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and VERDE FACILITIES SERVICES LLC , a Limited Liability Company, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”.

RECITALS

A. City requires the services of a licensed and qualified firm to provide the City with janitorial services for various City of Palm Springs facilities, (“Project”).

B. Contractor has submitted to City a proposal to provide janitorial services for various City facilities, to City under the terms of this Agreement.

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

D. City desires 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 consideration, 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 Agreement 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 Services shall be performed in a competent, professional, 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 practicing under similar conditions. In the event of any inconsistency between 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. Contractor shall 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.

Item 1E - Page 6

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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 Services 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 schedule 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 Contractor to any additional compensation regardless of the Party 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 with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $2,236,428.00.

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 first 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 requested by City, Parties shall execute a written amendment to this Agreement, 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.

Item 1E - Page 7

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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 performance 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 Services 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 ten (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 project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of 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 Services for the period of the enforced 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 Parties to this Agreement. The Contractor will not receive an adjustment to the contract price 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. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three years, commencing on December 12, 2022, and ending on December 11, 2025, 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 termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services 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 thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination 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 (30) days written notice to City.

Item 1E - Page 8

Revised 2.9.22 Page 4 of 39

5. COORDINATION OF WORK

5.1 Representative of Contractor . The following principal of Contractor is designated as being the principal and representa tive of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services : Areli Barlow (name), Business Development Director ( title). It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City 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 Services under this Agreement. The 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 Manager 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 Services . Contractor shall refer any decisions that must be made by City to the Contract 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 principals, and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express writt en approval. In addition, neither this Agreement nor any interest may be assigned or transferred, 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 provisions 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 its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City.

5.4 Independent Contractor. Neither City nor any of its employees 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 Co ntractor’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 reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unem ployment insurance, and workers’ compensation 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 following personnel Item 1E - Page 9

Revised 2.9.22 Page 5 of 39

without the prior written approval of the Contract Officer. Acting through 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.

Name: Title:

Paul Sarzoza President of Operations
Jesus Chavez Regional Operations Manager

5.6 California Labor Code Requirements.

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 and 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 harmless 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 upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

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 for 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 Department 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 harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, su its, claims, demands, losses, costs, Item 1E - Page 10

Revised 2.9.22 Page 6 of 39

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 injuries to or death 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, employees, 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. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor ’s indemnification obligation or othe r liability under this Agreement . Contractor’s indemnification obligation shall survive the expiration 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 Services required by this Agreement, or as the Contract Officer shall require.

8.2 Records. Con tractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services 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 records 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, specifications, reports, records, documents, and other materials prepared by Contractor 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 further 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 right to use the concepts embodied in such documents.

Item 1E - Page 11

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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 business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as Cit y deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and document s in accordance with generally accepted accounting principles and shall clearly identify and make such 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 interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California.

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

9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to 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 various sections and paragraphs of this Agreement are for convenience and identification 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 exercise 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 respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. T he exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for Item 1E - Page 12

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any default, to compel specific performance 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 litigation 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 direct or indirect financial interest in this Agreement, nor shall Contractor enter into 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 consideration in exchange for obtaining this Agreement.

10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensur e 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 capacity 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; recruit ment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor 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 writing and either served personally or sent by pre -paid, first-class mail to the addre ss set forth below.

Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed Item 1E - Page 13

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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: Verde Facilities Services LLC
Attention: Areli Barlow
2323 W. Mescal St. #205
Phoenix, AZ 85029

11.2 Integrated 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 respe ct to the 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 Agreement shall be 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 unenforceable 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 b e 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. The persons executing this Agreement on behalf of the Parties 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.

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

Item 1E - Page 14

Revised 2.9.22 Page 10 of 39

[SIGNATURES ON NEXT PAGE]
Item 1E - Page 15

Revised 2.9.22 Page 11 of 39

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM

SPRINGS AND VERDE FACILITIES SERVICES LLC

IN WITNESS WHEREOF, the 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

Item 1E - Page 16

Revised 2.9.22 Page 12 of 39

EXHIBIT “A”

CONTRACTOR’S

SCOPE OF SERVICES/WORK

Including,

Schedule of Fees

And

Schedule of Performance

Item 1E - Page 17

Revised 2.9.22 Page 13 of 39

1.1 Background:

The Maintenance & Facilities Department oversees the ongoing maintenance and janitorial services of various city owned facilities (excluding the Airport and Convention Center), that is estimated at a cumulative 223,081 square feet. The previous 5- year contract was based on a cumulative 202,307 square feet and awarded at $373,520.88 per year for a 3-year term with two (2) one (1) year renewal options.

1.2 Scope:

The scope of work consists of, but is not limited to, providing the regularly scheduled janitorial services and appropriate supplies to maintain a high level of cleanliness effectively, and safely for specified City Facilities in accordance with the best standards of practice. It shall be the successful Contractor’s responsibility to furnish at his/her own expense all tools, equipment, janitorial supplies, labor, fuel, materials, supervision, and services necessary for the satisfactory performance of the work as set forth in these specifications.

1.3 Displaced Janitor Opportunity Act:

Contractors shall comply with Chapter 4.5 (commencing with Section 1060) to Part 3 of Division 2 of the California Labor Code, relating to employment, the Displaced Janitor Opportunity Act. The Displaced Janitor Opportunity Act, enacted by SB20, is effective for contracts awarded on or after January 1, 2002, and requires the City to identify the following requirements of the statute in its initial bid package. The statutory obligations apply only to contractors with 25 or more employees.

The requirements include notice to a new contractor that they must retain for sixty (60) days any employees employed at the same site for at least the preceding four (4) months by the previous contractor, absent reasonable and substantiated cause, not to hire based on the employee=s performance or conduct. The City, when awarding a replacement contract, will provide in a timely manner, the name and address of the new contractor to the previous contractor.

The new contractor is not required to pay the same wage or offer the same benefits, but the new contractor must make a written offer of employment to each non- management, non-supervisory service employee in a language in which the employee is literate. The offer shall state the time (of no less than 10 days) within which the employee must accept the offer. The new contractor may not discharge any holdover employees during the first 60 days of their new employment, except for cause. At the end of 60 days, the new contractor must provide a written performance evaluation to each retained employee and must offer the employee continued employment if the performance was satisfactory.

Employment thereafter may be at will.

1.4 Special Requirements:

A. Employee Background Checks:

All contractor employees will be subjected to a background check prior to the commencement of work under this contract conducted by the Palm Springs Police Department. The City will require a list of all employees assigned to this contract along with their so cial security numbers. Any employee assigned to this contract that is shown to have a felony conviction, or whom the City finds to be unacceptable, will not be allowed to work under this contract. We strongly recommend that contractors are confident that the employees they assign to this contract will pass the required background check.

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Revised 2.9.22 Page 14 of 39

B. Employees of Contractor:

1. Any and all employees of Contractor not satisfactory to the City of Palm Springs will be replaced upon request as soon as possible by another who wi ll be satisfactory. The question as to whether any employee proves satisfactory to the City of Palm Springs is one which is to be determined solely by the City of Palm Springs with or without cause, and without regard to the basis upon which such decision shall be made.

2. The Contractor shall be required to provide on-site supervisory personnel of a high caliber including bilingual communication ability if any contract crew member does not have a working knowledge of English. The supervisory personnel shall conduct regular inspections to determine that work is being performed in accordance with contract cleaning standards and established work schedules.

Said personnel must have the authority to respond immediately to situations upon request by the Contract Administrator.

3. The Contractor shall meet special personnel standards for the Public Safety (Police) facilities. All contract employees assigned to these areas must pass a police background investigation prior to entering said facilities. At no time shall the Contractor schedule personnel in the police facilities that have not passed the background check. This provision shall apply even during times of short staffing due to holidays, illness, vacations, no shows, etc.

4. It shall be the responsibility of the Contractor to see that all his/her supervisory and crew personnel abide by the City of Palm Springs building security regulations and safety standards. The Contractor shall conduct his work operations in such a way as to safeguard the City's personnel, equipment, and property.

5. All personnel assigned by the Contractor to perform work for the City of Palm Springs shall not have an arrest record other than minor traffic violations, must be physically capable of performing all duties assigned, and must present a physical appearance acceptable to the City. The final decision as to the acceptability of any individual performing work under any contract awarded because of this specification shall rest with the City of Palm Springs.

6. The Contractor shall provide supervisory personnel of a high caliber. The assigned supervisor shall contact the Contract Administrator or his designee to discuss and clarify any operational problems and to receive instructions. In addition, the assigned supervisor shall physically cont act each assigned individual at not less than one (1) time per shift.

7. Contractor shall submit a supervisory chain of command document identifying personnel names and telephone numbers, providing updates as necessary. Said document must be submitted to the Contract Administrator on or prior to the first day of work.

8. Contractor shall submit detailed description of all hiring, training, testing and disciplinary policies and procedures used by his/her firm.

9. It shall be the responsibility of the Contractor to provide consistent, reliable transportation for equipment and staff to service identified facilities. All costs related to the maintenance and operation of said transportation vehicle(s) shall be the responsibility of the Contractor.

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Revised 2.9.22 Page 15 of 39

10. One worker shall be made available for unscheduled assignments 7:30 A.M. to 4:30 P.M., seven days a week. Such work shall be in addition to that outlined in the specifications. This individual must be supplied with a cell phone and a vehicle for transportation provided by the Contractor. The phone number must be provided to the Contract Administrator.

11. The Contractor shall provide sufficient personnel to perform all work in accordance with the specification set forth herein. Contractor's employees, whether assigned to any one facility or as part of a crew serving any number of facilities, shall include at least one individual who speaks the English language proficiently.

12. The Contract Administrator may at any time give Contractor written notice to the effect that the conduct or action of a designated employee of the Contractor is, in the reasonable belief of the Contract Administrator, detrimental to the interest of the public patronizing the premises. Contractor shall meet with the Contract Administrator to consider the appropriate course of action with respect to such matter and Contractor shall take reasonable measures under the circumstances to assure the Contract Administrator that the conduct and activities of Contractor's employees will not be detrimental to the interest of the public patronizing the premises.

13. Contract Administrator may require the Contractor to establish an identification system for personnel assigned to the facility which clearly indicates to the public the name of the Contractor responsible for the janitorial services. The identification system shall be furnished at the Contractor's expense and will include uniforms and ID badges as specified by the City.

14. The Contractor shall require each of his/her employees to adhere to basic public works standards of working attire. These are basically: Uniforms, proper shoes and other gear required by State Safety Regulations, and proper wearing of the clothing. Shirts shall be worn at all times and shall be buttoned C. Inspection by City:

The work, materials, and supplies to be provided by the Contractor shall be subject to inspection by the City, and/or to tests designated by the City. If the results of such inspection or tests indicate that part of the work, materials, or supplies are deficient in any respect, th e City in its sole discretion may reject all or any part of the work, materials or supplies provided by the Contractor. Inspections will be conducted by the Contract Administrator or their designee. Contractor shall utilize inspection sheets, either electronic or paper, which will be made readily available to the City. Inspection sheets will include a section for the City’s designated inspector to list deficiencies.

D. Rejection of Work:

The City has the sole right to make all final determinations as to whether the work has been satisfactorily completed. If in the event that the results of the janitorial service are considered unsatisfactory to the City, the Contractor shall be required to immediately re-clean the unsatisfactory area at no cost to the City. Said service shall be performed in addition to, and without interruption to the regular cleaning schedule.

The City shall in all cases determine the quantity, quality, and acceptability of the work, materials, and supplies for which payment is to be made under the contract. The City shall decide the questions which arise relative to the fulfillment of the contract or the obligations of the Contractor there under.

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Revised 2.9.22 Page 16 of 39

E. Immediate Action During Business Hours, Council Contact:

1. During the normal days and hours of operation, whenever immediate action is required to prevent impending injury, death or property damage to the facilities being maintained, City may, after reasonable attempt to notify the Contractor, cause such action to be taken by the City work force and shall charge the cost thereof as determined by the Contract Administrator against the Contractor, or may deduct such cost from an amount due Contractor from the City.

2. Contractor and Contractor's personnel shall immediately notify the Contract Administrator upon contact with members of the City Council F. Safety:

1. Contractor shall perform all work specified in any resultant contract in such a manner as to meet all accepted standards for safe practices during the maintenance operation and to safely maintain stored equipment, machines, and materials or other hazards consequential or related to the work; and agrees to accept the sole responsibility for complying with all local, County, State or other legal requirements, including but not limited to, full compliance with the terms of the applicable O.S.H.A. and CAL O.S.H.A. Safety Orders at all times so as to protect all persons, including Contractor's employees, agents of the City, vendors, members of the public or others from foreseeable injury, or damage to their property. Contractor shall inspect all potential hazards at said facilities and keep a log indicating date inspected and action taken.

2. It shall be the Contractor's responsibility to inspect and identify any condition(s) that renders any portion of the premises unsafe, as well as any unsafe practice occurring thereon. The Contract Administrator shall be notified immediately of any unsafe condition that required major correction. During normal hours Contractor shall obtain emergency medical care for any member of the public who is in need thereof, because of illness or injury occurring on the premises. Contractor shall cooperate fully with the City in the investigation any accidental injury or death occurring on the premises, including a complete written report thereof to the Contract Administrator within five calendar days following the occurrence.

3. The Contractor shall comply with the OSHA Standard 29 CFR 1910.1200 Hazardous Communications as it pertains to the training, safety and equipment needed for all employees engaged in custodial service. The Contractor shall be responsible for compliance on date of Contract acceptance and shall provide proof to the City.

4. The Contractor shall furnish to the City copies of Safety Data Sheets (SDS) for all products used prior to beginning service to any facility. The Safety Data Sheets must be organized and include an index. The Safety Data Sheets must comply to the OSHA Guidelines, Title 29 of the Code of Federal Regulation, Part 1910.1200, Paragraph G.

5. The Contractor shall comply with the OSHA Guidelines, Title 29 of the Code of Federal Regulation, Part 1910.1200, Paragraph F, concerning the labeling of all chemical containers. The Contractor shall use "caution signs" as required by OSHA Guidelines. The Contractor shall furnish these signs at no additional cost to the City. Caution signs shall be on-site on Contract start date.

Item 1E - Page 21

Revised 2.9.22 Page 17 of 39

6. The Contractor shall comply with the OSHA Standard 29 CFR 1910.1030 Blood borne Pathogens as it pertains to the training, safety, and equip ment needed for all employees engaged in custodial service. The Contractor shall be responsible for compliance on date of Contract acceptance and shall provide proof to the City.

The custodian is responsible for cleaning bodily fluid spills of a two- foot square area, or less. Immediately notify the Contract Administrator for any bodily fluid spills larger than two feet square.

G. Maintenance Schedules:

The Contractor shall submit revised schedules when actual performance differs substantially from planned per formance. Said revisions shall be submitted to the Contract Administrator for their review, and if appropriate, their approval, within five working days prior to scheduled time for the work.

H. Non-Interference:

Contractor shall not interfere with the public use of the premises and shall conduct its operations as to offer the least possible obstruction and inconvenience to the public or disruption to the peace and quiet of the area within which the services are performed.

I. Building Security:

The Contractor shall be responsible for the safekeeping of all areas in which janitorial services are performed at times other than the City's regular business hours. This responsibility shall include but not be limited to: (1) barring all unauthorized persons, and (2) locking and securing all doors and windows and turning off lights in these areas when the Contractor leaves the premises, except those lights and equipment designated to be continuously turned on. (3) City Hall shall be unlocked at 7:00 a.m., Monday through Thursday, and shall be locked Monday through Thursday at 6:00 p.m.

The Contractor shall follow written instructions for building security and any other security requirements.

J. Locks and Keys Requirements:

1. The Contractor will be issued keys or Control Access Cards to all areas in which janitorial services are to be performed. The Contractor shall maintain control over issued keys and cards.

2. Contractor shall be responsible for the series of keys and access cards assigned to them and will in turn assign these keys and access cards to their personnel for use in maintaining this facility.

3. Contractor will be held responsible for the proper use and safe keeping of all keys and access cards issued by the City to the Contractor.

4. Contractor shall report all lost or stolen keys and/or access cards to the Contract Administrator within twenty -four hours of discover of the loss. Contractor shall reimburse the City for the cost as determined by the Contract Administrator of rekeying the facility or duplicating additional keys.

5. Upon termination, cancellation or expiration of the Contract, all keys received by the Contractor shall be returned to the Contract Administrator.

6. California law stipulates that it is unlawful for a person to duplicate any keys without the permission of the owner. The penalty for violation of law is either six months imprisonment or a five hundred dollar fine, or both.

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Revised 2.9.22 Page 18 of 39

K. Hours of Work:

All janitorial services shall be performed during hours to be agreed upon by the Contract Administrator and on the days identified in the Detailed Specifications, including City recognized holidays for those areas operating seven days per week.

Such performance shall not disrupt any City functions or business during the times set forth above. In any event, all required janitorial services shall be completed before the next scheduled workday.

L. Schedule of Compensation:

1. Payments will be made by City to the Contractor upon receipt of properly executed invoices and in accordance with the provisions of this Contract.

2. For all services which the Contractor is obligated to perform under the terms of this Agreement, the City shall pay to the Contractor a monthly price per facility as set in the Contract.

3. Payments shall be made upon submittal of a detailed monthly statement to the Director of Maintenance and Facilities of the City of Palm Springs. Said statement shall be submitted within two weeks following the end of the billing period defined as a calendar month.

4. Prior to City payment of the monthly statement the Director of Maintenance and Facilities shall review and approve payment based on the satisfactory completion of service. Payment shall be issued within thirty (30) days of receipt of the monthly statement after services have been rendered. Payments shall not be made in advance of services performed.

5. Monthly price shall be the same for each month of the year regardless of the number of workdays in the month
M. Deductions, Adjustments and Damages:

The City shall have the right to assess damages for breach of the Contractor ’s obligations. The exercise of its rights shall not preclude the City’s right to terminate or revoke the agreement. Deductions and adjustments (as a credit to the Contractor’s invoice) are a valid right of the City. Typical scenarios in which deductions may be taken and the method of their application include, but are not limited to:

1. If the Contractor fails to perform the work required to achieve the quality specifications, the following schedule of deductions will be:
0-3 deficiencies in a building per month No deductions
4-6 deficiencies in a building per month 10% of monthly building cost 7-9 deficiencies in a building per month 20% of monthly building cost 10+ deficiencies in a building per month 40% of monthly building cost

2. For costs expended by the City to achieve the specifications, the deduction will be 100% of the additional cost to City;

3. For damages caused by the Contractor, its employees, or others under its supervision to City facilities, fixtures, furnishings, equipment, grounds, or personal Item 1E - Page 23

Revised 2.9.22 Page 19 of 39

injury to City employees, visitors, or licensees, the deduction will be 100% of said damages.

In addition to the above, the City shall have the right to deduct monies as a credit from any monthly payments, otherwise due to the Contractor, as may be deemed necessary to protect the City against failure by the Contractor to perform Contractor’s obligations, without revoking or terminating the contract.

The City is not restricted to any certain type of inspection to determine if specifications have been achieved. The City may adopt or change inspection method(s), quality assurance procedures, and increase or decrease the degree of inspection based upon contract modifications, lessons learned, technological changes, inspection documentation and changes to Contractor’s quality control system.

1.5 Location And Total Area To Be Serviced:

The total area to be serviced is estimated at 223,081 square feet with the following breakdown per facility:

Location Frequency Units
Animal Shelter

4904 sf
General, Executive and Lobby Areas  7 days/wk. (including holidays)

Kitchen/lounge  7 days/wk. (including
holidays)

Restrooms  7 days/wk. (including
holidays)

Annual Cleaning 4/year (February, May,
September, and December)

City Hall

36,536 sf
General, Executive, Conference Rooms, and Lobby
Areas
5 days/wk. (M-F including
holidays)

Kitchen/lounges 4 days/wk. (M-Th)
Restrooms 5 days/wk. (M-F including
holidays)

Annual Cleaning 4/year (February, May,
September, and December)

City Yard

5,400 sf
General, Executive and Lobby Areas 4 days/wk. (M-Th)
Kitchen/shop breakrooms, large breakroom, Lead
Worker offices, locker rooms, weight room
4 days/wk. (M-Th)
Restrooms 7 days/wk.

Annual Cleaning 4/year (February, May,
September, and December)

Demuth Community Center

12,600 sf
General, Executive and Lobby Areas 7 days/wk. (M-Sat)
Restrooms (5) 7 days/wk. (M-Sat)
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Revised 2.9.22 Page 20 of 39

Annual Cleaning 4/year (February, June, and
October)

Desert Highland Center

10,215 sf
General, Executive and Lobby Areas 5 days/wk. after 7:00pm Kitchen, Lounge, Locker, Game Room, Meeting
Room, and Weight Room Areas
5 days/wk. after 7:00pm
Restrooms 5 days/wk. after 7:00pm

Downtown Parking Structure

12,000 sf
Belardo Parking Structure 7 days/wk. prior to 7:00am
(including holidays)

Downtown Parking Structure 11,111 sf
Baristo Parking Structure 7 days/wk. prior to 7:00am
(including holidays)

Downtown Park Police Sub Station

1,585 sf
General, Executive and Lobby Areas, Restrooms 7 days/ week including holidays

Annual Cleaning 4/year (February, May,
September, and December)

Downtown Trash/Recycling

180 bins
Downtown Trash/Recycling  5 days/wk. (W, F, S, S, M
3:00pm – 5:00pm and
8:00pm – 10:00pm) including
holidays if on scheduled days

Fire Station #1

5,364 sf
Annual Cleaning 2/year (January and June)
Fire Station #2 (admin offices.)

4,160 sf
General, Executive and Lobby Areas 4 days/wk. (M-Th)
Admin Offices, Kitchen, Supply Room, Conference
Room
4 days/wk. (M-Th)
Restrooms 4 days/wk. (M-Th)
Annual Cleaning 2/year (January and June)
Fire Station #2 Suppression 15,449 sf Annual Cleaning 2/year (January and June
Fire Station #3

5,807 sf
Annual Cleaning 2/year (January and June)
Fire Station #4

2,600 sf
Annual Cleaning 2/year (January and June)
Fire Station #5

3,764 sf
Annual Cleaning 2/year (January and June)
Item 1E - Page 25

Revised 2.9.22 Page 21 of 39

Fire Training Center 3,750 sf Annual Cleaning 2/year (January and June)
Fleet Operations 1,810 sf
General, Executive and Lobby Areas 4 days/wk. (M-Th)
Kitchen and Lounge 4 days/wk. (M-Th)
Restrooms 4 days/wk. (M-Th)
Annual Cleaning 4/year (February, May,
September, and December)

Leisure Center

8,501 sf
General, Executive and Lobby Areas 6 days/wk. (M-Sat)
Kitchen, Lounge, Dance Studio, Meeting Room, Tiny
Tots Room,
6 days/wk. (M-Sat)
Restrooms 6 days/wk. (M-Sat)
Annual Cleaning 4/year (February, May,
September, and December)

Main Library

33,920 sf
General, Executive and Lobby Areas 6 days/wk. (M-Sat)
Kitchen, Lounge, Learning Center 6 days/wk. (M-Sat)
Restrooms 6 days/wk. (M-Sat) including
a mid-day refresh

Annual Cleaning 4/year (February, May,
September, and December)

Pavilion

18,736 sf
General, Executive and Lobby Areas 7 days/wk. (including holidays)

Kitchen, Lounge, Stage, Dressing Room 7 days/wk. (including holidays)

Restrooms 7 days/wk. (including
holidays)

Annual Cleaning 4/year (February, May,
September, and December)

Police Department

42,425 sf
General, Chief’s Office, Executive and Lobby Areas 7 days/wk. (including holidays)

Records, Communications Center, all Kitchenettes,
Locker Rooms, All Restrooms including Training
Center “Public Restroom”, Communication Centers,
Chief’s office, Locker Rooms, and Back Hallway
7 days/wk. (including
holidays)

Weight Room 1 day/wk
Training Offices near Canine Field, Stairwells on north and south sides
3 days/wk
Training Center 2 days/wk Tuesday &
Thursday Afternoon

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Revised 2.9.22 Page 22 of 39

Jail/Booking Area As requested by staff
Annual Cleaning 4/year (February, May,
September, and December)

Plaza Theater

11,000 sf
General, Executive and Lobby Areas 4 day/month
Restrooms, Stage, Green Room, Dressing Rooms 4 day/month Annual Cleaning 4/year (February, May,
September, and December)

Rudy's Store

900 sf
General, Restroom 1 day/wk. (September 1st -
June 1st)
1 per/month (June 2nd –
August 31st)

Restroom 1/day/wk. (September 1st-
June 1st)

Special Programs Compliance

1,200 sf
General, Executive and Lobby Areas 7 days/wk. (Including holidays)

Annual Cleaning 4/year (February, May,
September, and December)

Swim Center

1,320 sf
General, Executive and Lobby Areas 7 days/wk. (including holidays)

Kitchen, Locker, and Areas 7 days/wk. (including
holidays)

Restrooms 7 days/wk. (including
holidays)

Annual Cleaning 4/year (February, May,
September, and December)

Train Station

120 sf
Restroom 6 days/wk. (M-Sat)
Annual Cleaning 4/year (February, May,
September, and December)

Welwood Murray Library

4,300 sf
General, Executive and Lobby Areas, Cornelia White
Community Room
7 days/wk. (including
holidays)

Restroom 7 days/wk. (including
holidays)

Annual Cleaning 4/year (February, May,
September, and December)

Village Fest Restroom Trailer

160 sf
Restrooms 1 day/wk. (Friday mornings)
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Revised 2.9.22 Page 23 of 39

Park Restrooms Daily (including holidays)

Demuth Park-5 Restrooms 7 days/wk. (including
holidays)

Desert Highland Park-1 Restroom 7 days/wk. (including
holidays)

Ruth Hardy Park-1 Restroom 7 days/wk. (including
holidays)

Sunrise Park-1 Restroom 7 days/wk. (including
holidays)

Victoria Park-1 Restroom 7 days/wk. (including
holidays)

Downtown Park-1 Restroom 7 days/wk. (including
holidays)

1.6 Supplies To Be Provided By Contractor:

Contractor's base price shall include rest room supplies to be supplied in sufficient quantities as to be continuously available in all rest rooms included in this Contract.

Supplies and products shall be subject to the approval of the City's Director of Maintenance & Facilities. Supplies shall include the following:

Rest Room Supplies:
• Toilet Tissue, two ply – adequate to restock each dispenser twice a day • Hand Towels – adequate to restock each dispenser twice a day • Commode seat covers – adequate to restock each dispenser twice a day • Commode and urinal deodorant bars
• Hand soap, lotion – adequate to restock each dispenser twice a day • Hand soap, foam – adequate to restock each dispenser twice a day • Air Fresheners
• W aterless Urinal Cartridges
• Urinal Seal Oil
(Paper products need to be 30% recycled content)
Other Supplies:
• Plastic Trash Liners (for ALL waste receptacles)
• Cleaners – Green Certified Products as applicable
• Disinfectants & Antimicrobial cleansers
• Strippers & Waxes
• Trash Bags for sanitary napkin disposal bins
• Graffiti Remover
• D Cell Batteries
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Revised 2.9.22 Page 24 of 39

Green Products:

The City of Palm Springs is concerned with providing and maintaining a clean and safe environment for its employees, City Officials, and visitors. Therefore, the Contractor shall be required to implement a cleaning program where all chemicals and products will be classified as “Green”. “Green Products” are described as those that are safe for the environment and safe for the end user. It is understood that not every cleaning function has an appropriate “green product”, but the Contractor should routinely monitor the market for newer and safer chemicals to reduce employee and visitor exposure.  The Contractor shall take a pro-active role to achieve compliance in this area. In any event, the Contractor will provide the Director of Maintenance & Facilities with a complete list of cleaning products designating each product as green or non- green and the SDS sheets as required. All products shall be subject to approval by the City for their compliance with this requirement. The City shall determine which certifications and or seal of green certifications are acceptable

1.7 Standards And Frequency Of Janitorial Services For Specific Locations:

The following standards shall be used by the Contract Administrator in evaluating custodial service:

1. Dusting – A properly dusted surface is free of all dirt and dust, streaks, lint, and cobwebs. Dusting will be accomplished with properly treated cloths.

2. Plumbing Fixtures and Dispenser Cleaning – Plumbing fixtures and dispensers are clean when free of all deposits and stains so that the item is left without dust, streaks, film, odor, or stains. Minor blockages from toilets, urinals, and sinks cleared with plunger.

3. Sweeping/Vacuuming – A properly swept floor is free of all dirt, grit, lint, insects, and debris, except embedded dirt and grit.

4. Spot Cleaning – A surface adequately spot cleaned is free of all stains, deposits, and is substantially free of cleaning marks.

5. Damp Mopping – A satisfactorily damp mopped floor is without dirt, dust, marks, film, streaks, debris or standing water.

6. Metal Cleaning – All cleaned metal surfaces are without deposits or tarnish and with a uniformly bright appearance. The cleaner used is to be removed from adjacent surfaces.

7. Glass Cleaning – Glass is clean when all glass surfaces are without streaks, film, deposits, and stains, and have a uniformly bright appearance and adjacent surfaces have been wiped clean.

8. Floor Finish Removal (Stripping) – Removal is accomplished when surfaces have all finished removed down to the flooring materials including baseboards, are free of dirt, stains, deposits, debris, cleaning solution and standing water, and the floor has a uniform appearance when dry. Plain water rinse and pick -up must follow finish removal operation immediately.

9. Finished Floor (Application) – A floor is satisfactorily finished when all old wax/polish has been completely removed, including in corners and along edges and sufficient coats of sealer and wax/polish have been properly applied with enough drying time between each coat to assure no streaking, bubbling, or yellowing.

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Revised 2.9.22 Page 25 of 39

10. Scrubbing – Scrubbing is satisfactorily performed when all surfaces are without embedded dirt, cleaning solution, film, debris, stains, and marks, or standing water and the floor has a uniformly clean appearance. A plain water rinse must follow the scrubbing process immediately.

11. Buffing of Finished Floor Surfaces – All finished floor areas will be spray buffed sufficiently for maximum gloss, removal of surface dirt and have a uniform appearance.

Only non-skid and City approved spray-buff products shall be used.

12. Wall Washing – After cleaning, the surfaces of all walls, ceilings, exposed pipes, and equipment will have a uniformly clean appearance, free from dirt, stains, streaks, lint, and cleaning marks. Painted surfaces must not be unduly damaged. Hard finish wainscot or glazed ceramic tile surfaces must be bright, free of film streaks and deposits.

13. Spot Cleaning Carpets – A carpet adequately spot cleaned is free of all stains, deposits, gum, and spills. Care will be taken to use a product that will not harm the carpet fibers.

14. Janitorial Personnel – There is to be a janitorial person available during normal business ho urs Monday through Friday. Transportation is to be provided by the vendor/ personnel.

15. Pressure Washer – Pressure washer shall be either truck or trailer mounted and will have a burner to provide hot water

16. Welwood Murray Library – There are approximately 65 patrons per day that visit the Welwood Murray Library however there is no public restrooms made available for these patrons, only a staff restroom.

17. Public Restrooms – Engineering and Planning receives approximately 900- 1000 patrons per month that will impact the public restrooms outside of the Engineering and Planning Building. Approximately 400 patrons per day visit the Police Department.

18. Swim Center – The Palm Springs Swim Center September thru May: Receives 75-150 patrons daily depending upon swim teams. June through August, Monday through Friday approximately 400 plus patrons visit daily. Weekends have less traffic as there are no summer camps using the pool.

19. Parking Structures – There are two City owned Parking Structures Downtown: The Belardo Structure and the Downtown Baristo Structure. Belardo has 1 stairwell, 1 elevator, and 20 trash bins. Baristo has 3 elevators, 3 stairwells, 1 trash enclosure, 1 alley way, and 1 driveway.

20. Desert Highland Unity Center – There are approximately 100 users both male and female, Monday thru Friday that utilize the facility. Saturday and Sunday there are approximately 200-300 patrons at the facility

21. Leisure Center – For all classes, staff, and parents, approximately 150- 200 patrons per day utilize this center.

22. Plaza Theater – The Plaza Theater has 850 seats and is utilized for special events such as films, lectures, and concerts.

23. Demuth Community Center – The Palm Springs Demuth Community Center receives 75-100 patrons a day.

Item 1E - Page 30

Revised 2.9.22 Page 26 of 39

24. Village Fest Restroom Trailer – Every Thursday during the Village Fest event, approximately 700+ patrons utilize the restroom trailer facility. Village Fest ends at 10:00PM every Thursday evening.

General, Executive and Lobby Areas:

Animal Shelter, City Hall, City Yard, Demuth Community Center, Desert Highland Center, Downtown Park Police Substation, Fire Station #2 (admin offices), Fleet Operations, Leisure Center, Main Library (includes all areas of the Library), Pavilion, Police Department, Special Program Compliance, Swim Center, Welwood Library

1. Empty and wipe clean (inside and out) all wastepaper and trash receptacles; return to original locations. Replace plastic liners, toilet paper and paper towels. Remove trash to main waste storage area.

2. Empty and wipe clean ashtrays; sift out cigarette butts and clean sand containers; pick up debris in smoke areas/urns and damp wipe exposed areas.

3. Clean and disinfect with damp cloth counters, and glass tops.

4. Spot clean walls, woodwork and doors, door frames and dust clean fingerprints, dust, soil, gum, etc.

5. Spot clean interior glass/frames, sills, glass panels, side glass entry doors and partition glass.

6. Vacuum carpeting (prior to 7:00 AM or after 6:00 PM); include under and around all furniture; spot clean baseboard and carpet for drink, spills, mud, gum, tar, etc.

7. Dust mop hard surface floors; including stairs and landings.

8. Mop hard surface floors where needed for drink spills, mud; remove gum, tar, etc.

9. Clean and polish drinking fountains, metal housings and trim; remove smudges and other marks.

10. Clean main entry door glass inside and out; spot clean other entry door glass.

11. All vinyl, wood and tile floors must be buffed on an "as needed" basis to insure high gloss shine.

Weekly – To be Cleaned on Thursday:

1. Dust thoroughly desks (except when laden with paperwork), tables, bookcases, lamps, and other office furniture.

2. Clean and mop all hard surface floors; insure high gloss shine.

3. Spot clean and damp wipe plastic, vinyl, and leather chairs and/or sofa backs, seats, and arms.

4. Dust doors and door frames.

5. Clean entry door metal, receptacles, and thresholds.

6. Spot clean and vacuum carpeting (prior to 7:00 AM or after 6:00 PM).

7. Damp wipe tables, tabletops and chairs and chair legs. *Please note the Section 1 .4 Special Requirements, B, 3, for contractor’s employees working in Police locations.

Kitchen, Lounge, Locker, Weight:

Item 1E - Page 31

Revised 2.9.22 Page 27 of 39

Animal Shelter (no locker/weight rooms), City Hall (no locker/weight rooms), City Yard, Desert Highland Center, Fire Station #2 Admin. Area, Fleet Operations (no weight room), Leisure Center (no locker rooms/weight rooms), Main Library (no locker/weight rooms), Pavilion (no locker/weight/lounge rooms), Police Department, Swim Center (no weight room).

1. Empty and wipe clean (inside and out) all wastepaper and trash receptacles; return to original locations. Replace plastic liners as needed. Remove trash to main waste storage area.

2. Empty and wipe clean ashtrays; sift out cigarette butts and clean sand containers; pick up debris in smoke areas/urns and damp wipe exposed areas.

3. Clean and disinfect with damp cloth all counters, sinks and glass tops.

4. Spot clean walls, woodwork and doors, door frames and dust clean fingerprints, dust, soil, gum, etc.

5. Spot clean interior glass/frames, sills, glass panels, side glass entry doors and partition glass.

6. Vacuum carpeting (prior to 7:00 AM or after 6:00 PM); include under and around all furniture; spot clean baseboard and carpet for drink, spills, mud, gum, tar, etc.

7. Dust mop hard surface floors; including stairs and landings.

8. Mop hard surface floors where needed for drink spills, mud; remove gum, tar, etc.

9. Clean and polish drinking fountains, metal housings and trim; remove smudges and other marks.

10. Clean main entry door glass inside and out; spot clean other entry door glass.

11. All vinyl, wood and tile floors must be buffed on an "as needed" basis to insure high gloss shine
Weekly – To be cleaned on Tuesdays (or other day mutuall y agreeable with the Contractor and City):

1. Wipe clean sinks, drain boards, microwaves, and counter tops.

2. Damp wipe tabletops and chairs.

3. Sweep and damp mop floors.

4. Vacuum carpeting.

5. Damp wipe and clean tops, sides, and fronts of appliances (stove, refrigerator, dishwasher, microwave oven).

Plaza Theater: Weekly to be cleaned on Mondays

1. Restock, clean, and disinfect all restrooms

2. Vacuum lobby and aisles, both upper and lower sections

3. Dust front lobby area, clean front counters, clean and dust green room, dressing rooms

4. Sweep stage

5. Empty trash, inside and outside

6. Pressure wash front entrance
Item 1E - Page 32

Revised 2.9.22 Page 28 of 39

7. Clean and sweep upper outside balcony for trash and debris. Remove all cobwebs.

8. Clean front windows, ticket booths, outside billboards Plaza Theater: Annual Cleaning 4 Times Per Year

1. Strip, scrub and rewax bathroom flooring.

2. Clean all seat cushions with upholstery extraction cleaner, wipe down all arms, legs of all seats.

3. Clean all carpet using carpet extractor.

4. Dust all walls in the lobby, green rooms, dressing rooms.

5. Clean and mop floors in green room, dressing rooms and stage.

6. Dust and damp wipe all push-plates, kick-plates, baseboards, and molding throughout the theater.

7. Dust and clean light fixtures in the lobby.

8. Dust, clean ticket booths, windows, and outside billboards.

9. Vacuum and clean all hallways.

10. Clean and sweep upper outside balcony for trash and debris. Remove all cobwebs.

Restrooms:

1. Empty and wipe clean (inside and out) all waste containers and remove trash to main waste receptacle.

2. Empty sanitary napkin containers and replace liner.

3. Polish all metal, mirrors, and dispensers.

4. Clean and disinfect: Wash basins, counter tops, shower stalls toilet bowls (including underside and tops of seats) and urinals.

5. Spot clean walls around wash basin, dispensers, and other fixtures.

6. Clean floor with germicidal solution.

7. Refill soap, sanitary napkin, towel, tissue, and toilet cover dispensers.

8. All vinyl and tile floors must be buffed on an "as needed" basis to insure high gloss shine.

9. Graffiti removal in all public restrooms.

10. Minor blockages cleared with plunger in all toilets, urinals, and sinks Weekly – To be cleaned on Tuesday (or other day mutually agreeable with Contractor and City):

1. Wash down tile walls and toilet partitions.

2. High dust restroom walls.

3. Pour water down floor drains.

4. Clean appropriately rest room chairs, sofas, and other furniture.

Parks Restrooms:

Item 1E - Page 33

Revised 2.9.22 Page 29 of 39

1. Pick up all trash on floors counters, sinks, urinals

2. Polish all metal, fixtures, mirrors, and dispensers

3. Clean and disinfect wash basins, counter tops, toilet bowels (including underside and tops of seats) and urinals (including front and underside of urinals.

4. Spot clean walls around sinks, toilets, urinals, dispensers, and other fixtures.

5. Refill soap, toilet paper, and set covers.

6. Clean floor with germicidal solution.

7. All tile flooring must be buffed on as “as needed” basis to insure high gloss shine.

8. Remove all graffiti

9. Minor blockages cleared with plunger in toilets, urinals, and sinks. For blockages that are unable to be cleared the fixture must be bagged over and reported to the Contract Manager or their designee for repair.

10. Restrooms to be cleaned after 10:00pm when Park closes and locked by custodial staff
Weekly – To be cleaned on Tuesday (or other day mutually agreeable with Contractor and City):

1. Wash down tile walls and toilet/urinal partitions

2. High dust restroom walls

3. Pour water down floor drains
Baristo Parking Structure:

1. Steam Clean/Pressure Wash All Stairwells.

2. Clean the interior and exterior of all elevators. Polish all metal surfaces.

3. Steam Clean/Pressure Wash trash enclosure(s).

4. Steam Clean/Pressure Wash the alleyway leading to trash enclosure and adjacent to parking structure.

5. Steam Clean/Pressure Wash the walkway fr om the parking structure that leads to adjacent street.

6. Mop hard surface floors in all elevators. Remove all gum, tar, etc. from floor.

7. Graffiti removal from elevators.

8. Debris removal throughout structure
Belardo Parking Structure:

1. Steam Clean/Pressure Wash stairwell which is adjacent to the elevator on the south side of the structure.

2. Clean the interior and exterior of the elevator. Polish all metal surfaces.

3. Mop the elevator floor and remove all gum, tar, etc. from floor.

4. Remove all graffiti from elevator

5. Empty all trash bins in the north and south sides of the structure. All levels.

Item 1E - Page 34

Revised 2.9.22 Page 30 of 39

6. Pick up all debris, trash, etc. in the north and south sides of the structure. All levels Police Records, Communications, and Main Lobby Areas:

1. Empty and wipe clean (inside and out) all wastepaper and trash receptacles; return to original locations. Replace plastic liners as needed. Remove trash to main waste storage area.

2. Empty and wipe clean ashtrays; sift out cigarette butts and clean sand containers; pick up debris in smoke areas/urns and damp wipe exposed areas.

3. Clean and disinfect with damp cloth all counters, public telephones, and glass tops.

4. Spot clean walls, woodwork and doors, door frames and dust clean fingerprints, dust, soil, gum, etc.

5. Spot clean interior glass/frames, sills, glass panels, side glass entry doors and partition glass.

6. Vacuum carpeting (prior to 7:00 AM or after 6:00 PM); include under and around all furniture; spot clean baseboard and carpet for drink, spills, mud, gum, tar, etc.

7. Dust mop hard surface floors; including stairs and landings.

8. Mop hard surface floors where needed for drink spills, mud, remove gum, tar, etc.

9. Clean and polish drinking fountains, metal housings and trim; remove smudges and other marks.

10. Clean main entry door glass inside and out; spot clean other entry door glass.

11. All vinyl and tile floors m ust be buffed on an "as needed" basis to insure high gloss shine
Weekly – To be cleaned on Friday:

1. Dust thoroughly desks (except when laden with paperwork), tables, bookcases, lamps, and other office furniture.

2. Damp mop all hard surface floors, including Police Department stairs and stairwell.

3. Damp wipe plastic, vinyl, and leather chairs and/or sofa backs, seats, and arms.

4. Dust door and door frames.

5. Clean entry door metal and thresholds.

6. Vacuum carpeting (prior to 7:00 AM and after 6:00 PM) except Communications area.

7. Clean reception area partition glass, inside and out.

8. Damp wipe elevator car walls and handrails.

9. Vacuum elevator car floor and tracks.

10. Damp wipe stairway handrail.

Weekly – To be cleaned on Wednesday or Thursday (between 1:00 AM – 5:00 AM):

1. Vacuum carpeting in Communications area.

Downtown Trash/Recycling (Palm Canyon Drive from Vista Chino to Baristo Road) from 3:00 PM – 5:00 PM and 8:00 PM – 10:00 PM:

1. Empty trash and recycle bins when full or more than half full (approx. 180 bins).

Item 1E - Page 35

Revised 2.9.22 Page 31 of 39

2. Pick-up trash from around trash cans.

3. Steam Clean/Pressure Wash spills around trash and recycle bins on an “as needed” basis.

All Locations (to be cleaned monthly during the first week of the month):

1. Dust mop spot clean and vacuum entire floor area.

2. High dust wall and ceilings.

3. Vacuum air grills.

4. Dust pictures, frames, clocks, panel boxes, fire extinguisher and other wall fixtures.

5. Dust sides and tops of all lockers, file, and storage cabinets; dust windowsills, shelves, and other ledges.

6. Polish meeting room and public area tabletops.

7. Clean public access partition glass inside and outside.

8. All vinyl and tile floor must be buffed on an “as needed” basis to insure high gloss shine.

Annual Cleaning:

1. Strip, scrub and re- wax vinyl, tile and terrazzo floors with pre -approved product designated for type of flooring.

2. Scrub, mop, and re-seal wood floors with pre-approved product designated for type of flooring.

3. Dust with a treated cloth wall paneling.

4. Vacuum all fabric 1) walls, 2) furniture and 3) drapes.

5. Clean and polish all metal furniture.

6. Dust or damp wipe push-plate, kick-plates, and baseboards and moldings.

7. Damp wipe exterior surface of light fixtures.

8. Clean all windows and glass, inside and outside.

9. Clean all vertical blinds.

10. Main Library to include the steam cleaning of all fabric chairs

1.8 Schedule:

Work will begin upon issuance of a Notice to Proceed and continue for three years with two one-year renewal options.

1.9 Compensation:

Work will be compensated on a lumpsum basis. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. The Contractor may request monthly payments based on the percentage of work completed for the previous month if a detailed progress report is provided to support the amount requested. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City. Contractor to provide to the Director of Maintenance and Facilities detailed invoices to outline work done/completed.

Item 1E - Page 36

Revised 2.9.22 Page 32 of 39

Item 1E - Page 37
ATTACHMENT " F"

COST PROPOSAL
REQUEST FOR PROPOSAL (RFP 03-23)

JANITORIAL SERVICES FOR VARIOUS CITY FACILITIES

THIS FORM MUST BE COMPLETED AND SUBMITTED IN SEPARATE ELECTRONIC FILE #2 " Cost Proposal ", NOTw ith Electro nic File #1, Technical/Wor k Proposal*) Responding to this RFP for janitorial services for various C ity facilities, the undersigned proposer proposes and agrees to provide 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.

For the initial three years of the Agreement term, the Unit Pricing shall remain fixed. For optional years 4 a nd 5, Contractor may r equest a price adjustment not to exceed the Bureau of Labor Statistic's Consumer Price Index (CPI) for the Riverside/San Bernadine/Ontario region for the prior 12 month period effective on the anniversary date. Optional renewal years 4 and 5, and any associated CPI increase, are at the mutual consent of the City and the Contractor.

ITEM DESCRIPTION Unit of Estimated Rate TOTAL
Measure Quantity
1 Animal Shelter (4,904 sq. ft.) Monthly 36 $2,088 $75,196 2 City Hall (36,536 sq. ft.) Monthly 36 $5,424 $195,269 3 City Yard (5,400 sq. ft.) Monthly 36 $1,031 $37,134
4 Fleet Operations (1,810 sq. Monthly 36 $707 $25,482
ft.)
5 Police Department (42,425 Monthly 36 $8,560 $308,165
sq. ft.)
6 Downtown Trash/Recycling Monthly 36 $2,761 $99,429
(180 bins)
7 Downtown Park Police Sub- Monthly
Station (1,585 sq. ft.)
36 $2,021 $72,777
8 Main Library (32,500 sq. ft.) Monthly 36 $4,884 $175,835 9 Fire Station #1 (5,364 sq. ft.) Monthly 36 $231 $8,346 10 Fire Station #2 Monthly 36 $1,031 $37,134 (administration office) (4,160 sq. ft.)
11 Fire Station #3 (5,807 sq. ft.) Monthly 36 $231 $8,346 12 Pavilion (1 8,736 sq. ft.) Monthly 36 $4,223 $152,046

Revised 2.9.22 Page 33 of 39

Item 1E - Page 38
13 Fire Station #4 (2,600 sq. ft.) Monthly 36 $23 1 $8,346 14 Fire Station #5 (3,764 sq. ft.) Monthly 36 $231 $8,346 15 Leisure Center (8,501 sq. ft.) Monthly 36 $1,899 $68,382 16 S wim Center (1,320 sq. ft.) Monthly 36 $1,123 $40,440 17 Demuth Community Center Monthly 36 $2,804 $100,961 (12,600 sq. ft.) 18 Desert Highland Center M onthly 36
(10,215 sq. ft.) $2,321 $85,583
19 T rain Station (120 sq. ft.) Monthly 36 $515 $18,547 20 Demuth Park (5) Restrooms Monthly 36 $1,505 $54,190
21 Desert Highland Park (1) Monthly 36 $21,813 Restroom $605 22 Ruth Hardy Park ( 1) Monthly 36 $605 $21,813 Restroom 23 Sunrise Park (1) Restroom Monthly 36 $605 $21,813
24 Victoria Park ( 1) Restroom Monthly 36 $605 $21,813
25 Downtown Park (1) Restroom Monthly 36 $605 $21,813 (215 sq. ft.) 26 (Baristo) Downtown Parking Monthly 36 $2,224 $80,075 Structure (1 1,111 sq. ft.) 27 (Belardo) Downtown Parking Monthly 36 $2,291 $82,494 Structure (12,000 sq. ft.) 28 Rudy's Store (900 sq. ft.) Monthly 36 $322 $1 1,612
29 Plaza Theater (1 1,000 sq. ft.) Monthly 36 $652 $23,506 30 Special Programs Monthly 36 $1,123 $40,440 Compliance (1,200 sq. ft.) 31 Training Center (3,750 sq. ft.) Monthly 36 $163 $5,886 32 Welwood Murray Library Monthly 36 $1,190 $42,860 (5,058 sq. ft) 33 Village Fest Restroom Trailer Monthly 36 $255 $9,192 (160 sq. ft.) 34 Worker available for Hourly 6,264 $7,057 $254 ,052 unscheduled assignment (A Floater)
TOTAL $2,236,428

Revised 2.9.22 Page 34 of 39

Item 1E - Page 39

SCHEDULE II - OPTIONS PRICING SHEET
OPTION A:

Cost to strip, scrub and re-wax vinyl, tile, wood , and terrazzo floors if needed each additional time during the year. These are options ONLY. NOT to be included in TOTAL cost above.

City Hall $ 831
Citv Yard $1 ,240
Fleet Operations Buildino $ 1 080
Police Department (including $ 6,318
Downtown)
Main Library $374
Leisure Center •wood Floor $ 1,324 $ 1,700
Pavilion •wood Floor $ 5 063 $ 1,648
Desert Hiohland Center $3,170
Train Station $ 200
Demuth Communitv Center $ 5 040
Downtown Parking $ 4,444
Structure/Elevators
Rudv's Store ·wood Floor $ 450 $ 360
Village Fest Restroom Trailer $ 200
OPTION B:

Cost to clean/shampoo carpeting using a vacuum truck-mounted extractor each additional time during the year. These are options ONLY. NOT to be included in TOTAL cost above.

City Hall $ 4,712
Citv Yard $ 322
Fleet Operations Buildino $ 441
Police Department (includino Downtown) $ 3,728
Main Library $ 4,419
Leisure Center $ 224
Pavilion $ 629
Desert Hiohland Center $ 320
Train Station $ 0
OPTION C:

Cost to clean all windows and glass inside and outside, if needed, each additiona l time during the year. These are options ONLY. NOT to be included in TOTAL cost above.

City Hall - Main Buildino $ 500
Citv Hall - E naineerina $
City Yard $ 900
Fleet Operations Buildino $ 550
Police Department (including Downtown) $ 1200
Main Librarv $ 1600
Leisure Center $ 1100

Revised 2.9.22 Page 35 of 39

Item 1E - Page 40
Pavilion $ 1100
Fire Deoartment Administration Offices $ 700
Desert Hiohland Center $ 700
Rudv's Store $ 400
Welwood Murray Librarv $ /UU
Demuth Communitv Center $ l:!UU
Certified by: Areli Barlow
Firm Name: Verde Facilities Services
Signature of Authorized Person: _ /1---'-u&,,--'---"-_·....c.t3.--=~ ....:.=..:....:w-:..=..._ _______ _ Printed Name: Areli Barlow ----------------------
Title: Business Development Director
Date: A ugust 30, 2022

Revised 2.9.22 Page 36 of 39

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)
Item 1E - Page 41

Revised 2.9.22 Page 37 of 39

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’ s performance under this Agreement.

Contractor shall procure and maintain all insur ance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently 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, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. C ertificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements 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 required under this Agreement shall be as follows:

1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) 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 (errors 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 statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million 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, Contractor ’s insurance coverage shall be primary 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, employees, 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 Item 1E - Page 42

Revised 2.9.22 Page 38 of 39

contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.

4. Errors and Omissions Coverage . If Errors & Omissions Insurance is required, and if Contractor provides claims made professional 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 completion of Contractor ’s services under this Agreement, or (2) to maintain professional liability insurance coverage 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 provided 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, including additional insured endorsements, 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, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and 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 Insurance 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 Certificate Holder named. " Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

Item 1E - Page 43

Revised 2.9.22 Page 39 of 39

D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, 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 approved 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 the 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) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self -insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions.

8. Severability of Interests (Separation of Insureds) . 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.

Item 1E - Page 44

ATTACHMENT B

Item 1E - Page 45
ATTACHMENT “D”

CITY OF PALM SPRINGS

PUBLIC INTEGRITY DISCLOSURE
(INSTRUCTIONS FOR APPLICANTS)
REQUEST FOR PROPOSAL (RFP 03-23)

JANITORIAL SERVICES FOR VARIOUS CITY FACILITIES

THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR TECHNICAL/WORK PROPOSAL (Electronic File #1)
Who Must File?
Applicants that are NOT a natural person or group of natural people that will be identified on the application and seek a City approval determined by a vote of City officials. Examples include corporations, limited liability companies, trusts, etc. that seek a City Council approval, or an approval by one of the City’s board or commissions.

Why Must I File?
The City o f Palm Springs Public Integrity Ordinance advances transparency in municipal government and assists public officials in avoiding conflicts of interest. The City’s Public Integrity Ordinance, codified in Chapter 2.60 of the municipal code, reflects the City ’s interest in ensuring that companies (and other legal entities that are not natural people) doing business in the community are transparent and make disclosure as to their ownership and management, and further that those companies disclose the identity o f any person, with an ownership interest worth two thousand dollars ($2,000) or more, who has a material financial relationship with any elected or appointed voting City official, or with the City Manager or City Attorney.

Note: A material financial relat ionship is a relationship between someone who is an owner/investor in the applicant entity and a voting official (or the City Manager or City Attorney), which relationship includes any of the following:
(1) the owner/investor and the official have done busines s together during the year prior to the application;
(2) the official has earned income from the owner/investor during the year prior to the filing of the application;
(3) the owner/investor has given the official gifts worth fifty dollars ($50) or more during the year prior to the filing of the application; or
(4) the official might reasonably be anticipated to gain or lose money or a thing of value, based upon the owner/investor’s interest in the applicant entity, in relation to the application’s outcome.

When Must I File?
You must file this form with the Office of the City Clerk at the same time when you file your application for a City approval determined by a vote of City officials, whether elected or appointed.

Item 1E - Page 46
What Must I Disclose?
A. The names of all natural p ersons who are officers, directors, members, managers, trustees, and other fiduciaries serving trusts or other types of organizations (attorneys, accountants, etc.).

Note: (1) only trusts or other organizations that are not the fiduciaries, (2) if a secon d entity that is not a natural person serves the applicant entity (e.g., as a member of an applicant LLC), then all officers, directors, members, managers, trustees, etc., of the second entity must be disclosed).

B. The names of persons owning an interest wi th a value of two thousand dollars ($2,000) or more who have a material financial relationship with an elected or appointed City official who will vote on the applicant’s application, or with the City Manager or City Attorney.

What if I Have Questions?

PENALTIES
Falsification of information or failure to report information required to be reported may subject you to administrative action by the City.
*There are some additional supplementary instructions with an example following the form should you need further clarification.

Item 1E - Page 47

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principal 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?  Yes  No

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
_______________________  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
Other ___________________________
_______________________________  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
 Other __________________________
________________________________  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
 Other __________________________
Verde Facilities Services LLC
2323 W Mescal St #205
x
Arizona

5. Type of Entity
Corporation X Limited Liability Company Partnership Trust Other (please specify) Paul Sarzoza

Item 1E - Page 48

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 08/30/2022
Paul Sarzoza 100%, Verde Facilities Services LLC
Item 1E - Page 49
City of Palm Springs, CA.

Business Disclosure Supplementary Instructions
In an effort to ensure we capture the required business entity information in accordance with the attached instructions, we provide you these supplementary instructions to clearly identify the required information, and the format the information should be provided.

If you, as the applicant, are a business entity (i.e. a corporation or limited liability company), and it is also comprised of other business entities as its members or having a financial interest, all other such business entities must also be disclosed, including those entities other business entities, if any.

Ultimately, the City’s disclosure document (attached) requires a listing identifying all natural persons having any financial interest over 5% of the business entities (and any other business entities comprising your business entity).

As an example, Applicant is: Acme Brothers, Inc., a California corporation, whose officers are:

John Doe, Jill Doe, and Jay Doe, which is owned 50% by Acme Brothers, LLC, a Califo rnia limited liability company, and John Doe (25% interest) and Jill Doe (25% interest). Acme Brothers, LLC, is managed by Acme Brothers 2, Inc., a California corporation, whose officers are: George Doe, Bill Doe, and Jane Doe, which is owned 100% by Acme Brothers 2, LLC, a California limited liability company, which is managed by George Doe, with George Doe and Jane Doe having 50% interest each.

The full business entity disclosure in this example would resemble the following:

1. Acme Brothers, Inc., a California corporation
a. Officers: John Doe, Jill Doe, and Jay Doe
b. Ownership:
i. 50% Acme Brothers, LLC, a California limited liability company ii. 25% John Doe
iii. 25% Jill Doe

2. Acme Brothers, LLC, a California limited liability company a. Managers: Acme Brothers 2, Inc., a California corporation b. Ownership: 100% Acme Brothers 2, Inc., a California corporation

3. Acme Brothers 2, Inc., a California corporation
a. Officers: George Doe, Bill Doe, and Jane Doe
b. Ownership: 100% Acme Brothers 2, LLC, a California limited liability company

4. Acme Brothers 2, LLC, a California limited liability company a. Managers: George Doe
b. Ownership:
i. 50%
Item 1E - Page 50

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE A ONE-YEAR AGREEMENT WITH MANSFIELD POWER AND GAS, LLC (A9254) FOR THE PURCHASE OF NATURAL GAS FOR CO-GENERATION PLANT AND APPROPRIATE $467,500 FROM GENERAL FUND BALANCE
RECOMMENDATION:

1. Approve Contract Service Agreement A9254 with Mansfield Power and Gas, LLC to provide natural gas for a one-year term in an estimated amount of $603,000.70 subject to usage adjustments beginning January 1, 2023, through December 31, 2023.

2. Authorize the City Manager to enter into future annual purchase agreements for natural gas from the wholesale commodity market for an amount not to exceed what is budgeted and approved in the Energy Fund annually for natural gas.

3. Appropriate $467,500 from General Fund Balance to the Energy Fund for this purchase.

4. Authorize the Interim City Manager or designee to execute all necessary documents.

Attachments
Item 1F

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: A PPROVE A ONE-YEAR AGREEMENT WITH MANSFIELD POWER AND GAS, LLC (A9254) FOR THE PURCHASE OF NATURAL GAS FOR CO- GENERATION PLANT AND APPROPRIATE $467,500 FROM GENERAL

FUND BALANCE

FROM: Teresa Gallavan, Interim City Manager

BY: Maintenance & Facilities Department

SUMMARY:

This action will approve a one-year agreement with Mansfield Power and Gas, LLC in an estimated amount of $603,000.70 for the purchase of natural gas and approve an appropriation of $467,500 from General Fund Balance for this purchase.

RECOMMENDATION:

1. Approve Contract Service Agreement A 9254 ( Attachment A ) with Mansfield Power and Gas, LLC to provide natural gas for a one -year term in an estimated amount of $603,000.70 subject to usage adjustments beginning January 1, 2023, through December 31, 2023.

2. Authorize the City Manager to enter into future annual purchase agreements for natural gas from the wholesale commodity mar ket for an amount not to exceed what is budgeted and approved in the Energy Fund annually for natural gas.

3. Appropriate $467,500 from General Fund Balance to the Energy Fund for this purchase.

4. Authorize the Interim City Manager or designee to execute all necessary documents.

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form ( Attachment B), Mansfield Power and Gas, LLC is registered in the state of Georgia.

Item 1F - Page 1
City Council Staff Report
November 10, 2022 -- Page 2
Award Purchase of Natural Gas

BACKGROUND:

The City purchases natural gas to fuel the Municipal Co-Generation Plant at City Hall that produces electricity and thermal energy (heating and cooling) for the Airport, Fire Station No. 2, City Hall, and Police Department, as well as electricity for the City Yard.

In order to ensure the City has fuel to operate the Municipal Co- Generation Plant, it is necessary to solicit bids from the wholesale natural gas commodity marketplace. The natural gas prices available on the open market vary depending on numerous hard- to- foresee factors that affect both the structure and the duration of the pricing agreement.

Since the federal government de- regulated the wellhead price of natural gas in the mid- 1980’s, market forces (of supply and demand) now set natural gas prices. Prices often change direction for no apparent reason, often due to weather changes, the economy, hurricanes (which can temporarily affect gas production in the Gulf of Mexico), oil prices, and more recently, expected demand for gas -fired electric generation, which is highly dependent on actual or forecasted summer weather. Historical natural gas price trends have shown lower contract prices in the late fall months; however, recent solicitations have reflected price increases from hurricane season causing damage or destroyed natural gas and petroleum refineries located in the Gulf Coast, resulting in price spikes.

Due to the volatility of the market, staff historically requests authorization for the City Manager to enter into a purchase agreement for supply of natural gas at a time and at a price that best serves the City’s interests. The current natural gas purchase agreement expires December 31, 2022, and it is necessary to authorize the City Manager to enter into current and future purchase agreements for natural gas.

The sudden decrease in natural gas production led to large price increases at many natural gas hubs this summer. The cascading effects of the supply/demand imbalance resulted in upward price pressures across most markets. The City’s last solicitation occurred in June 2022, and locked in pricing at $10.975/Dekatherm, exceeding the City’s prior purchase agreements, as shown below.

• 12/1/12 - 11/30/13 = $4.32 fixed per Dekatherm (Dth)
• 12/1/13 - 11/30/14 = $4.14 fixed/Dth
• 12/1/14 - 11/30/15 = $4.39 fixed/Dth
• 12/1/15 - 11/30/16 = $2.83 fixed/Dth
• 12/1/16 - 11/30/17 = $3.36 fixed/Dth
• 12/1/17 - 11/30/18 = $3.18 fixed/Dth
• 12/1/18 - 11/30/19 = $5.82 fixed/Dth
• 12/1/19 - 11/30/20 = $3.06 fixed/Dth

Item 1F - Page 2
City Council Staff Report
November 10, 2022 -- Page 3
Award Purchase of Natural Gas

During bidding in November 2020, the City received increased fixed pricing bids and opted to ride the market , securing a new monthly rate at the start of each month over a seven-month term.

• 12/1/20 - 06/30/21 = $2.9974/Dth - $5.0874/Dth
• 07/1/21 - 06/30/22 = $5.315 fixed/Dth
• 07/1/22 - 12/31/22 = $10.975 fixed/Dth

After COVID -19 restrictions began easing in 2021, global demand for natural gas gradually picked up; however, supply became constrained due to Russia’s invasion of Ukraine in February which reduced supplies to Europe, as demonstrated by the cost more than doubling from June 2021 to June 2022.

STAFF ANALYSIS:

On September 27, 2022, an Invitation for Bids (IFB 23- 10) was initiated by the City’s Procurement and Contracting Department, based on the Department of Maintenance and Facilities specifications. Bids were solicited directly via the City’s procurement vend or portal, PlanetBids. In addition, the IFB was advertised in The Desert Sun. Two bids were received by the October 18, 2022, deadline as follows:

Bidder Price
Mansfield Power and Gas, LLC $603,000.70
Direct Energy Business Marketing, LLC $610,241.30

Staff recommends awarding the agreement to Mansfield Power & Gas, LLC, whose bid is reflective of a $6.829 fixed/Dth for an estimated 88,400 Dekatherms , for an estimated amount of $603,000.70 subject to usage adjustments , for a one- year term beginning January 1, 2023, through December 31, 2023.

The Fiscal Year 2022- 23 Energy Fund budget includes $682,500 for natural gas consumption and Southern California Gas Company cost to run the Municipal Co- Generation Plant. With the increased cost of natural gas, staff anticipates an expenditure of $1,150,000 over the FY23 budget.

Due to the volatile nature of the natural gas market, it is very difficult to bring a specific contract amount to the City Council for approval while maintaining the bid price . Bids, when delivered, expire within hours as the market responds to daily inputs. As a result, staff is requesting the City Manager be authorized to lock in pricing that is favorable to the City as a result of monitoring the market on a day -to-day basis thru the bidding process. It is further recommended that City Council authorizes the City Manager to enter into annual purchase agreements for natural gas from the wholesale commodity market, if the purchase amount is within the approved amount designated under the Energy Fund in the current fiscal year budget. If the purchase exceeds the budgeted amount the agreement will be brought to Council for approval.

Item 1F - Page 3
City Council Staff Report
November 10, 2022 -- Page 4
Award Purchase of Natural Gas

ENVIRONMENTAL ASSESSMENT:

Section 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act (“CEQA”). The Guidelines are required to include a list of classes of projects which have been determined not to have a significant effect on the environment and which are exempt from the provisions of CEQA. In response to that mandate, the Secretary for Resources identified classes of projects that do not have a significant effect on the environment and are declared to be categorically exempt from the requirement for the preparation of environmental documents. In accordance with 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 involving negligible or no expansion of use beyond that existing at the time of the lead agency’s determination. Therefore, authorizing the purchase of natural gas to operate the Municipal Co-Generation Plant is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

The requested action aligns with the City Council Priority 4D, Good Governance.

FISCAL IMPACT:

Approval of t his action will require an appropriat ion of $467,500 from General Fund Balance into Energy Fund Account 5503255-50030. The current contract price for natural gas is $6.829/Dth or an estimated $603,000.70 for the upcoming year. To the extent future natural gas pricing exceeds the amount budgeted in the Energy Fund, the City Manager will forward such requests to City Council for additional approval authorization.

REVIEWED BY:

Assistant Department Director: Heather MacPherson
Procurement Manager: Kim Baker
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

A. Agreement No. A9254
B. Public Integrity Disclosure

Item 1F - Page 4

ATTACHMENT A

Item 1F - Page 5

ATTACHMENT B
Item 1F - Page 6

CONTRACT SERVICES AGREEMENT A9254

REQUEST FOR NATURAL GAS PRICING

AND RELATED INFORMATION
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on October 18, 2022 by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Mansfield Power and Gas , a Georgia Limited Liability Company , (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”.

RECITALS
A. City requires the services to deliver natural gas to the City of Palm Springs, (“Project”).

B. Contractor has submitted to City a Bid to provide natural gas, under the terms of this Agreement.

C. Based on its exp erience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project.

D. City desires to retain the services of Contractor for the Project.

NOW, THEREFORE, in consideration of the promise s and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, 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 Agreement 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 Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercis ed by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between 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. Contractor shall 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.

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 Services 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 faciliti es, 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 schedule of performance set forth in Exhibit “A.” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control Item 1F - Page 7

and without the fault or negligence of the non-performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party 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 with the schedule of fees set forth in Exhibit “A”. The total estimated amount of Compensation shall not exceed $ 603,000.70 except as outlined in the scope of work subject to consumption and maintenance periods.

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 first workin g 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 requested by City, Parties shall execute a written amendment to this Agreement, spe cifying 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.

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 performance 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 Services 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 ten (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 project site; ( 2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of 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 Services for the period of the enforced 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 Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any oth er compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of 12 months, commencing on January Item 1F - Page 8

1, 2023, and ending on December 31, 2023, 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. Where 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 termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compe nsation for all Services 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 thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination 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 (30) days written notice to City.

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 specifi ed Services: Tammy Norman, President. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City 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 Services under this Agreement. The 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 Manager 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 Services. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.

5.3 Prohibition Against Subcont racting or Assignment . The experience, knowledge, education, capability, and reputation of Contractor, its principals, and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, 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 provisions 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 its subcontractor(s) in the same manner as it is for persons directly employed.

Nothing contained in this Agreement shall create any contractual relati onships between any subcontractor and City.

5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents, or employees, perform the Services required, except as oth erwise 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 Item 1F - Page 9

connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not li mited to:
social security taxes, income tax withholding, unemployment insurance, and workers’ compensation 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 following personnel without the prior written approval of the Contract Officer. Acting through 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.

Name: Title:

Derek Betlejewski Sr. Business Development Executive

5.6 California Labor Code Requirements.

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 and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services 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, installatio n, 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 harmless from any claims, liabilities, costs, penalties, or inter est arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and su bcontractors (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 for maintenance or $25,000 or more for construction, alterat ion, 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 Department of Industrial Relations. Contractor shall maintain regis tration 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 responsi bility 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 harmless 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, 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 injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by Item 1F - Page 10

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, employees, 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. Under no circumstances shall the insurance requirements and limits s et 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 expiration 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 2 782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performan ce 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 Services required 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 such books and records as shall be necessary to properly perform the Services 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 records 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, specifications, reports, records, documents, and other materials prepared by Contractor 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 further 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 right to use the concepts embodied in such documents.

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 business 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, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such 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.

Item 1F - Page 11

9. ENFORCEMENT OF AGREEMENT

9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action.

9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to 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 t he various sections and paragraphs of this Agreement are for convenience and identification 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 exe rcise 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, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain 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 litigation 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 direct or indirect financial interest in this Agreement, nor shall Contractor enter into 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 consideration in exchange for obtaining this Agreement.

10.3 Covenant Against Discrimination . In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin Item 1F - Page 12

( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), s exual 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 capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from o r 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 compensatio n; and selection for training, including apprenticeship; and further, that Contractor 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 writing and either served personally or sent by pre-paid, first-class mail to the address set 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: Mansfield Power & Gas, LLC
Attn: Derek Betlejewski
1025 Airport Parkway
Gainsville, GA 30501

11.2 Integrated 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 the 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 Agreement shall be 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 unenforceable 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 Agreem ent, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as Item 1F - Page 13

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. The persons executing this Agreement on behalf of the Parties 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.

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

[SIGNATURES ON NEXT PAGE]
Item 1F - Page 14

SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT

BY AND BETWEEN THE CITY OF PALM SPRINGS AND MANSFIELD POWER & GAS, LLC

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

CONTRACTOR:

By: _____________________________ By: _____________________________ Signature Signature
(2nd signature required for Corporation)

Date: ___________________________ Date: ___________________________

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No. ________ Agreement 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

Item 1F - Page 15

EXHIBIT “A”

SCOPE OF SERVICES/WORK

Including,

Delivery Point

And

Compensation

Item 1F - Page 16

Scope:

The Contractor shall supply natural gas to the City base on the following projections for the term of the contract.

Projected Usage for next 12-month period (January 2023 thru December 2023):

The projected amount of natural gas in dekatherms that the City will require during the next 12 -month period is as follows: (These estimated amounts should be used for the basis of your pricing, however there may be maintenance downtime or other factors that could impact these projections)

Projected
Usage
January -
December
2023
Core
13990757
Non-
Core
12886051
Municipal
Plant
Jan-23 375.00 5,200.00 5,575.00
Feb-23 500.00 4,000.00 4,500.00
Mar-23 600.00 5,500.00 6,100.00
Apr-23 700.00 6,900.00 7,600.00
May-23 600.00 7,400.00 8,000.00
Jun-23 1,500.00 8,000.00 9,500.00
July-23 1,800.00 7,800.00 9,600.00
Aug-23 1,700.00 7,500.00 9,200.00
Sep-23 800.00 7,500.00 8,300.00
Oct-23 675.00 6,400.00 7,075.00
Nov-23 550.00 6,200.00 6,750.00
Dec-23 600.00 5,500.00 6,100.00
Plant Total (Dth) :

88,300.00

Purchase of Natural Gas:

The City’s gas is purchased and billed monthly, not in one tranche. Application for payment shall be submitted by the twentieth day of each month, the Contractor shall submit to the City an invoice for services provided during the previous month. The contract pricing shall allow for the City to consume as little as 90% of the contracted amount or as much as 110% of the contracted amount without penalty. Should the usage exceed this 10% threshold the incremental bandwidth factor will be applied to the price.

Delivery Point: SoCal Citygate

The contract pricing is BTS tariff “neutral”, such that any BTS tariff per Dth shall be charged according to the filed tariff rates at the time of delivery.

Item 1F - Page 17

Compensation:

Gas Pricing

ITEM DESCRIPTION UNIT

ESTIMATED

QUANTITY

UNIT PRICE SUBTOTAL
1 12-month fixed price for natural gas Dth 88,300 $6.829 $603,000.70 2 10% Bandwidth Incremental Dth $0.04
3 10% Bandwidth Decremental Dth ($0.01)
TOTAL

Unit Price of $6.829 includes BTS. BTS will not be passed through as an additional line item.

Item 1F - Page 18

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)
Item 1F - Page 19

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement. Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Contractor shall also carry workers’ compensation insurance in accordance with California workers’ com pensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable 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, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements 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. Minimum Scope of Insurance . The minimum amount of insurance required under this Agreement shall be as follows:

1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) 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 (errors 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 statutory amo unt as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Invitation for Waiver of Workers’ Compensation Insurance Requirement form.

3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary 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, employees, 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 contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.

4. Errors and Omissions Coverage . If Errors & Omissions Insurance is r equired, and if Contractor provides claims made professional 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 completio n of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage 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 provided by authorized insurers in good standing with the State of California. Coverage shall be provided by Item 1F - Page 20

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, including additional insured endorsements, effecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed b y 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, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and 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 Insurance 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 Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, 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 ap proved 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 the 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 servi ces 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) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include Item 1F - Page 21

evidence of the amount of any deductible or self -insured retention under the policy. Contra ctor guarantees payment of all deductibles and self-insured retentions.

8. Severability of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limit s of the insurer’s liability.

Item 1F - Page 22

ATTACHMENT B

Item 1F - Page 23
Item 1F - Page 24

1. 2.

3. 4.

5. Name of Entity

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM
Mansfield Power and Gas, LLC
Address of Entity (Principal Place of Business)
1025 Airport Parkway SW, Gainesville, GA 30501
Local or California Address (if different than #2)
25884 Business Center Drive, Suite K, Redlands, CA 92374 State where Entity is Registered with Secretary of State Georgia
If other than California, is the Entity also registered in California? 0 Yes D No Type of Entity
D Corporation i;a 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
Michael Mansfield Sr. D Officer D Director D Member D Manager [name] D General Partner D Limited Partner
l;aOther CEO
John Byrd 0 Officer D Director D Member D Manager
[name] D General Partner D Limited Partner
Other
Tammy Norman 0 Officer D Director D Member D Manager
[name] D General Partner D Limited Partner
Other

Item 1F - Page 25

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

EXAMPLE
JANE DOE 50%, ABC COMPANY, Inc.
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
A.

Michael Mansfield Sr. 95%, Mansfield Energy Corporation [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 Pa~. Pri~ted Name, Title Date
De,ek .:~~"""' Exe<utNe 10/18/2022

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE PURCHASE OF DOCUSIGN ENTERPRISE PRO FROM CARAHSOFT

TECHNOLOGY CORPORATION FOR A THREE-YEAR PERIOD
RECOMMENDATION:

In accordance with Section 7.09.010 “Cooperative Purchasing Programs,” of the Palm Springs Municipal Code, authorize the purchase of DocuSign, an electronic signature program, from Carahsoft Technology Corporation, pursuant to the California Multiple Award Schedule (CMAS) Contract 3-12-70-2247E for an amount of $61,660.50 for a three-year period.

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

Attachments
Item 1G

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: APPROVE PURCHASE OF DOCUSIGN ENTERPRISE PRO FROM

CARAHSOFT TECHNOLOGY CORPORATION FOR A THREE -YEAR
PERIOD

FROM: Teresa Gallavan, Interim City Manager

BY: Information Technology Department

SUMMARY:

This action will authorize the purchase of DocuSign Enterprise Pro for Government from Carahsoft Technology Corporation for a three-year period.

RECOMMENDATION:

1. In accordance with Section 7.09.010 “Cooperative Purchasing Programs,” of the Palm Springs Municipal Code, authorize the purchase of DocuSign, an electronic signature program, from Carahsoft Technology Corporation, pursuant to the California Multiple Award Schedule (CMAS) Contract 3-12-70-2247E for an amount of $61,660.50 for a three-year period (Attachment A).

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

BUSINESS PRINCIPAL DISCLOSURE:

The Public Integrity Disclosure form from Carahsoft Technology Corp. is included as Attachment B.

BACKGROUND:

The Procurement Division and Information Technology Department Staff partnered with the City Manager in October of 2021 to implement an electronic signature program for the City. The use of this electronic signature program makes it more efficient to sign contracts and various other City documents . DocuSign was selected, and the City entered into a one-year agreement to begin gaining the efficiencies of electronic signatures.

Item 1G - Page 1
City Council Staff Report
November 10, 2022-- Page 2
Authorize Purchase of DocuSign Enterprise for Government

STAFF ANALYSIS:

During the initial year, Staff determined that DocuSign was successful in effectively moving documents, reducing the time and effort to process signatures. On average, DocuSign has reduced the time to obtain the various signatures required on contracts from approximately two weeks to two days. Staff determined the electronic signature platform continues to provide value to the City and desires to keep using the technology.

Staff researched electronic signature providers and found that DocuSign is still a leader in the industry and provides the highest level of protection on securing the documents from tampering or editing. Staff has determined that the use of a cooperative contract was the most cost-effective manner to purchase this needed program and is utilizing the CMAS Contract to ensure the lowest price. Staff is recommending a three- year purchase to continue the use of the DocuSign program for a total of $61,660.50 (Attachment C).

This purchase requires City Council approval in accordance with Municipal Code Title 7 adopted by Ordinance in July of 2021, which predicates approval levels based upon the cumulative value of contracts and continuous purchases of the same goods or services.

City staff had previously authorized $24,503.21 for the first year of DocuSign.

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 t he above- mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that 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:

The requested action aligns with the City Council Priority 4D, Good Governance.

FISCAL IMPACT:

Sufficient funds are budgeted and available in the current fiscal year in IT Department Account 1001025-40105 and will be budgeted in future fiscal years.

REVIEWED BY:

Procurement Manager: Kim Baker
Department Director: Larry Klingaman
Deputy City Manager: Jeremy Hammond
Interim City Manager: Teresa Gallavan
Item 1G - Page 2
City Council Staff Report
November 10, 2022-- Page 3
Authorize Purchase of DocuSign Enterprise for Government

ATTACHMENTS:

A. Master Services Agreement
B. Business Disclosure Form
C. Quote

Item 1G - Page 3

ATTACHMENT A
Item 1G - Page 4
DOCUSIGN MASTER SERVICES AGREEMENT FOR NON-FEDERAL U.S. PUBLIC ENTITIES

This DocuSign Master Services Agreement for U.S. Public Entities (Non-Federal) (“MSA”) is made between DocuSign, Inc., a Delaware corporation, (“DocuSign”) and the Customer identified in the Order Form (“Customer”), together referred to as the “Parties” and each individually as a “Party.” Specific services terms, product details and any applicable license and/or subscription terms may be set forth in applicable Service Schedule(s), each of which become binding on the Parties and subject to this MSA upon the provisioning of any DocuSign Services (defined below) to Customer. This agreement applies to Customer only if Customer is (i) a United States state or local government or agency thereof, or (ii) a United States public school (including both K-12 and university institutions), but only to the extent the DocuSign Services are being used in an Authorized User’s official capacity as a state, local government, or school official or employee (“Official Use”). Nothing in this agreement makes DocuSign a government contractor for any federal, state, local, or foreign government.

Customer’s use of the DocuSign Services is governed by and incorporates the following d ocuments in effect as of the date of last update of such documents, collectively referred to as the “Agreement” that consists of:

1. any attachments and/or appendix(ices) to a Service Schedule;

2. Service Schedule(s); and

3. this MSA.

The applicable attachment(s), appendix(ices), and Service Schedule(s) are determined by the DocuSign Service(s) purchased on the Order Form (Service Schedules corresponding to respective DocuSign Services may be found here: (located at https://www.docusign.com/company/terms-and- conditions/reseller-msa-service-schedules)). In the event of a conflict between any attachment, appendix, Service Schedule or this MSA, the order of precedence is as set out above in descending order of control.

This offer by DocuSign is expressly conditioned on assent to the terms and conditions of this Agreement, and any different or additional terms or conditions specified by Customer at any time in purchase ord ers or other documentation are hereby rejected.

Resell Customer MSA Version: December 18, 2019.

Each Party agrees as follows:

TABLE OF CONTENTS

1. Definitions

2. Usage and Access Rights

3. Ownership

4. Security and Customer Data

5. Purchase Agreement

6. Term and Termination

7. Warranties and Disclaimers

8. Third-Party Claims

9. Limitation of Liability

10. Confidentiality

11. Governing Law and Venue

12. General

1. DEFINITIONS
“Account” means a unique account established by Customer to enable its Authorized Users to access and use a DocuSign Service.

Item 1G - Page 5
DOCUSIGN MASTER SERVICES AGREEMENT FOR NON-FEDERAL U.S. PUBLIC ENTITIES

“Account Administrator” is an Authorized User who is assigned and expressly authorized by Customer as its agent to manage Customer’s Account, including, without limitation, to configure administration settings, assign access and use authorizations, request different or additional services, provide usage and performance reports, manage templates, execute approved campaigns and events, assist in third-party product integrations, and to receive privacy disclosures. Customer may appoint an employee or a third - party business partner or contractor to act as its Account Administrator and may change its designation at any time through its Account.
“Affiliate” of a Party means any entity that the Party directly or indirectly owns or controls more than fifty percent (50%) of the voting interests of the subject entity. Any legal entity will be considered a Party’s Affiliate as long as that interest is maintained.
“Authorized User” means one individual natural person, whether an employee, business partner, contractor, or agent of Customer or its Affiliates who is registered by Customer to use the DocuSign Services. An Authorized User must be identified by a unique email address and user name, and two or more persons may not use the DocuSign Services as the same Authorized User. If the Authorized User is not an employee of Customer, use of the DocuSign Services will be allowed only if the user is under confidentiality obligations with Customer at least as restrictive as those in this Agreement and is accessing or using the DocuSign Services solely to support Customer’s and/or Customer Affiliates’ internal business purposes.
“Confidential Information” means (a) for DocuSign and its Affiliates, the DocuSign Services and Documentation; (b) for Customer and its Affiliates, Customer Data; (c) any other information of a Party, including its Affiliates that is disclosed in writing or orally and is designated as confidential or proprietary at the time of disclosure to the Party, including its Affiliates, receiving Confidential Information (“Recipient”) (and, in the case of oral disclosures, summarized in writing and deliv ered to the Recipient within thirty (30) days of the initial disclosure), or that due to the nature of the information the Recipient would clearly understand it to be confidential information of the disclosing Party; and (d) the specific terms and conditions of this Agreement between the Parties. Confidential Information does not include any information that: (i) was or becomes generally known to the public through no fault or breach of this Agreement by the Recipient; (ii) was rightfully in the Recipient’s possession at the time of disclosure without restriction on use or disclosure; (iii) was independently developed by the Recipient without use of or reference to the disclosing Party's Confidential Information; or (iv) was rightfully obtained by the Recipient from a third party not under a duty of confidentiality and without restriction on use or disclosure. “Customer” means the entity that has contracted with the Reseller for the purchase of applicable DocuSign Services.
“Customer Data” means any content, eDocuments, materials, data and information that Customer or its Authorized Users enter into the DocuSign Cloud Services, including, but not limited to, any Customer personal data and information contained in eDocuments. Customer Data does not include any component of the DocuSign Cloud Services or material provided by or on behalf of DocuSign. “Documentation” means DocuSign's then-current technical and functional documentation for the DocuSign Services as made generally available by DocuSign. “DocuSign Cloud Service(s)” means any subscription-based, hosted solution that is supported and operated on demand and provided by DocuSign under this Agreement. “DocuSign Service(s)” means the products and services identified in a corresponding Order Form that are provided by DocuSign.
“eDocument” refers to a contract, notice, disclosure, or other record or document deposited into the DocuSign Cloud Service by Customer for processing.

Item 1G - Page 6
DOCUSIGN MASTER SERVICES AGREEMENT FOR NON-FEDERAL U.S. PUBLIC ENTITIES

“Internal business purposes” means Official Use by Authorized Users for Customer’s internal purposes. “Order Form” means the online or paper ordering document or other document between Customer and Reseller specifying the relevant DocuSign Services ordered and purchased by Customer from the Reseller; in the event of a conflict related to the DocuSign Services purchased, services terms, product details or descriptions or any applicable license and/or subscription terms (e.g., Order Start Dates and Order End Dates) between an Order Form and the corresponding order form or other ordering docu ment between Reseller and DocuSign, the conflicting terms in the order form or other ordering document between Reseller and DocuSign will apply to Customer.
“Order End Date” means the end date for provision of a respective DocuSign Service specified in a corresponding Order Form.
“Order Start Date” means the start date for provision of a respective DocuSign Service specified in a corresponding Order Form.
“Professional Services” means any integration, consulting, architecture, training, transition, configu ration, administration, and similar ancillary DocuSign Services that are set forth in an Order Form. “Purchase Agreement” means the Order Form and any other agreement between Customer and Reseller relating to Customer’s purchase of DocuSign Services from that Reseller. “Reseller” means an entity that has contracted with DocuSign or one of DocuSign’s authorized distributors to resell DocuSign Services and with which Customer has contracted directly to purchase applicable DocuSign Services.
“Service Schedule” means the service-specific terms and conditions applicable to a particular DocuSign Service or Services.

2. USAGE AND ACCESS RIGHTS.

2.1 Right to Use. DocuSign will provide the DocuSign Services to Customer as set forth in the Order Form. Subject to the terms and conditions of this Agreement, DocuSign grants to Customer a worldwide, limited non-exclusive, non-transferrable right and license during the Term, solely for its and its Affiliates’ internal business purposes, and in accordance with the Documentation, to: (a) use the DocuSign Services; (b) implement, configure, and through its Account Administrator, permit its Authorized Users to access and use the DocuSign Services; and (c) access and use the Documentation. Customer will ensure that its Affiliates and all Authorized Users using the DocuSign Services under its Account comply with all of Customer’s obligations under this Agreement, and Customer is responsible for their acts and omissions relating to the Agreement as though they were those of Customer.

2.2 Restrictions. Customer shall not, and shall not permit its Authorized Users or others under its control to, do the following with respect to the DocuSign Services:
(a) use the DocuSign Services, or allow access to it, in a manner that circumvents contractual usage restrictions or that exceeds Customer’s authorized use or usage metrics set forth in this Agreement, including the applicable Order Form;
(b) license, sub-license, sell, re-sell, rent, lease, transfer, distribute, time share or otherwise make any portion of the DocuSign Services or Documentation available for access by third parties except as otherwise expressly provided in this Agreement;
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(c) access or use the DocuSign Services or Documentation for the purpose of: (i) developing or operating products or services intended to be offered to third parties in competition with the DocuSign Services or, (ii) allowing access to its Account by a direct competitor of DocuSign; (d) reverse engineer, decompile, disassemble, copy, or otherwise attempt to derive source code or other trade secrets from or about any of the DocuSign Services or technologies, unless and then only to the extent expressly permitted by applicable law, without consent; (e) use the DocuSign Services or Documentation in a way that (i) violates or infringes upon the rights of a third party, including those pertaining to: contract, intellectual property, privacy, or publicity; or (ii) effects or facilitates the storage or transmission of libelous, tortious, or otherwise unlawful material including, but not limited to, material that is harassing, threatening, or obscene; (f) fail to interfere with or disrupt the integrity, operation, or performance of the DocuSign Services or interfere with the use or enjoyment of it by others; (g) use the DocuSign Services to create, use, send, store, or run viruses or other harmful computer code, files, scripts, agents, or other programs, or circumvent or disclose the user authentication or security of the DocuSign Cloud Service or any host, network, or account related thereto or use any aspect of the DocuSign Services components other than those specifically identified in an Order Form, even if technically possible; or
(h) use, or allow the use of, the DocuSign Services in violation of Section 12.5 (Trade Restriction).

2.3 Suspension of Access. DocuSign may suspend any use of the DocuSign Services, or remove or disable any Account or content that DocuSign reasonably and in good faith believes violates this Agreement. DocuSign will use commercially reasonable efforts to notify Customer prior to any such suspension or disablement, unless DocuSign reasonably believes that: (a) it is prohibited from doing so under applicable law or under legal process (such as court or government administrative agency processes, orders, mandates, and the like); or (b) it is necessary to delay notice in order to prevent imminent harm to the DocuSign Services or a third party. Under circumstances where notice is delayed, DocuSign will provide notice if and when the related restrictions in the previous sentence no longer apply.

2.4 Trial Usage. If Customer registers for a free trial, promotional offer, or other type of limited offer for use of the DocuSign Services (“Free Trial”), Customer may be presented with additional terms and conditions when registering for a Free Trial, and any such additional terms and conditions are hereby incorporated into this Agreement by reference as a Service Schedule and are legally binding upon the Parties. ANY DATA THAT CUSTOMER ENTERS INTO THE DOCUSIGN SERVICES, AND ANY

CONFIGURATIONS MADE BY OR FOR CUSTOMER, DURING THE FREE TRIAL WILL BE PERMANENTLY LOST AT THE END OF THE TRIAL PERIOD UNLESS CUSTOMER: (a) PURCHASES A SUBSCRIPTION TO THE SAME DOCUSIGN SERVICES AS THOSE COVERED BY THE TRIAL; (b) PURCHASES AN UPGRADED VERSION OF THE DOCUSIGN SERVICES; OR (c) EXPORTS SUCH DATA BEFORE THE END OF THE TRIAL PERIOD. CUSTOMER CANNOT TRANSFER DATA

ENTERED OR CONFIGURATIONS MADE DURING THE FREE TRIAL TO A DOCUSIGN SERVIC E

THAT WOULD BE A DOWNGRADE FROM THAT COVERED BY THE TRIAL, AND IN SUCH SITUATION ANY CUSTOMER DATA OR CUSTOMIZATION WILL BE PERMANENTLY LOST.

NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION SECTION 7 (WARRANTIES AND DISCLAIMERS), FREE TRIALS ARE PROVIDED “AS-IS” AND “AS AVAILABLE” AND, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WITHOUT ANY REPRESENTATION OR WARRANTY, WHETHER EXPRESS, IMPLIED OR STATUTORY; AND DOCUSIGN’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO CUSTOMER’S USE OF THE FREE TRIAL IS $100.

3. OWNERSHIP.

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3.1 Customer Data. Customer Data processed using the DocuSign Services is and will remain, as between Customer and DocuSign, owned by Customer. Customer hereby grants DocuSign the right to process, transmit, store or disclose the Customer Data in order to provide the DocuSign Services to Customer or, subject to the terms of Section 10.2 (Required Disclosure) below.

3.2 DocuSign Services. DocuSign, its Affiliates, or its licensors own all right, title, and interest in and to any and all copyrights, trademark rights, patent rights, database rights, and other intellectual property or other rights in and to the DocuSign Services and Documentation, any improvements, design contributions, or derivative works thereto, and any knowledge or processes related thereto and/or provided hereunder. All deliverables provided by or for DocuSign in the performance of Professional Services, excluding Customer Data and Customer Confidential Information, are owne d by DocuSign and constitute part of the DocuSign Service(s) under this Agreement.

3.3 Third-Party Services and Materials. Customer may choose to purchase or otherwise obtain from DocuSign products, services or materials that are provided or supported by third parties (“Third-Party Services and Materials”) for use with DocuSign Services. DocuSign assumes no responsibility for, and specifically disclaims any liability or obligation with respect to, any Third-Party Services and Materials that are provided pursuant to the terms of the applicable third-party license or separate agreement between the licensor of the Third-Party Services and Customer. DocuSign does not represent and/or warrant in any manner that Third-Party Services and Materials are accurate, current, or comply with laws, rules and/or regulations of, or are otherwise valid and enforceable in or appropriate for, the jurisdiction in which the Third-Party Services and Materials are used or for Customer’s purposes.

3.4 Feedback. DocuSign encourages Customer to provide suggestions, proposals, ideas, recommendations, or other feedback regarding improvements to DocuSign Services and related resources (“Feedback”). To the extent Customer provides Feedback, Customer grants to DocuSign a royalty-free, fully paid, sub-licensable, transferable (notwithstanding Section 12.2 (Assignability)), non- exclusive, irrevocable, perpetual, worldwide right and license to make, use, sell, offer for sale, import, and otherwise exploit Feedback (including by incorporation of such feedback into the DocuSign Services) without restriction; provided that such Feedback does not identify Customer, its Affiliates, or Authorized Users, or include any Customer Data without Customer’s prior written consent.

4. SECURITY AND CUSTOMER DATA.

4.1 Data Storage/Transfer. If Customer or Customer Affiliate is established in the United Kingdom, a Member State of the European Economic Area, or Switzerland, the Data Protection Attachment for DocuSign Signature found at: https://www.docusign.com/company/terms-and-conditions/schedule- docusign-signature/attachment-data-protection (“DPA”) applies to the processing of any Personal Data (as defined in Section 1 of the DPA).

4.2 Security. DocuSign will use commercially reasonable industry standard security technologies in providing the DocuSign Services. DocuSign has implemented and will maintain appropriate technical and organizational measures, including information security policies and safeguards, to preserve the security, integrity, and confidentiality of Customer Data and personal data and to protect against unauthorized or unlawful disclosure or corruption of or access to personal data. Additional security obligations, if any, shall be set forth or referenced in the applicable Service Schedule, attachment and/or appendix.

4.3 Customer Data. Customer is responsible for Customer Data (including Customer personal data) a s entered into, supplied or used by Customer and its Authorized Users in the DocuSign Services. Further, Customer is solely responsible for determining the suitability of the DocuSign Services for Customer's business and complying with any applicable data privacy and protection regulations, laws or conventions applicable to Customer Data and Customer’s use of the DocuSign Services. Customer grants to DocuSign the non-exclusive right to process Customer Data (including personal data) for the sole purpose of and only to the extent necessary for DocuSign: (a) to provide the DocuSign Services; (b) to Item 1G - Page 9
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verify Customer’s compliance with the restrictions set forth in Section 2.2 (Restrictions) if DocuSign has a reasonable belief of Customer’s non-compliance; and (c) as otherwise set forth in this Agreement.

4.4 Use of Aggregate Data. Customer agrees that DocuSign may collect, use, and disclose quantitative data derived from the use of the DocuSign Services for business purposes, including industry analysis, benchmarking, analytics, and marketing. All data collected, used, and disclosed will be in aggregate and deidentified form only and will not identify Customer, its Authorized Users, Customer Data, or any third parties utilizing the DocuSign Services.

5. PURCHASE AGREEMENT.

Customer will comply with the terms of the Purchase Agreement. Customer acknowledges that compliance with the terms of the Purchase Agreement is a material condition under this Agreement, and if Reseller notifies DocuSign that Customer is in breach of such Purchase Agreement, DocuSign may consider the Customer to be in breach of this Agreement.

6. TERM AND TERMINATION.

6.1 Term. The term of an Order Form and any associated Service Schedule(s) is the period of time, including all renewals thereto, that begins on the Order Start Date and, unless terminated sooner as provided herein, will continue until the Order End Date, both dates as specified on the Order Form (the “Term”). The term of this MSA and this Agreement shall continue as long as an Order Form remains valid and in effect. Notwithstanding anything else contained in this Agreement, DocuSign may, in its sole discretion, immediately terminate any Order Forms, this Agreement and/or the provision of any DocuSign Services in the event Customer is in breach of any terms or conditions of the Purchase Agreement.

6.2 Termination for Breach; Termination for Insolvency. If either Party commits a breach or default in the performance of any of its obligations under this Agreement, then the other Party may terminate this Agreement in its entirety by giving the defaulting Party written notice of termination, unless the breach or default in performance is cured within thirty (30) days after the defaulting Party receives notice thereof.

Either Party may terminate this Agreement in its entirety upon written notice if the other Party becomes the subject of a petition in bankruptcy or any proceeding related to its insolvency, receivership or liquidation, in any jurisdiction, that is not dismissed within sixty (60) days of its commencement, or an assignment for the benefit of creditors.

6.3 Termination for Convenience. Customer may terminate this Agreement and any Order Form or SOW executed hereunder for its sole convenience with at least thirty (30) days’ prior written notice to DocuSign.

In the event Customer terminates this Agreement, an Order Form or a SOW for convenience under this section, Customer acknowledges and agrees that DocuSign will not be obligated to provide any pro -rated refund to Customer for any prepaid fees received by DocuSign as of the date of termination and that all fees not yet paid by Customer under the respective terminated Order Form or SOW (including those attributable to the remainder of the Term) shall be due and pa yable as of the effective date of termination.

6.4 Post-Termination Obligations. If this Agreement expires or is terminated for any reason: (a) Customer will pay to DocuSign any amounts owed by Customer to DocuSign that have accrued before, and remain unpaid as of, the effective date of the expiration or termination; (b) any and all liabilities of either Party to the other Party that have accrued before the effective date of the expiration or termination will survive; (c) licenses and use rights granted to Customer with respect to DocuSign Services and intellectual property will immediately terminate; (d) DocuSign’s obligation to provide any further services to Customer under this Agreement will immediately terminate, except any such services that are expressly to be provided following the expiration or termination of this Agreement; and (e) the Parties’ rights and obligations under Sections 6.1, 6.3, 7.3, and 9 through 12 will survive.

7. WARRANTIES AND DISCLAIMERS.

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7.1 DocuSign Service Warranties. DocuSign warrants that during the applicable Term, the DocuSign Services, when used as authorized under this Agreement, will perform substantially in conformance with the Documentation associated with the applicable DocuSign Services. Customer’s sole and exclusive remedy for any breach of this warranty by DocuSign is for DocuSign to repair or replace the affected DocuSign Services to make them conform, or, if DocuSign determines that the foregoing remedy is not commercially reasonable, then either Party may terminate this Agreement.

7.2 Mutual Warranties. Each Party represents and warrants that: (a) this Agreement has been duly executed and delivered and constitutes a valid and binding agreement enforceable against it in accordance with the terms of this Agreement; and (b) no authorization or approval from any third party is required in connection with its execution, delivery, or performance of this Agreement.

7.3 Disclaimer. Except for the express representations and warranties stated in this Section 7 (Warr anties and Disclaimers) or a Service Schedule, DocuSign: (a) makes no additional representation or warranty of any kind -- whether express, implied in fact or by operation of law, or statutory -- as to any matter whatsoever; (b) disclaims all implied warranties, including but not limited to merchantability, fitness for a particular purpose, and title; and (c) does not warrant that the DocuSign Services are or will be error -free or meet Customer’s requirements. Customer has no right to make or pass on any re presentation or warranty on behalf of DocuSign to any third party.

8. THIRD-PARTY CLAIMS.

Upon demand, Customer will: (1) defend DocuSign and its Affiliates and each of the foregoing’s respective employees, directors, agents, and representatives (collectively, the “Indemnified Parties”) from and against any actual or threatened third-party claim or legal or administrative agency action or proceeding (a “Claim”) to the extent arising from or related to: (a) use of the DocuSign Services by Customer or its Authorized Users; (b) any breach by Customer of its obligations under Section 2.2 (e) -(f) (Restrictions) or Section 10 (Confidentiality); or (c) the nature and content of all Customer Data processed by the DocuSign Services; and (2) indemnify the Indemnified Parties against all settlement amounts agreed to in connection with any such Claim, all damages and costs awarded in connection with any such Claim and all costs, expenses and losses incurred by any Indemnified Party in connection with a Claim (including legal costs). Customer reserves the right, at its expense, to provide applicable Indemnified Parties with prompt written notice of its intention to assume the exclusive defense and control of any Claim (absent which DocuSign or other Indemnified Party, as determined by DocuSign, will control such defense and may defend such Claim at Customer’s expense). Customer may not enter into any settlement of any Claim unless DocuSign gives its prior written approval of the settlement.

9. LIMITATIONS OF LIABILITY.

9.1 Exclusion of Damages. UNDER NO CIRCUMSTANCES, AND REGARDLESS OF THE NATURE

OF THE CLAIM, SHALL DOCUSIGN (OR ITS AFFILIATES) BE LIABLE TO CUSTOMER FOR LOSS OF

PROFITS, SALES OR BUSINESS, LOSS OF ANTICIPATED SAVINGS, LOSS OF USE OR

CORRUPTION OF SOFTWARE, DATA OR INFORMATION, WORK STOPPAGE OR ANY

CONSEQUENTIAL, INCIDENTAL, SPECIAL, COVER, PUNITIVE, OR EXEMPLARY DAMAGES

ARISING OUT OF OR RELATED TO THE TRANSACTIONS CONTEMPLATED UNDER THIS AGREEMENT, EVEN IF APPRISED OF THE LIKELIHOOD OF SUCH LOSSE S..

9.2 Limitation of Liability. EXCEPT FOR DAMAGES RESULTING FROM DEATH OR BODILY INJURY ARISING FROM DOCUSIGN’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, TO THE EXTENT

PERMITTED BY LAW, THE TOTAL, CUMULATIVE LIABILITY OF DOCUSIGN (OR ITS AFFILIATES)

ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES PROVIDED

HEREUNDER WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF

STATUTORY DUTY, OR ANY OTHER LEGAL OR EQUITABLE THEORY, SHALL BE LIMITED TO THE

AMOUNTS PAID BY CUSTOMER TO RESELLER FOR THE DOCUSIGN SERVICE(S) GIVING RISE TO Item 1G - Page 11
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THE CLAIM DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. THE EXISTENCE OF MORE THAN ONE CLAIM SHALL NOT ENLARGE THIS CUMULATIVE LIMIT. THE PARTIES FURTHER ACKNOWLEDGE THAT CUSTOMER MAY HAVE

STATUTORY RIGHTS AGAINST DOCUSIGN FRANCE SAS AND CUSTOMER ACKNOWLEDGES AND

AGREES THAT ANY AMOUNTS RECOVERED BY CUSTOMER AGAINST DOCUSIGN FRANCE SAS

PURSUANT TO SUCH RIGHTS SHALL BE AGGREGATED WITH ANY OTHER CLAIMS HEREUNDER FOR PURPOSES OF THE CAP ON DAMAGES SET FORTH ABOVE.

9.3 Independent Allocations of Risk. h provision of this Agreement that provides for a limitation of liability, disclaimer of warranties, or exclusion of damages represents an agreed allocation of the risks of this Agreement between the Parties. This allocation is an essential element of the basis of the bargain between the Parties. Each of these provisions is severable and independent of all other provisions of this Agreement, and each of these provisions will apply even if the warranties in this Agreement have failed of their essential purpose.

10. CONFIDENTIALITY.

10.1 Restricted Use and Nondisclosure. During and after the Term, Recipient will: (a) use the Confidential Information of the other Party solely for the purpose for which it is provided; (b) not disclose such Confidential Information to a third party, except on a need-to-know basis to its Affiliates, attorneys, auditors, consultants, and service providers who are under confidentiality obligation s at least as restrictive as those contained herein; and (c) protect such Confidential Information from unauthorized use and disclosure to the same extent (but using no less than a reasonable degree of care) that it protects its own Confidential Information of a similar nature..

10.2 Required Disclosure. If Recipient is required by law to disclose Confidential Information of the other Party or the terms of this Agreement, Recipient will give prompt written notice to the other Party before making the disclosure, unless prohibited from doing so by the legal or administrative process and cooperate with the disclosing Party to obtain where reasonably available an order protecting the Confidential Information from public disclosure. Notwithstanding the foregoing, Customer may comply with any requirement under the Customer’s state law with respect to use and disclosure of public records including without limitation any applicable “Freedom of Information” laws. If Customer is required by law to disclose any information that would be considered to be Confidential Information under DocuSign’s standard terms, Customer agrees to make reasonable efforts to notify DocuSign of such disclosure, to limit such disclosure to only that information that is required to be disclosed by law and to cooperate in any effort reasonably made by DocuSign to prevent or limit such disclosure.

10.3 Ownership. Recipient acknowledges that, as between the Parties, all Confidential Information it receives from the disclosing Party, including all copies thereof in Recipient’s possession or control, in any media, is proprietary to and exclusively owned by the disclosing Party. Nothing in this Agreement grants Recipient any right, title or interest in or to any of the disclosing Party’s Confidentia l Information.

Recipient’s incorporation of the disclosing Party’s Confidential Information into any of its own materials will not render Confidential Information non-confidential.

10.4 Remedies. Recipient acknowledges that any actual or threatened breach of this Section 10 (Confidentiality) may cause irreparable, non-monetary injury to the disclosing Party, the extent of which may be difficult to ascertain. Accordingly, the disclosing Party is entitled to (but not required to) seek injunctive relief in addition to all remedies available to the disclosing Party at law and/or in equity, to prevent or mitigate any breaches of this Agreement or damages that may otherwise result from those breaches. Absent written consent of the disclosing Party to the disclosure, the Recipient, in the case of a breach of this Section 10 (Confidentiality), has the burden of proving that the disclosing Party’s Confidential Information is not, or is no longer, confidential or a trade secret and that the disclosure does not otherwise violate this Section 10 (Confidentiality).

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10.5 The Parties agree to work together to avoid disclosures of Confidential Information that would result in economic loss or damage if such Confidential Information were to be disclosed to third persons by the Recipient pursuant to a request submitted by an operation of applicable law.

11. GOVERNING LAW AND VENUE.

This Agreement is governed by the laws of the State of California, U.S.A., without reference to its choice of law rules to the contrary. The Parties hereby irrevocably consent to the exclusive jurisdiction of, and venue in, any federal or state court of competent jurisdiction located in Riverside County, California, for the purposes of adjudicating any dispute arising out of this Agreement. To the extent permitted by law, choice of law rules, the United Nations Convention on Contracts for the International Sale of Goods, and the Uniform Computer Information Transactions Act as enacted shall not apply. Notwithstanding the foregoing, either Party may at any time seek and obtain appropriate legal or equitable relief in any court of competent jurisdiction for claims regarding such Party’s intellectual property rights. Each Party hereby irrevocably waives, to the fullest extent permitted by law, any and all right to trial by jury in any legal proceeding arising out of or relating to this Agreement. Provisions of the Agreement pertaining to governing law and venue do not apply to Official Use of the DocuSign Services to the extent such provisions are prohibited by Customer’s state constitution or laws, in which case this Agreement is governed by the laws of Customer’s state.

12. GENERAL

12.1 Relationship. The Parties are independent contractors. This Agreement does not create a partnership, franchise, joint venture, agency, fiduciary or employment relationship between the Parties.

Except as set forth in this Agreement, nothing in this Agreement, expressed or implied is intended to give rise to any third-party beneficiary.

12.2 Assignability. Neither Party may assign its rights or obligations under this Agreement without the other Party’s prior written consent. Notwithstanding the foregoing, either Party may assign its rights and obligations under this Agreement to an Affiliate as part of a reorganization, or to a purchaser of its business entity or substantially all of its assets or business to which rights and obligations pertain without the other Party’s consent, provided that: (a) the purchaser is not insolvent or otherwise unable to pay its debts as they become due; (b) the purchaser is not a competitor of the other Party; and (c) any assignee is bound hereby. Other than the foregoing, any attempt by either Party to transfer its rights or obligations under this Agreement will be void.

12.3 Notices. Any notice required or permitted to be given in accordance with this Agreement will be effective if it is in writing and sent using: (a) certified or registered mail; or (b) a nationally recognized overnight courier, to the appropriate Party at the address set forth on the Order Form, with a copy, in the case of DocuSign, to [email protected]. Each Party hereto expressly consents to service of process by registered mail. Either Party may change its address for receipt of notice by notice to the other Party through a notice provided in accordance with this Section 12.3 (Notices). Notices are deemed given upon receipt if delivered using DocuSign Services, two (2) business days following the date of mailing, or one (1) business day following delivery to a courier.

12.4 Force Majeure. In the event that either Party is prevented from performing, or is unable to perform, any of its obligations under this Agreement due to any cause beyond the reasonable control of the Party invoking this provision (including, without limitation, for causes due to war, fire, earthquake, flood, hurricane, riots, acts of God, telecommunications outage not caused by the obligated Party, or other similar causes) (“Force Majeure Event”), the affected Party’s performance will be excused and the time for performance will be extended for the period of delay or inability to perform due to such occurrence; provided that the affected Party: (a) provides the other Party with prompt not ice of the nature and expected duration of the Force Majeure Event; (b) uses commercially reasonable efforts to address and mitigate the cause and effect of such Force Majeure Event; (c) provides periodic notice of relevant Item 1G - Page 13
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developments; and (d) provides prompt notice of the end of such Force Majeure Event. Obligations to pay are excused only to the extent that payments are entirely prevented by the Force Majeure Event.

12.5 Trade Restrictions. The DocuSign Services, Documentation, and the provision and derivatives thereof are subject to the export control and sanctions laws and regulations of the United States and other countries that may prohibit or restrict access by certain persons or from certain countries or territories (“Trade Restrictions”).
(a) Each Party shall comply with all applicable Trade Restrictions. In addition, each Party represents that it is not a Restricted Party, nor is it owned or controlled by, or acting on behalf of any person or entity that is a Restricted Party. “Restricted Party” means any person or entity that is: (i) listed on any U.S. government list of persons or entities with which U.S. persons are prohibited from transacting, including, but not limited to, OFAC’s List of Specially Designated Nationals and Other Blocked Persons, the U.S. State Department's Nonproliferation Sanctions lists, the U.S. Commerce Department’s Entity List or Denied Persons List located at https://www.export.gov/article?id=Consolidated-Screening-List; or (ii) subject to end destination export control regulations, such as, but not limited to, the U.S. Export Administration Regulations and EU Dual-Use Regulation EC 428/2009.
(b) Customer acknowledges and agrees that it is solely responsible for complying with, and shall comply with, Trade Restrictions applicable to any of its own or its Affiliates' or Authorized Users’ content or Customer Data transmitted through the DocuSign Services. Customer shall not and shall not permit any Authorized User to access, use, or make the DocuSign Services available to or by any Restricted Party or to or from within in a country or territory subject to comprehensive U.S. sanctions (currently including, but not limited to, Cuba, the Crimea region of the Ukraine, Iran, North Korea, and Syria).

12.6 Anti-Corruption. In connection with the services performed under this Agreement and Customer’s use of DocuSign’s products and services, the Parties agree to comply with all applicable anti-corruption and anti-bribery related laws, statutes, and regulations.

12.7 U.S. Government Rights. All DocuSign software (including DocuSign Services) is commercial computer software and all services are commercial items. “Commercial computer software” has the meaning set forth in Federal Acquisition Regulation (“FAR”) 2.101 for civilian agency purchases and the Department of Defense (“DOD”) FAR Supplement (“DFARS”) 252.227-7014(a)(1) for defense agency purchases. If the software is licensed or the DocuSign Services are acquired by or on behalf of a civilian agency, DocuSign provides the commercial computer software and/or commercial computer software documentation and other technical data subject to the terms of this Agreement as required in FAR 12.212 (Computer Software) and FAR 12.211 (Technical Data) and their successors. If the software is licensed or the DocuSign Services are acquired by or on behalf of any agency within the DOD, DocuSign provides the commercial computer software and/or commercial computer software documentation and other technical data subject to the terms of this Agreement as specified in DFARS 227.7202 -3 and its successors. Only if this is a DOD prime contract or DOD subcontract, the Government acquires additional rights in technical data as set forth in DFARS 252.227-7015. Except as otherwise set forth in an applicable Service Schedule, this Section 12.7 (U.S. Government Rights) is in lieu of, and supersedes, any other FAR, DFARS or other clause or provision that addresses U.S. Government rights in computer software or technical data.

12.8 Publicity. Neither Party shall refer to the identity of the other Party in promotional material, publications, or press releases or other forms of publicity relating to the DocuSign Service unless the prior written consent of the other Party has been obtained DocuSign agrees that Customer’s seals, trademarks, logos, service marks, trade names, and the fact that Customer has a presence on one of DocuSign’s websites or uses the DocuSign Services, will not be used by DocuSign in such a manner as to state or imply that DocuSign’s products or services are endorsed, sponsored or recommended by Item 1G - Page 14
DOCUSIGN MASTER SERVICES AGREEMENT FOR NON-FEDERAL U.S. PUBLIC ENTITIES

Customer or are considered by Customer to be superior to any other products or services without prior approval from Customer or by other relevant government authority. Except for pages whose design and content is under the control of the Customer, or for links to or promotion of such pages, DocuSign agrees not to display any Customer or government seals, trademarks, logos, service marks, and trade names on our homepage or elsewhere on one of DocuSign’s hosted sites unless permission to do so has been granted by Customer or by other relevant government authority. Notwithstanding th e foregoing, Customer hereby agrees that DocuSign may list Customer’s name in a publicly available customer list on a DocuSign website or elsewhere so long as the name is not displayed in a more prominent fashion than that of any other third-party customer name.

12.9 Waiver. The waiver by either Party of any breach of any provision of this Agreement does not waive any other breach. The failure of any Party to insist on strict performance of any covenant or obligation in accordance with this Agreement will not be a waiver of such Party’s right to demand strict compliance in the future, nor will the same be construed as a novation of this Agreement.

12.10 Severability. If any part of this Agreement is found to be illegal, unenforceable, or invalid, the remaining portions of this Agreement will remain in full force and effect.

12.11 Amendment. DocuSign reserves the right to change or modify any of the terms and conditions contained in this Agreement (including, in any Schedule, appendix or attachment or by t he addition of one or more Schedules, attachments or appendices) at any time and in its sole discretion upon providing notice at https://www.docusign.com/company/terms-and-conditions/reseller. Any changes or modifications will be effective thirty (30) days following posting of such notice; provided, no amendments, modifications or other changes will apply retroactively. Customer waives any right it may have to receive additional notice of such changes or modifications. Customer’s continued use of any DocuSign Service following the posting of a revised Agreement will constitute Customer’s agreement to be bound by the revised Agreement. Customer agrees that if it does not agree to any terms any revised Agreement, Customer will cease using DocuSign Services.

12.12 Entire Agreement. This Agreement is the final, complete, and exclusive expression of the agreement between the Parties regarding the DocuSign Services provided under this Agreement. This Agreement supersedes and replaces, and the Parties disclaim any reliance on, all previous oral and written communications (including any confidentiality agreements pertaining to the DocuSign Services under this Agreement), representations, proposals, understandings, undertakings, and negotiations with respect to the subject matter hereof and apply to the exclusion of any other terms that Customer seeks to impose or incorporate, or which are implied by trade, custom, practice, or course of d ealing.

12.13 Discrimination and Non-Segregation. DocuSign, Inc. is a federal contractor. As a result, the Equal Opportunity Clause set forth in 41 C.F.R. parts 60-1.4(a), and the employee notice found at 29 C.F.R. Part 471, Appendix A to Subpart A are incorporated by reference herein. In addition, DocuSign shall abide by the requirements of 41 C.F.R. §§ 60-300.5(a) and 60-741.5(a). These regulations prohibit discrimination against qualified individuals on the basis of protected veteran status or disabil ity, and require affirmative action by covered prime contractors and subcontractors to employ and advance in employment qualified protected veterans and individuals with disabilities.

12.14. FERPA. If Customer wants its students to use the DocuSign Services (permitted only for students age 13 and older), Customer is responsible for complying with the U.S. Family Educational Rights and Privacy Act (“FERPA”). This means Customer must notify those students’ parents/guardians of the personally identifiable information that it will collect and share with DocuSign and obtain parental/guardian consent before its students sign up or use the DocuSign Services. When obtaining such consent, Customer should provide parents/guardians with a copy of DocuSign’s Privacy Pol icy. Customer must keep all consents on file and provide them to DocuSign at DocuSign’s reasonable request. If Customer is located outside of the United States, DocuSign will rely upon Customer to obtain any required consents or approvals from the parent or guardian of any student covered by similar laws and, as a condition to Item 1G - Page 15
DOCUSIGN MASTER SERVICES AGREEMENT FOR NON-FEDERAL U.S. PUBLIC ENTITIES

Customer’s and its students’ use of the DocuSign Services, Customer will comply with such laws.

DocuSign acknowledges that, as between DocuSign and Customer, DocuSign may be considere d a “School Official” as that term is used in FERPA and its implementing regulations. As such, DocuSign agrees that it will hold all Customer Data (including personal data therein) in strict confidence pursuant to the terms of the Agreement and will not use or disclose Customer Data except: (a) as required to provide the DocuSign Services to Customer or (b) as required by law, but only to the extent permitted and only in the manner prescribed by the law, and (c) as otherwise expressly authorized by the Agre ement and in accordance with DocuSign’s Privacy Policy . This section will not create any obligations on the part of DocuSign outside those set forth in this Agreement.

12.15. Gramm-Leach-Bliley Act. DocuSign agrees and warrants it has implemented inform ation security policies and safeguards to preserve the security, integrity, and confidentiality of eDocument and to protect against unauthorized access and anticipated threats or hazards thereto, that meet the objectives of the Interagency Guidelines Establishing Standards for Safeguarding Customer Information as set forth in Section 501(b) of the Gramm-Leach-Bliley Act.

Item 1G - Page 16

ATTACHMENT B
Item 1G - Page 17

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity
Carahsoft Technology Corp.

2. Address of Entity (Principal Place of Business)
11493 Sunset Hills Rd, Suite 100, Reston VA 20190

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

4. State where Entity is Registered with Secretary of State Maryland

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

5. Type of Entity
J 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 entity

_______Craig Abod F Officer F Director F Member F Manager [name] F General Partner F Limited Partner
JOther ___CEO_________________

______Robert Moore___________ F Officer J Director F Member F Manager [name] F General Partner F Limited Partner
FOther __________________________

_____Kristina Smith_____ F Officer J Director F Member F Manager [name] F General Partner F Limited Partner
FOther__________________________
Item 1G - Page 18

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. 0BCraig Abod

[name of owner/investor]
100%, Carahsoft Technology Corp.

[percentage of beneficial interest in entity
and name of entity]
B. 1BCraig Abod

[name of owner/investor]
100%, Carahsoft Inc.

[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

Kristina Smith, Contracts Director
Date
10/7/2022
of Disclosing Party, Printed
stina Smith,
Contracts Di
Item 1G - Page 19

ATTACHMENT C
Item 1G - Page 20
Item 1G - Page 21
Government -Price Quotation
DocuSign·
DocuSign Government at Carahsoft
carahsoft.

TO:

EMAIL:
11493 Sunset Hills Road I Suite 100 I Reston, Virginia 20190 Phone (703} 871-8500 I Fax (703} 871-8505 I Toll Free {888) 662-2724 www.carahsoft.com I [email protected]
Kim Baker
City of Palm Springs
3200 E. Tahquitz Canyon Way
PO Box2743
Palm Springs, CA 92262 USA
[email protected]
FROM:

EMAIL:

Jennifer Yeater
DocuSign Government at Carahsoft
11493 Sunset Hills Road
Suite 100
Reston, Virginia 20190
[email protected]
PHONE: (760) 322-8368 PHONE: (571) 662-3397 FAX: (703) 871-8505 TERMS: Contract Number: CMAS # 3-12-70-2247E
Term: 8/28/2012 -12/19/2026
Delivery: 30 Days ARO
PaymentTerms:Net45
Credit Cards: Cal-Card Accepted
Delivery: FOB Destination
Tax: State Sales Tax as Required
Business Size: Large
Sales Tax May Apply
LINE NO. PART NO. DESCRIPTION
APT-0393 DocuSign Enterprise Pro for Gov -Env
DocuSign, Inc. -APT-0393
Start Date: 11/01/2022
End Date: 10/31/2025
QUOTE NO:

QUOTE DATE:

QUOTE EXPIRES:

RFQNO:

SHIPPING:

TOTAL PRICE:

TOTAL QUOTE:

QUOTE PRICE
$3.5745 GSA
36321371
10/20/2022
10/31/2022
ESD
$61,660.50
$61,660.50

QTY EXTENDED PRICE
15000 $53,617.50
2 4987-120-49 Premier Support 15% of Recurring Fees (15% of List Price $0.5362 GSA 15000 $8,043.00

CONFIDENTIAL
PAGE 1 of 2
per $100 of List License Fees)
DocuSign, Inc. -APT-0075
Start Date: 11/01/2022
End Date: 10/3112025
SUBTOTAL:

TOTAL PRICE:

TOTAL QUOTE:

QUOTE DATE:

QUOTE NO:
$61,660.50
$61,660.50
$61,660.50
10/20/2022
36321371
Item 1G - Page 22
Government
-Price
Quotation
DocuSign~
DocuSign
Government
at
Carahsoft
carahsoft8
11493
Sunset
Hills
Road
I Suite
100
I Reston,
Virginia
20190
Phone
(703)
871-8500
I Fax
(703)
871-8505
I Toll
Free
(888)
662-2724
www.carahsoft.com
I [email protected]
LINE
NO.

PART
NO.

DESCRIPTION
QUOTE
PRICE
QTY

EXTENDED
PRICE
*Payment
for
Carahsoft
Quote
36321371
must
made
In
full
and
upfront.•
Product
Details
eSignature
Envelope Allowance:
15,000
Overage/Usage
Fees
eSignature
Enterprise
Pro
fof
Gov
-Env
(Per
Transaction):
$9.96
Please
Include
the
below
paragraph
in
your
P.O.
or
Carahsoft
will
be
required
to
apply
a tax
fee:
"All
Products
Purchased
under
this
agreement
are
available
via
Electronic
Distribution
only.

No
tangible
media
or
documentation
will
be
available
or
shipped
under
this
agreement.

Access
to
the
products
purchased
under
this
agreement
Is
in
no
way
dependent
upon
any
tangible
media
that
may
have
been
received
prior
to,
or
separately
from,
this
agreement.

To
support
the
California
sales
and
use
tax
exempt
status
of
electronically
downloaded
software
allowed
under
California
regulation
1502
(F)
(1)
(D),
vendor
invoices
for
all
purchases
made
under
this
agreement
must
accurately
state
that
software
distribution
is
solely
via
electronic
download
and
that
no
tangible
media
or
documentation
will
be
shipped
to
or
received
by
our
agency."
Order
Special
Terms
Vear
1 -
$21,804.50
Vear
2 -
$21,804.50
Vear
3 -
$21,804.50
Customer
must
reference
Quote
number
on
Purchase
Order.

Should
Customer
purchase
via
Reseller
all
terms
of
Carahsoft
Quote
must
be
incorporated
in
Reseller
quote
and
Customer
Purchase
Order
to
Reseller.

Any
increase
in
subscription
and
support
pricing
will
be
in
accordance
with
DocuSign's
pricing
and
policies
in
effect
at
the
time
of
the
renewal
or
as
otherwise
agreed
to
by
the
parties.

Licensee
agrees
that
any
order
for
DocuSign
will
be
governed
by
the
terms
and
conditions
of
the
Carahsoft
Docusign
Service
Agreement
copies
of
which
are
found
at
https://statlc.carahsoft.com/concrete/files/2616/5962/5258/DocuSign_Master_Services_Agreement_fo_Public_Sector.pdf and
all
Schedules
and
Documentation
referenced
by
the
Terms
are
made
a
part
hereof.

The
parties
agree
that
any
term
or
condition
stated
in
a Customer
purchase
order
or
in
any
other
Customer
order
documentation
(excluding
Quotes)
is
void
. In
the
event
of
any
conflict
or
inconsistency
among
the
following
documents,
the
order
of
precedence
shall
be:
(1)
the
applicable
Quotes
(and
their
Contract
Vehicle),
(2)
the
TOU,
and
(3)
the
Documentation.

Licensee
acknowledges
it
has
had
the
opportunity
to
review
the
Terms,
prior
to
executing
an
order.

Should
the
customer
purchase
any
version
of
DocuSign's
ll-4
licensing
the
below
terms
will
apply.

Reference
the
Memorandum
previously
provided
to
DISA
Authorizing
Official
(dated
March
27,
2021)
detailing
the
Provisional
Authorization
(PA)
granted
by
DISA,
exceptions
to/exclusions
from
the
PA,
and
conditions
DocuSign
is
required
to
meet
in
order
to
maintain
the
PA.

DocuSign
Is
not
yet
authorized
to
connect
to
NIPRnet.

Customer
acknowledges
that
as
of
the
Order
Start
Date,
DocuSign
does
not
have a
BCAP
connection
to
NPIRnet.

Therefore,
as
a
result,
if
Customer
does
not
currently
have
DISA
approval
to
forego
the
BCAP
connection
to
NIPRnet:
-Customer
will
not
use
any
DocuSign
DoD/IL-4
products
in
production
without
a
BCAP
connection
(or
DISA
approval);
-Customer
will
not
host,
store
or
transmit
production
data
in
the
ll4
environment
without
a
BCAP
connection
to
NIPRnet
or
a documented
exception
from
DISA
per
to
use
DocuSign
products
while
forgoing
the
BCAP;
-Customer
agrees
not
to
use
any
DocuSign
DoD/IL-4
products
to
connect
to
any
DocuSlgn
environment
via
a
non
BCAP
end
point
without
a documented
exception
from
DISA
to
use
DocuSign
products
while
forgoing
the
BCAP;
-Customer
is
responsible
for
any
customer
data
sent
to
third
party
applications
(regardless
of
whether
third
party
applications
are
ll-4
certified).

Enterprise
Premier
Support
for
ll-4
customers
is
available
from
9:00am
-8:30pm
Eastern
Standard
Time.

CONFIDENTIAL PAGE
2 of
2 QUOTE
DATE:

QUOTE
NO:
10/20/2022 36321371

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

GENERAL FUND FISCAL YEAR 2022-23 FINANCIAL REPORT FOR FIRST QUARTER ENDING SEPTEMBER 30, 2022
RECOMMENDATION:

Receive and file the General Fund Fiscal Year 2022-23 Financial Report.

Attachments
Item 1H

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: GENERAL FUND FISCAL YEAR 2022 -23 FINANCIAL REPORT FOR FIRST QUARTER ENDING SEPTEMBER 30, 2022

FROM: Teresa Gallavan, Interim City Manager

BY: Department of Finance and Treasury

SUMMARY:

This report presents an overview of the General Fund Fiscal Year 2022-23 revenues and expenditures for the first quarter ended of September 30, 2022.

RECOMMENDATION:

Receive and file.

STAFF ANALYSIS:

General Fund (GF) r evenues at September 30, 2022 were $25.2 million (excluding transfers in), compared to September 30, 2021 GF revenues of $30.8 million ; GF expenditures at September 30, 2022 were $27.8 million (excluding transfers out) as compared to GF expenses at September 30, 2021 of $23 million.

The Fiscal Year 2022- 23 revenues and expenditures are following traditional municipal accounting patterns with increased expenditures in the first half of the year , and the majority of the revenues coming second half of the year.

ALIGNMENT WITH STRATEGIC PLANNING:

Good Governance.

FISCAL IMPACT:

None.

Item 1H - Page 1
City Council Staff Report
November 10, 2022 -- Page 2
First Quarter FY23 Financial Report

REVIEWED BY:

Assistant Dept. Director: Kristopher Mooney
Department Director: Nancy Pauley
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

1. 1st Quarter FY23 summary and narrative

2. Detailed 5 Quarter revenue and expense trend

Item 1H - Page 2

ATTACHMENT 1

Item 1H - Page 3
City of Palm Springs
Quarterly Financial Report
First Quarter of 2022-2023 Attachment 1

October 27, 2022

OVERVIEW

This quarterly report represents the City’s General Fund revenues and expenditures through September 30, 2022.

GENERAL FUND

The General Fund supports the day-to-day activities of the City, such as police, fire protection, street and park
maintenance, culture and recreation, library, and general administrative functions. General fund activities are
supported primarily from property, transient occupancy, and sales and use taxes.

General Fund Financial Condition : With 25% of the
year complete, General Fund revenues are $25.2 million
or 13.4% of the budget estimate, a sharp decrease from
last year’s $30.8 million or 20.7% of the budget estimate.

Expenditures are currently $27.8 million or 13.5% of the revised budget compared with last year’s $23 million or

15.5% of the budget estimate.

Revenues The General Fund accounts for around 45.9%
of the City’s total revenues. First quarter General Fund revenues are down approximately 18.1% or $5.6 million
compared to the prior year Q1. This decrease is largely due to federal grants received in FY 2021-22.

Excludes transfers into the General Fund
 Property Taxes: Property taxes are primarily collected in December and April of every year with a final reconciliation payment at the end of June. The budget assumes a 1.8%
increase in property tax revenue for FY 2022-23.

 Transient Occupancy Taxes (TOT): TOT is a tax assessed per room night for guests staying in hotels or other short- term lodging and is collected at a rate of 11.5% for providers with less than 125 units, and a rate of 13.5% on providers with more than 125 units. First quarter TOT revenues were $4.9 million or 10.1% of the budget estimate compared with last year’s $5.7 million or 16.4% of the budget estimate.

This represents a $791 thousand decrease from first quarter last year. The budget assumes a 38.8% increase from the previous year of $34.9 million.

 Sales and Use Taxes: Sales and use tax collections were approximately flat when compared to the first quarter of last year indicating overall sales activity has remained constant between the two quarters. Sales and use taxes are budgeted to increase by 25.5% to $30.7 million for FY 2022-23.

 All Other: Revenues in this category include interest income, facilities rental, cont ributions/donations and other miscellaneous revenues. This category is at 57.6% of the estimated budget which is below the prior year’s 64.6%.

Expenditures At the end of the first quarter, current year expenditures are below the budgeted assumptions. All
sources are expected to remain on target.

Revised Actual
Budget to Date Percent
Total Revenues $ 187,338,271 25,183,749 13.4%
Total Transfers In 1,000,000 250,000 25.0% Total Expenditures 205,580,718 27,753,197 13.5% Total Transfers Out 26,863,798 6,715,950 25.0% GENERAL FUND STATUS SUMMARY FY 2022-2023
Source lan
Revised
Budget
Actual to
Date
Actual %
to Budget
Property Tax $ 29,235,750 43,977 0.2% Transient Occupancy Tax 48,390,703 4,910,978 10.1% Sales and Use Tax 30,717,096 2,163,068 7.0% Cannabis Tax/Fees 5,123,000 492,590 9.6% Utility Users Tax 11,500,000 2,292,295 19.9% Other Taxes 14,745,844 237,516 1.6%
Licenses and Permits 6,826,829 1,933,089 28.3% Intergovernmental 31,893,500 10,258,895 32.2% Charges for Services 6,332,763 1,699,006 26.8% Fines and Penalties 736,925 95,090 12.9% All Other 1,835,861 1,057,245 57.6%
Total General Fund 187,338,271 25,183,749 13.4%

GENERAL FUND REVENUES BY SOURCE
Item 1H - Page 4
I I
Revenues - Actuals vs. Revised Budget
200,000
150,000
100,000
50,000
1st Quarter FY 2022-23 1st Quarter FY 2021-22
 Revised Budget  Actual to Date
City of Palm Springs
Quarterly Financial Report
First Quarter of 2022-2023 Attachment 1

Excludes transfers out of General Fund

For more information : This summary is based on detailed information from the City’s financial management system.

For any questions about this report please contact Nancy Pauley, Director of Finance and Treasurer at 760-322-8221 or Kristopher Mooney, Assistant Director of Finance at 760- 322-8324.

Other Noteworthy Data

A look at expenditures vs. the revised budget

General fund historical analysis (excludes all fund transfers)

SOURCE
Revised
Budget
Actual to
Date Percent
G eneral G overnm ent $ 115,636,480 10,195,508 8.8% Police 43,376,351 9,709,286 22.4%
Fire 27,048,667 5,589,600 20.7%
Parks and Recreation 13,519,220 2,258,803 16.7% PERS Future Cost Reserve 6,000,000 - 0.0% Total General Fund 205,580,718 27,753,197 13.5%

GENERAL FUND EXPENDITURES BY SOURCE
Item 1H - Page 5
f I
VI
-0
C
"' VI
:,
0 .c r-
C
VI
c :,
0 E
~
Expenditures - Actuals vs. Revised Budget
250,000
200,000
150,000
100,000
50,000
80,000
70,000
60,000
50,000
40,000
30,000
20,000
10,000
1st Quarter FY 2022-23 1st Quarter FY 2021-22
 Revised Budget  Actual to Date
General Fund - 5 Quarter Historical Analysis
II
1Q2021-22 2Q2021-22 3Q2021-22 4Q2021-22 1Q2022-23
 Total Revenues  Total Expenditures

ATTACHMENT 2

Item 1H - Page 6
Detailed 5 Quarter Revenue and Expense Trended Income Statement Attachment 2 2023 $ Change from % Change from
Q1 Q2 Q3 Q4 Q1 Prior Quarter Prior Quarter
Total Revenue $30,762,935.41 $38,388,416.12 $43,676,902.56 $75,547,916.84 $25,433,748.92 ($5,329,186.49) -17.3% 31005 - Current Year Taxes Secured $0.00 $9,346,248.28 $6,857,275.13 $12,234,821.38 $43,977.34 $43,977.34 31010 - Current Year Taxes Unsecured ($36,547.07) $0.00 $429,693.38 $21.15 $0.00 $36,547.07 -100.0% 31020 - In Lieu Prop Tax - Mvil $0.00 $0.00 $3,098,570.87 $3,043,403.00 $0.00 $0.00 31025 - Net Ab 1 X 26 $0.00 $0.00 $1,303,900.40 $2,062,901.41 $0.00 $0.00 31035 - Cra Pass Thru City Of PS $0.00 $0.00 $454,570.75 $481,587.94 $0.00 $0.00 31045 - Sales and Use Taxes $2,100,846.35 $6,790,135.93 $8,057,992.39 $14,869,785.41 $2,163,067.84 $62,221.49 3.0% 31055 - Cannabis Tax $707,861.68 $1,055,390.41 $902,251.86 $1,549,849.35 $413,942.49 ($293,919.19) -41.5% 31056 - Cannabis Tax - Meas E $82,618.45 $86,317.62 $75,860.11 $75,220.11 $76,076.17 ($6,542.28) -7.9% 31065 - M Cannabis Audit Recovery $16,745.74 $0.00 $0.00 $0.00 $1,851.36 ($14,894.38) -88.9% 31070 - Parking Tax $0.00 $0.00 $0.00 $48,639.50 $0.00 $0.00 31075 - Franchises $0.00 $529,620.10 $559,071.49 $3,050,242.98 $0.00 $0.00 31085 - Transient Occupancy Tax $5,680,563.00 $11,406,127.73 $13,609,781.06 $23,204,272.76 $4,725,656.46 ($954,906.54) -16.8% 31090 - Transient Occupancy Permit $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 31100 - Tot Audit Recovery $21,824.11 $212,924.29 $52,473.12 $138,127.78 $185,321.13 $163,497.02 749.2% 31105 - Documentary Transfer Tax $215,055.82 $284,254.33 $336,912.19 $585,115.50 $183,623.28 ($31,432.54) -14.6% 31110 - New Development Tax $93,218.40 $107,692.94 $141,328.90 $168,079.20 $53,892.40 ($39,326.00) -42.2% 31115 - Utility Users Tax $2,099,492.30 $2,558,462.12 $4,271,436.81 $6,698,569.04 $2,292,294.87 $192,802.57 9.2% 31209 - Cannabis Odor Recovery $0.00 $0.00 $0.00 $11,282.50 $720.00 $720.00 32000 - Business License $214,091.60 $262,332.55 $252,247.85 $220,553.36 $230,492.94 $16,401.34 7.7% 32005 - Building Permits $658,436.03 $606,543.28 $757,314.82 $875,099.16 $550,199.18 ($108,236.85) -16.4% 32010 - Sewer Permits Ins Fee $2,300.00 $1,955.00 $3,174.00 $2,714.00 $1,656.00 ($644.00) -28.0% 32015 - Construction Permits $69,988.83 $148,464.51 $38,501.45 $45,324.32 $66,660.82 ($3,328.01) -4.8% 32020 - Permit Issuance $66,082.69 $64,838.34 $70,393.79 $83,151.16 $62,703.22 ($3,379.47) -5.1% 32025 - Sign Permits $6,750.00 $8,735.00 $9,038.00 $3,714.00 $4,462.00 ($2,288.00) -33.9% 32030 - Transportation Permit $2,748.00 $2,496.00 $3,032.00 $2,206.00 $2,288.00 ($460.00) -16.7% 32035 - Pool Drain Permits $419.56 $332.34 $320.90 $389.66 $390.51 ($29.05) -6.9% 32040 - Code Compliance Inspections $2,938.00 $4,406.00 $4,633.00 $7,119.00 $3,414.94 $476.94 16.2% 32045 - Renewals/Misc Permits $2,435.58 $3,511.58 $2,434.24 $4,399.54 $3,950.45 $1,514.87 62.2% 32055 - Zoning Fees $142,620.00 $124,055.90 $101,019.00 $180,761.50 $174,117.00 $31,497.00 22.1% 32060 - Subdivision Fees $24,292.94 $10,703.00 $20,945.94 $32,190.66 $26,504.25 $2,211.31 9.1% 32065 - Vacation Rental Permit $357,919.68 $541,153.00 $638,569.00 $710,692.00 $664,811.00 $306,891.32 85.7% 2022
10/19/2022 2:06:26 PM Page 1 of 6
Item 1H - Page 7
Detailed 5 Quarter Revenue and Expense Trended Income Statement Attachment 2 2023 $ Change from % Change from
Q1 Q2 Q3 Q4 Q1 Prior Quarter Prior Quarter
2022
32070 - Vacant Building Registration $0.00 $2,019.28 $0.00 $0.00 $80.78 $80.78 32075 - Sb1473 Building Stand Admin $3,513.57 $1,270.04 $562.44 ($3,846.14) $2,580.69 ($932.88) -26.6% 32085 - Rent Control Registration $5,220.00 $32,400.00 $0.00 $0.00 $5,160.00 ($60.00) -1.1% 32095 - Cannabis Permit Fee $43,468.00 $77,942.00 $85,445.50 $51,145.00 $91,633.00 $48,165.00 110.8% 32125 - State District Access Fee 1186 $5,386.00 $5,721.20 $6,190.00 $4,383.60 $5,182.00 ($204.00) -3.8% 32135 - Admin Fee - Engineering $13,537.38 $10,662.96 $19,298.70 $36,731.00 $29,610.10 $16,072.72 118.7% 32140 - Covenant - Engineering $2,093.04 $7,674.48 $8,372.16 $13,256.21 $7,192.36 $5,099.32 243.6% 33000 - Grants $10,925,954.34 $176,009.84 $110,742.11 ($8,544,250.51) $10,223,571.22 ($702,383.12) -6.4% 33005 - State Homeowners Tax Rel $0.00 $35,418.63 $82,643.50 $0.00 $0.00 $0.00 33015 - Peace Off Training Funds ($170.84) $1,127.53 $4,564.35 $11,211.15 $35,324.26 $35,495.10 -20776.8% 33510 - Mutual Aid Overtime $0.00 $137,440.50 $0.00 $0.00 $0.00 $0.00 33525 - Local Dev Mitigation Fee $9,966.00 ($8,781.94) $125,631.77 ($123,457.53) $20,426.35 $10,460.35 105.0% 33645 - St Highway Maintenance $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 34000 - Concessions $305.85 $175.55 $286.52 $159.36 $58.96 ($246.89) -80.7% 34030 - Other Charges Current Services $5,347.44 $10,940.29 $15,784.06 $12,713.50 $11,671.29 $6,323.85 118.3% 34035 - Insurance $603.00 $1,800.00 $1,200.00 $550.00 $1,200.00 $597.00 99.0% 34040 - Towing Fees $22,325.00 $20,445.00 $25,665.00 $34,310.00 $12,690.00 ($9,635.00) -43.2% 34050 - Multi Unit Fire Insp Fee $53,699.00 $61,110.00 $39,761.00 $108,597.00 $34,124.50 ($19,574.50) -36.5% 34060 - Shooting Range $1,050.00 $1,225.00 $1,194.00 $2,077.00 $875.00 ($175.00) -16.7% 34065 - Fingerprint Fees $0.00 $0.00 $0.00 ($52.00) $0.00 $0.00 34075 - Police Contract Ot $1,648.00 $18,368.00 $36,595.00 $84,996.32 $9,680.00 $8,032.00 487.4% 34080 - Fire Inspection Fee $78.00 $299.00 ($184.00) $0.00 $0.00 ($78.00) -100.0% 34085 - Fire Plan Check Fee $40,759.70 $33,334.50 $34,450.00 $40,435.00 $35,534.02 ($5,225.68) -12.8% 34090 - Fire Commercial Insp Fee $5,336.00 $7,912.00 $8,248.00 $9,279.00 $7,404.00 $2,068.00 38.8% 34091 - Fire Cert Program $0.00 $1,100.00 $0.00 $450.00 $0.00 $0.00 34095 - Fire Fees Misc $2,909.25 $970.95 $643.00 $1,105.36 $1,013.68 ($1,895.57) -65.2% 34100 - Dui Program $22,566.35 ($1,430.13) $10,517.26 $7,170.02 $4,022.54 ($18,543.81) -82.2% 34110 - Building Plan Check Fees $208,478.62 $202,831.46 $136,961.52 $195,107.85 $172,364.81 ($36,113.81) -17.3% 34115 - Engineering Plan Check Fees $62,714.92 $21,922.72 $35,604.75 $65,636.13 $35,304.43 ($27,410.49) -43.7% 34120 - Miscellaneous Filing Fee $89,074.94 $81,669.00 $72,936.22 $52,347.50 $58,576.00 ($30,498.94) -34.2% 34125 - Misc Engineering Fees $5,786.01 $0.00 $3,199.86 ($902.25) $0.00 ($5,786.01) -100.0% 34140 - Real Property Fees $9,315.12 $5,825.03 $2,372.00 $4,744.00 $3,691.29 ($5,623.83) -60.4% 10/19/2022 2:06:26 PM Page 2 of 6
Item 1H - Page 8
Detailed 5 Quarter Revenue and Expense Trended Income Statement Attachment 2 2023 $ Change from % Change from
Q1 Q2 Q3 Q4 Q1 Prior Quarter Prior Quarter
2022
34145 - Gen Plan Maintenance Surcharge $31,907.68 $18,002.49 $35,000.24 $41,279.14 $17,674.18 ($14,233.50) -44.6% 34150 - Planning Admin Services $7,287.86 $0.00 ($720.00) $0.00 $0.00 ($7,287.86) -100.0% 34165 - Administrative Service Charges $563,048.27 $570,495.42 $564,347.21 $585,061.11 $600,661.75 $37,613.48 6.7% 34181 - Parklet Fees $0.00 $26,688.10 $28,630.60 $27,832.85 $23,750.30 $23,750.30 34190 - Nuisance Abatement $0.00 $0.00 $0.00 $0.00 $3,672.22 $3,672.22 34195 - Nuisance Abatement Admin $0.00 $0.00 $0.00 $0.00 $404.00 $404.00 34206 - PS USD Officer $13,685.60 $0.00 $49,325.40 $24,662.70 $8,220.92 ($5,464.68) -39.9% 34207 - Rent A Cell $7,706.30 $11,496.51 $11,496.51 $15,328.68 $7,769.36 $63.06 0.8% 34320 - Issuance Fee $3,556.35 $4,200.00 $5,910.25 $6,586.95 $3,358.50 ($197.85) -5.6% 34325 - Tlc/Psvu Site Fees $0.00 $0.00 $0.00 $0.00 $621.00 $621.00 34330 - Friends Of The Library $5,431.42 $8,871.75 $6,984.50 $7,699.25 $4,632.51 ($798.91) -14.7% 34335 - Library Fees $1,201.34 $1,470.20 $966.90 $2,445.61 $1,319.79 $118.45 9.9% 34350 - Camp $16,805.66 $639.13 $1,856.50 $73,846.35 $29,969.30 $13,163.64 78.3% 34360 - Fitness $294.30 $20.00 $0.00 $0.00 $0.00 ($294.30) -100.0% 34365 - Youth Programs $15,700.75 $19,725.00 $6,265.50 $11,481.50 $11,496.00 ($4,204.75) -26.8% 34370 - Facilites Rent $41,925.06 $40,390.97 $41,850.38 $19,343.89 $34,001.36 ($7,923.70) -18.9% 34371 - Building/Facilities Rent $50,166.78 $43,567.78 $63,367.78 $43,857.47 $52,189.55 $2,022.77 4.0% 34376 - Special Activities $231,205.00 $7,982.15 $10,488.00 $702,135.00 $272,356.50 $41,151.50 17.8% 34380 - Location Permits $2,568.00 $7,746.00 $10,016.00 $6,872.00 $2,436.00 ($132.00) -5.1% 34385 - Village Green Rental $5,881.92 $6,117.18 $6,117.18 $6,117.18 $6,117.18 $235.26 4.0% 34390 - Instructional Classes $5,880.00 $14,282.00 $14,945.00 $15,602.00 $11,776.00 $5,896.00 100.3% 34395 - Membership $4,721.63 $3,770.09 $3,025.00 $4,760.00 $2,971.00 ($1,750.63) -37.1% 34400 - Baseball Stadium Rent $36,360.54 $36,848.22 $40,179.26 $37,940.53 $40,169.19 $3,808.65 10.5% 34420 - Microfilming Fees $10,805.58 $10,144.12 $10,761.12 $12,083.51 $10,729.25 ($76.33) -0.7% 34425 - Rancho Park Ii Landscape $0.00 $0.00 $9,347.52 $0.00 $0.00 $0.00 34430 - Daily Admissions $10,597.56 $14,225.00 $17,570.00 $16,598.00 $6,753.00 ($3,844.56) -36.3% 34435 - Group Lessons $634.45 $0.00 $0.00 $689.00 $1,590.00 $955.55 150.6% 34445 - Pool Rental Group $6,452.73 $2,916.73 $3,127.00 $7,491.00 $18,539.00 $12,086.27 187.3% 34450 - Pool Passes $20,571.10 $23,623.46 $23,300.00 $24,732.80 $19,617.00 ($954.10) -4.6% 34465 - Banner Hanging $7,957.00 $0.00 $1,754.00 $0.00 $1,260.00 ($6,697.00) -84.2% 34470 - TRACT $276.71 $0.00 $10,406.23 ($10,682.94) $0.00 ($276.71) -100.0% 34475 - Henry Frank Parking $288.00 $864.00 $1,152.00 $960.00 $615.00 $327.00 113.5% 10/19/2022 2:06:26 PM Page 3 of 6
Item 1H - Page 9
Detailed 5 Quarter Revenue and Expense Trended Income Statement Attachment 2 2023 $ Change from % Change from
Q1 Q2 Q3 Q4 Q1 Prior Quarter Prior Quarter
2022
34480 - Villagefest $10,697.29 $37,647.00 $72,966.82 $60,923.68 $55,698.82 $45,001.53 420.7% 34485 - Walk of Stars $15,000.00 $35,000.00 $10,000.00 $39,300.00 $40,000.00 $25,000.00 166.7% 34486 - Plaza Theater Donations $340.00 $12,825.00 $2,660.00 $0.00 $0.00 ($340.00) -100.0% 35000 - False Alarm Fee $37,084.78 $40,412.23 $32,719.67 $54,239.06 $29,519.78 ($7,565.00) -20.4% 35001 - Alarm Permits $13,976.94 $32,245.66 $30,166.77 $38,540.51 $24,781.69 $10,804.75 77.3% 35005 - Vehicle Code Fines $9,196.13 $20,132.25 $15,199.38 $31,332.55 $0.00 ($9,196.13) -100.0% 35010 - Criminal Code Fines $161.91 $828.05 $32,603.64 $1,295.46 $0.00 ($161.91) -100.0% 35015 - Parking Violations $21,200.64 $30,118.41 $27,855.27 $32,842.08 $11,596.83 ($9,603.81) -45.3% 35025 - Library Fines and Fees $1,034.83 $1,743.53 $2,261.07 $1,135.55 $544.88 ($489.95) -47.3% 35035 - Administrative Citations $22,363.44 $55,486.46 $37,287.62 $81,725.61 $28,647.07 $6,283.63 28.1% 35040 - Parking Violation Admin ($94.60) $0.00 $0.00 $0.00 $0.00 $94.60 -100.0% 36000 - Interest Income $474,113.59 $460,445.64 ($602,217.54) ($157,517.03) $784,974.39 $310,860.80 65.6% 36010 - Unrealized Gain Or Loss $475,881.92 $0.00 $0.00 $0.00 $0.00 ($475,881.92) -100.0% 37000 - Penalty/Interest Deliq Taxes $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 37005 - Waste Disposal Clearing $0.00 ($91,859.25) $9,518.68 $9,314.57 $0.00 $0.00 37010 - Audit Recovery $185.00 $50.00 $150.00 $300.00 $6,702.12 $6,517.12 3522.8% 37015 - Contrib Non-Govt Sources $862.00 $3,880.95 $502.99 ($206.76) $3,714.97 $2,852.97 331.0% 37025 - Legal Fee Reimbursement $0.00 $22,000.00 $0.00 $0.00 $13,614.80 $13,614.80 37035 - Smip $5,839.62 ($848.40) $6,218.43 ($9,489.11) $5,280.14 ($559.48) -9.6% 37040 - Smip II $3,605.64 $1,671.81 ($1,939.98) ($2,549.62) $2,834.79 ($770.85) -21.4% 37045 - Miscellaneous Revenue $27,843.59 $6,994.79 $7,551.20 $5,769,253.10 $7,841.23 ($20,002.36) -71.8% 37050 - Cashier Over $0.00 $16.63 ($74.10) ($54.61) ($17.38) ($17.38) 37060 - Damage Recovery $400.00 $600.00 $833.61 $0.00 $0.00 ($400.00) -100.0% 37095 - Settlement Revenue $0.00 $9,910.93 $43,760.02 $0.00 $0.00 $0.00 37510 - Restricted Donations $248,950.00 $63,960.00 $48,950.00 $13,606.00 $232,300.00 ($16,650.00) -6.7% 37515 - Rent - Master Lease $0.00 $1,207,064.00 $0.00 $0.00 $0.00 $0.00 37520 - Sale Real Or Personal Property $187,363.83 $459,836.30 $969.76 $3,630.00 $0.00 ($187,363.83) -100.0% 37525 - Reimbursement $6,277.89 $64.69 $62.00 $31,031.28 $0.00 ($6,277.89) -100.0% 38015 - Federal Grants $4,024,067.00 $0.00 $0.00 $5,410,411.00 $0.00 ($4,024,067.00) -100.0% 39999 - Budget Transfer In $0.00 $0.00 $0.00 $0.00 $250,000.00 $250,000.00 1006000 - GF Adminstrative $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 33000 - Grants $0.00 $0.00 $0.00 $0.00 $0.00 $0.00
10/19/2022 2:06:26 PM Page 4 of 6
Item 1H - Page 10
Detailed 5 Quarter Revenue and Expense Trended Income Statement Attachment 2 2023 $ Change from % Change from
Q1 Q2 Q3 Q4 Q1 Prior Quarter Prior Quarter
2022
Total Expense $25,568,350.55 $31,677,962.70 $31,066,153.26 $48,640,206.95 $34,469,146.38 $8,900,795.83 34.8% 100 - General Fund $0.00 $0.00 $0.00 $2,056,144.00 $0.00 $0.00 1001000 - GF City Council $213,301.94 $136,203.20 $135,501.01 $203,193.82 $239,013.45 $25,711.51 12.1% 1001005 - GF City Manager/Admin $220,616.80 $315,106.28 $371,027.59 $453,325.23 $427,076.12 $206,459.32 93.6% 1001010 - GF City Attorney $90,056.41 $395,006.09 $318,790.69 $628,355.19 $161,070.90 $71,014.49 78.9% 1001015 - GF City Clerk $258,875.30 $311,202.95 $292,637.22 $281,816.93 $184,195.14 ($74,680.16) -28.8% 1001020 - GF Document Management $33,206.21 $153,122.37 $30,070.18 $46,624.95 $55,946.70 $22,740.49 68.5% 1001025 - GF IT $1,134,660.89 $773,992.94 $726,740.68 $945,736.00 $1,591,396.08 $456,735.19 40.3% 1001030 - GF Human Resources $122,022.22 $233,164.63 $158,383.15 $227,982.95 $187,562.30 $65,540.08 53.7% 1001035 - GF Finance $889,384.62 $1,387,257.39 $1,561,683.75 $3,409,192.79 $977,764.20 $88,379.58 9.9% 1001040 - GF Procurement $105,281.13 $159,924.93 $147,074.80 $167,805.42 $149,553.91 $44,272.78 42.1% 1001045 - GF Office of Special Programs $251,977.44 $335,826.57 $489,139.20 $785,443.67 $349,274.45 $97,297.01 38.6% 1001046 - GF Code Compliance $0.00 $0.00 $0.00 $0.00 $268,064.72 $268,064.72 1001050 - GF Public Affairs $81,851.82 $92,518.98 $99,854.19 $93,716.90 $72,493.46 ($9,358.36) -11.4% 1001060 - GF Non Departmental $54,986.08 $49,861.11 $85,358.42 $119,216.67 $17,161.27 ($37,824.81) -68.8% 1001115 - GF Budget Transfer Out $2,523,941.25 $2,523,941.25 $2,523,941.25 $7,523,941.25 $6,715,949.50 $4,192,008.25 166.1% 1002000 - GF Engineering $573,330.67 $782,139.21 $785,909.03 $953,113.62 $712,477.36 $139,146.69 24.3% 1002005 - GF Building & Safety $529,519.33 $676,500.58 $575,976.80 $1,114,227.02 $561,135.99 $31,616.66 6.0% 1002010 - GF Planning $489,023.05 $593,270.08 $617,724.51 $608,939.26 $496,136.06 $7,113.01 1.5% 1002300 - GF Community & Economic Dev $360,966.27 $303,017.19 $395,043.41 $532,928.97 $449,568.30 $88,602.03 24.5% 1002305 - GF Homeless Program $7,152.08 $180,283.42 $1,191,804.87 $4,853,000.77 $299,047.92 $291,895.84 4081.3% 1002310 - GF Rent Control $23,519.88 $27,249.29 $24,545.71 $26,104.59 $28,846.99 $5,327.11 22.6% 1002315 - GF Neighborhood Development $46,125.86 $58,998.29 $52,790.20 $63,997.06 $51,258.05 $5,132.19 11.1% 1002500 - GF GPSCVB $135,564.00 $135,564.00 $135,564.00 $539,250.11 $0.00 ($135,564.00) -100.0% 1002510 - GF Tourism $503,499.99 $503,499.99 $523,975.97 $483,024.01 $576,360.75 $72,860.76 14.5% 1002515 - GF Special Events and Contrib $15,000.00 $14,166.77 $460,333.23 $6,050.00 $0.00 ($15,000.00) -100.0% 1002525 - GF Film Fest Sponsorship $50,000.00 $250,000.00 $0.00 $50,000.00 $0.00 ($50,000.00) -100.0% 1002530 - GF Special Contrib-PS Resorts $0.00 $85,490.16 $114,820.95 $379.64 $0.00 $0.00 1002535 - GF Chamber of Commerce $7,500.00 $28,123.66 $23,166.92 $12,557.37 $9,999.99 $2,499.99 33.3% 1002540 - GF Convention Center $614,765.70 $795,563.00 $760,607.94 $1,133,319.19 $549,648.94 ($65,116.76) -10.6% 1002545 - GF Plaza Theater $5,322.34 $7,919.60 $308,510.67 ($131,220.02) $11,556.17 $6,233.83 117.1% 1003055 - GF Special Development Tracts $0.00 $1,872.96 $1,362.40 ($3,235.36) $0.00 $0.00 10/19/2022 2:06:26 PM Page 5 of 6
Item 1H - Page 11
Detailed 5 Quarter Revenue and Expense Trended Income Statement Attachment 2 2023 $ Change from % Change from
Q1 Q2 Q3 Q4 Q1 Prior Quarter Prior Quarter
2022
1004000 - GF Library $649,110.10 $767,420.12 $610,477.25 $678,420.12 $678,562.60 $29,452.50 4.5% 1004005 - GF Library-Welwood $52,557.92 $229.48 $36,464.58 $60,041.30 $4,555.87 ($48,002.05) -91.3% 1004472 - GF Parking Structure Maint $6,939.25 $21,499.50 $20,087.50 $24,323.49 $21,286.25 $14,347.00 206.8% 1004500 - GF Recreation $592,076.14 $567,219.38 $489,091.96 $636,262.75 $628,860.02 $36,783.88 6.2% 1004505 - GF Tennis and Pickelball $0.00 $0.00 $58,168.42 $2,745.00 $3,152.50 $3,152.50 1004510 - GF Skate Park $27,691.50 $27,691.50 $27,691.50 $27,691.50 $40,691.50 $13,000.00 46.9% 1004515 - GF Swim Center $172,781.91 $204,611.75 $212,010.98 $233,381.44 $241,764.34 $68,982.43 39.9% 1004520 - GF Demuth Community Center $77,639.03 $109,788.38 $101,521.48 $103,238.65 $63,818.33 ($13,820.70) -17.8% 1004525 - GF James Jessie DHUC $192,980.44 $174,199.66 $187,908.24 $247,998.82 $239,101.93 $46,121.49 23.9% 1004530 - GF Village Fest $109,546.96 $111,034.09 $124,633.80 $149,177.08 $122,953.40 $13,406.44 12.2% 1005000 - GF Adminstrative $7,030,173.79 $8,267,692.30 $7,232,786.24 $8,824,732.00 $8,540,098.96 $1,509,925.17 21.5% 1005005 - GF Jail Operations $61,429.89 $75,283.81 $66,514.96 $82,532.74 $64,474.07 $3,044.18 5.0% 1005010 - GF Animal Control $80,064.74 $91,760.02 $85,006.84 $118,829.28 $117,979.87 $37,915.13 47.4% 1005015 - GF Animal Shelter $346,833.75 $269,263.24 $299,235.00 $187,435.55 $379,581.27 $32,747.52 9.4% 1005020 - GF Code Compliance $265,310.44 $290,412.52 $257,366.18 $350,790.62 $0.00 ($265,310.44) -100.0% 1005025 - GF Dispatch Center $534,247.00 $623,256.07 $575,160.11 $90,586.01 $607,152.07 $72,905.07 13.6% 1006000 - GF Adminstrative $4,636,753.04 $5,256,551.12 $5,073,151.12 $6,899,721.45 $5,581,224.61 $944,471.57 20.4% 1006005 - GF Emergency Management $15,598.75 $19,699.19 $25,910.77 $54,070.17 $8,375.33 ($7,223.42) -46.3% 1006515 - GF Street Maintenance $368,745.91 $428,458.91 $443,491.83 $569,249.30 $435,271.23 $66,525.32 18.0% 1006520 - GF Downtown Experience Maint $298,492.21 $389,517.07 $364,907.10 $421,940.84 $307,495.85 $9,003.64 3.0% 1006525 - GF Street Cleaning $1,847.89 $6,232.79 $1,869.21 $9,550.09 $0.00 ($1,847.89) -100.0% 1006530 - GF Street Lighting $201,546.64 $218,005.03 $300,281.50 $393,094.83 $318,173.63 $116,626.99 57.9% 1006535 - GF Railroad Station $1,561.56 $7,727.06 $3,291.81 $9,856.74 $3,553.55 $1,991.99 127.6% 1006540 - GF Park Maintenance $502,970.41 $797,931.25 $1,556,786.14 $1,279,605.18 $918,460.48 $415,490.07 82.6% 1006545 - GF Parking Structure/Control $0.00 $0.00 $0.00 $0.00 $0.00 $0.00 1008000 - GF Master Lease $0.00 $1,641,691.57 $0.00 $0.00 $0.00 $0.00 Net Income: $5,194,584.86 $6,710,453.42 $12,610,749.30 $26,907,709.89 ($9,035,686.46) ($14,230,271.32) -273.9% 10/19/2022 2:06:26 PM Page 6 of 6
Item 1H - Page 12

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE APPROPRIATION OF $170,000 FROM GENERAL FUND BALANCE TO

THE HUMAN RESOURCES DEPARTMENT FOR RECRUITMENT SERVICES RECOMMENDATION:

Approve an appropriation of $170,000 from General Fund Balance to the Human Resources Department for Recruitment Services.

Attachments
Item 1I

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: APPROVE APPROPRIATION OF $170,000 FROM G ENERAL FUND

BALANCE TO THE HUMAN RESOURCES DEPARTMENT FOR

RECRUITMENT SERVICES

FROM: Teresa Gallavan, Interim City Manager

BY: Jeremy Hammond, Deputy City Manager

SUMMARY:

This action will a ppropriate $170,000 from General Fund Balance to the Human Resources Department.

RECOMMENDATION:

1) Approve an appropriation of $170,000 from General Fund Balance to the Human Resources Department for Recruitment Services.

BUSINESS PRINCIPAL DISCLOSURE:

Not applicable.

BACKGROUND:

One function of the Human Resources Department (HRD) is to provide recruitment and selection services for the organization. Often , these services are provided in- house, but at times a third-party recruiter is employed for high level recruitments . As part of the recruitment function, selected candidates are required to submit to a pre- employment physical at the expense of the City.

Over th e last twelve months, there has been an increase in the usage of external recruiters for high- level recruitments including the City Clerk, Parks and Recreation Director, City Manager, and Public Works Director. There has also been an increase in public safety hiring. Sworn employees in the Police and Fire Departments go through a more robust pre-employment medical exam that is more expensive than the typical non- sworn exams for the majority of the City’s new hires.

Item 1I - Page 1
City Council Staff Report
November 10, 2022-- Page 2
General Fund Balance Appropriation to Human Resources

STAFF ANALYSIS:

The increase in third- party recruiters and public safety recruitments has increased the cost of recruitment activity. These unexpected increased costs were not included in the current fiscal year budget. This action will increase the budget to accommodate current and future recruitment needs for the remainder of the fiscal year.

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 t he above- mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that 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:

The requested action aligns with the City Council Priority 4D, Good Governance.

FISCAL IMPACT
:

Approval of this action will appropriate $ 170,000 from General Fund Balance to the Human Resources Department Recruitment Account 1001030 50006.

REVIEWED BY:

Deputy City Manager: Jeremy Hammond
Interim City Manager: Teresa Gallavan

Item 1I - Page 2

CITY COUNCIL STAFF REPORT
11/10/2022
SUBJECT:

APPROVE AN AGREEMENT WITH LIEBERT CASSIDY WHITMORE TO PROVIDE

EMPLOYMENT AND LABOR RELATIONS LEGAL SERVICES
RECOMMENDATION:

Approve an Agreement for Special Services with Liebert Cassidy Whitmore to provide consulting, representational, and legal services pertaining to employment relations matters.

Attachments
Item 1J

CITY COUNCIL STAFF REPORT

DATE: NOVEMBER 10, 2022 CONSENT CALENDAR

SUBJECT: APPROVE AN AGREEMENT WITH LIEBERT CASSIDY WHITMORE TO

PROVIDE EMPLOYMENT AND LABOR RELATIONS LEGAL SERVICES

FROM: Teresa Gallavan, Interim City Manager

BY: Jeremy Hammond, Deputy City Manager

SUMMARY:

This action will approve an agreement with Liebert Cassidy Whitmore to provide employment and labor relations legal services to the City.

RECOMMENDATION:

1) Approve an Agreement for Special Services with Liebert Cassidy Whitmore to provide consulting, representational, and legal services pertaining to employment relations matters (Attachment B).

BUSINESS PRINCIPAL DISCLOSURE:

A copy of the Public Integrity Disclosure Form for Liebert Cassidy Whitmore, a Professional Corporation, is included as Attachment A.

BACKGROUND:

The City has utilized the law firm Liebert Cassidy Whitmore (LCW) to provide legal and consulting services for matters pertaining to employee and labor relations since 2007.

These services include labor negotiations , legal consultation, and representation in administrative and court proceedings. For the past three calendar years, the City has spent the following amounts utilizing the services of LCW:

2020 - $257,174
2021 - $266,299
2022 - $196,561

These last three years of services included labor negotiations for all bargaining units and complex employment issues during the COVID pandemic including layoffs , rehires and COVID policies, procedures, and practices.

Item 1J - Page 1
City Council Staff Report
November 10, 2022-- Page 2
Agreement for Special Services - LCW

STAFF ANALYSIS:

Due to the evolving complex nature of employment law, the City desires to retain the law firm Liebert Cassidy Whitmore for as-needed legal services. The services will be heavily utilized in 2023 as the labor agreements with the Management Association of Pa lm Springs (MAPS), Public Employees Association of Palm Springs (PEAPS), Palm Springs Fire Management Association, and Palm Springs Fire Association all expire June 30, 2023.

The procurement of contracts for legal services are exempt from Title 7 of the Palm Springs Municipal Code, Procurement and Contracting. Staff recommends that the City Council approve the attached Agreement for Special Services with the law firm of Liebert Cassidy Whitmore for as requested legal services.

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 t he above- mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that 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:

The requested action aligns with the City Council Priority 4D, Good Governance.

FISCAL IMPACT
:

Funds for outside legal services are currently budgeted. No additional appropriations are requested as a part of this report.

REVIEWED BY:

Deputy City Manager: Jeremy Hammond
Interim City Manager: Teresa Gallavan

ATTACHMENTS:

A. Business Disclosure Form
B. Agreement for Special Services

Item 1J - Page 2

ATTACHMENT A

Item 1J - Page 3
Item 1J - Page 4
Who Must File?

CITY OF PALM SPRINGS

PUBLIC INTEGRITY DISCLOSURE
(INSTRUCTIONS FOR APPLICANTS}
Applicants that are NOT a natural person or group of natural people that will be identified on the application, and seek a City approval determined by a vote of City officials. Examples include corporations, limited liability companies, trusts, etc. that seek a City Council approval, or an approval by one of the City's board or commissions.

Why Must I File?
The City of Palm Springs Public Integrity Ordinance advances transparency in municipal government and assists public officials in avoiding conflicts of interest. The City's Public Integrity Ordinance, codified in Chapter 2.60 of the municipal code, reflects the City's interest in ensuring that companies (and other legal entities that are not natural people) doing business in the community are transparent and make disclosure as to their ownership and management, and further that those companies disclose the identity of any person, with an ownership interest worth two thousand dollars ($2,000) or more, who has a material financial relationship with any elected or appointed voting City official, or with the City Manager or City Attorney.

Note: A material financial relationship is a relationship between someone who is an owner/investor in the applicant entity and a voting official (or the City Manager or City Attorney), which relationship includes any of the following:
(1) the owner/investor and the official have done business together during the year prior to the application;
(2) the official has earned income from the owner/investor during the year prior to the filing of the application;
(3) the owner/investor has given the official gifts worlh fifty dollars ($50) or more during the year prior to the filing of the application; or
(4) the official might reasonably be anticipated to gain or lose money or a thing of value, based upon the owner/investor's interest in the applicant entity, in relation to the application's outcome.

When Must I File?
You must file this form with the Office of the City Clerk at the same time when you file your application for a City approval determined by a vote of City officials, whether elected or appointed.
(Revised 09 13 18)

CITY OF PALM SPRINGS - PUBLIC INTEGRITY DISCLOSURE
(INSTRUCTION FOR APPLICANTS)