Agenda packet — Palm Springs City Council, April 10, 2023 (part 1 of 2)

CITY COUNCIL

AND AS SUCCESSOR AGENCY TO THE

COMMUNITY REDEVELOPMENT AGENCY OF THE

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.

APRIL 10, 2023

3:30 PM CLOSED SESSION
5:30 PM REGULAR MEETING
Grace Elena Garner, Mayor
Jeffrey Bernstein, Mayor Pro Tem
Ron deHarte, Councilmember
Christy Gilbert Holstege, Councilmember
Lisa Middleton, 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 (Council Chamber): The City Council welcomes public input. Members of the public may address the City Council on Closed Session items by contacting the City Clerk's Office at 760-323-8204. 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 (Small Conference Room): See Closed Session Agenda.

5:30 P.M. REGULAR MEETING

CALL TO ORDER:

PLEDGE OF ALLEGIANCE:

ROLL CALL:

PRESENTATIONS:

A. HOMELESSNESS UPDATE

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:

PUBLIC TESTIMONY: (Non-Public Hearing Agenda Items ONLY) April 10, 2023 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.

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.

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

By motion, find that:

The City Council has reconsidered the circumstances of the state of emergency. Even though the State and local declared states of emergency have ended, community spread of COVID-19 continues to exist, and measures to reduce the spread, including physical distancing measures, continue to be necessary for the public, health, safety and welfare; and

1. State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and

2. The City Council, and its subordinate bodies (Boards, Commissions, and Committees), shall be authorized to conduct public meetings in accordance with Government Code section 54953(e)(2) and other applicable provisions of the Brown Act for remote only or hybrid teleconference meetings.

3. B. APPROVAL OF MINUTES
RECOMMENDATION:

Approve the City Council Meeting Minutes of March 23, 2023.

C. APPROVE CONTRACT SERVICE AGREEMENT NO. 23S057 WITH SOUTH

COAST, LLC DBA SOUTH COAST EMERGENCY VEHICLE SERVICE FOR

FIRE APPARATUS AND HEAVY EQUIPMENT MAINTENANCE AND REPAIR

SERVICES
RECOMMENDATION:

Approve Contract Service Agreement 23S057 (Attachment A) with South Coast Emergency Vehicle Service, to provide fire apparatus and heavy equipment maintenance and repair services in an amount not to exceed $705,000, for the initial three-year term beginning April 15, 2023, through April 14, 2026, with two one-year extension options at the City’s sole discretion;

1. April 10, 2023 City Council Regular Meeting Agenda 3 14, 2026, with two one-year extension options at the City’s sole discretion; Authorize the City Manager or designee to execute all necessary documents.2.

D. ACCEPT A STATE HOMELAND SECURITY PROGRAM GRANT AWARD IN THE AMOUNT OF $210,063 FROM THE CALIFORNIA OFFICE OF

EMERGENCY SERVICES, THROUGH THE COUNTY OF RIVERSIDE

EMERGENCY MANAGEMENT DEPARTMENT, FOR THE PURCHASE OF

INTEROPERABLE COMMUNICATIONS EQUIPMENT FOR LAW

ENFORCEMENT, AND CERT TRAINING, EQUIPMENT, AND PERSONNEL COSTS
RECOMMENDATION:

Approve the acceptance of a Fiscal Year 2022 State Homeland Security Program Grant Award from the California Office of Emergency Services (CalOES), through the County of Riverside Emergency Management Department, in the amount of $210,063.

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

THE CITY OF PALM SPRINGS, CALIFORNIA, DESIGNATING AND

AUTHORIZING CERTAIN CITY OFFICIALS TO EXECUTE APPLICATIONS

AND DOCUMENTS FOR THE PURPOSES OF OBTAINING FEDERAL

FINANCIAL ASSISTANCE PROVIDED BY THE FEDERAL DEPARTMENT

OF HOMELAND SECURITY AND SUB-GRANTED THROUGH THE STATE
OF CALIFORNIA AND THE COUNTY OF RIVERSIDE.”

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

E. APPROVE CONTRACT SERVICES AGREEMENT NO. 23I051 WITH TELOS

IDENTITY MANAGEMENT SOLUTIONS, LLC TO PROVIDE FEDERALLY

MANDATED SECURITY BACKGROUND CLEARANCES
RECOMMENDATION:

Approve Contract Services Agreement No. 23I051 (Attachment A) with Telos Identity Management Solutions, LLC to provide federally mandated security background clearances such as Criminal Records History Checks (CRHC), federal Record of Arrest and Prosecution (RAP) Back Subscription and Investigation Records Maintenance Fee not to exceed $9,610 beginning January 1, 2023 through June 30, 2023; and,

1. Appropriate $9,610 from Airport Fund 415 to Airport Account 4157055.40105 budget; and,

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

F. APPROVE SERVICE AGREEMENT NO. 23S060 WITH JORDAN FREEMAN

DBA MOTOWORX GARAGE FOR BMW POLICE MOTORCYCLE PARTS AND

REPAIR SERVICES
RECOMMENDATION:

April 10, 2023 City Council Regular Meeting Agenda 4
Approve Contract Service Agreement 23S060 (Attachment A) with Jordan Freeman dba Motoworx Garage to provide BMW Police Motorcycle parts and repair services in an amount not to exceed $375,000 for the five-year term beginning April 10, 2023 through April 9, 2028;

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

G. AMEND RESOLUTION NO. 25088, “A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF PALM SPRINGS, CALIFORNIA, ADOPTING A

NONDISCRIMINATION POLICY FOR ANY PROGRAM OR ACTIVITY FUNDED

IN WHOLE OR IN PART WITH HOMEKEY FUNDS PROVIDED BY THE

CALIFORNIA DEPARTMENT OF HOUSING AND COMMUNITY
DEVELOPMENT,” ADDING REFERENCES TO SPECIFIC GOVERNMENT ACTS RECOMMENDATION:

Approve Amendment to Resolution No. 25088 “A RESOLUTION OF THE CITY

COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, ADOPTING A

NONDISCRIMINATION POLICY FOR ANY PROGRAM OR ACTIVITY FUNDED IN

WHOLE OR IN PART WITH HOMEKEY FUNDS PROVIDED BY THE

CALIFORNIA DEPARTMENT OF HOUSING AND COMMUNITY
DEVELOPMENT.”

H. RATIFY THE NOMINATION OF THE CITY OF DESERT HOT SPRINGS TO THE

PALM SPRINGS INTERNATIONAL AIRPORT COMMISSION
RECOMMENDATION:

Re-Appoint Jan Pye, representing the City of Desert Hot Springs, to the Palm Springs International Airport Commission effective immediately to a term expiring January 17, 2025.

1. Accept the resignation of Matthew Lesniak from the Public Arts Commission effective immediately.

2. I. A REQUEST BY CHRISTOPHER WHITE OF PS BOTTLE SHOP, LLC FOR A

RESOLUTION OF PUBLIC CONVENIENCE OR NECESSITY (PCN) TO SELL SPIRITS, WINE, AND BEER (TYPE 21 – OFF-SALE GENERAL) AT A SPECIALTY FOOD STORE, PS BOTTLE SHOP, LOCATED AT 1555 SOUTH PALM CANYON DRIVE SUITE F (APN: 513-300-038), ZONE PDD 131/C-1, SECTION 22 (CASE 5.1671 PCN)
RECOMMENDATION:

Adopt Resolution entitled, “A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, DETERMINING THAT PUBLIC

CONVENIENCE OR NECESSITY WOULD BE SERVED BY THE ISSUANCE OF A TYPE 21 (OFF-SALE GENERAL) ALCOHOLIC BEVERAGE CONTROL LICENSE FOR PS BOTTLE SHOP LOCATED AT 1555 SOUTH PALM CANYON DRIVE SUITE F WITHIN CENSUS TRACT NO. 9405.”

J. APPROVE AN AMENDMENT TO AGREEMENT NO. A5359 WITH CYRUN FOR April 10, 2023 City Council Regular Meeting Agenda 5
J. APPROVE AN AMENDMENT TO AGREEMENT NO. A5359 WITH CYRUN FOR

CAD/RMS SUPPORT AND MAINTENANCE
RECOMMENDATION:

Approve an amendment to Agreement No. A5359 with Cyrun (Attachment A) for CAD/RMS support and maintenance for $72,890 and authorize two one-year options for support and maintenance at the City’s sole discretion.

1. Authorize the City Manager or designee to execute the amendment and exercise the options.

2. K. EXTEND THE SERVICES AGREEMENT WITH NEOGOV FOR ONE YEAR TO

PROVIDE TALENT MANAGEMENT AND PAYROLL SOFTWARE SERVICES RECOMMENDATION:

Allow the Service Agreement (Attachment A) with NEOGOV to auto-renew for one additional year in the amount of $99,490 to provide talent management and payroll software services.

L. APPROVAL OF A WATER METER EASEMENT TO THE DESERT WATER

AGENCY FOR IRRIGATION OF LANDSCAPING RELATED TO THE CV LINK

BIKE PATH PROJECT WITHIN CITY PROPERTY (ENGINEERING FILE R 22-13-1600)
RECOMMENDATION:

Approve a Grant of Easement to Desert Water Agency, a California Public Agency, for a 10-foot wide by 15-foot long easement for a water meter within City property identified by APN 680-180-048; and

1. Authorize the City Manager to execute all necessary documents associated with the grant of easement.

2. M. APPROPRIATE FUNDING AND APPROVE EXPENDITURE IN THE AMOUNT OF $300,000 FOR THE PILLARS OF PALM SPRINGS PUBLIC ART PROJECT

AT SIX LOCATIONS IN THE EAST TAHQUITZ CANYON WAY

MEDIANS BETWEEN SUNRISE WAY AND EL CIELO ROAD
RECOMMENDATION:

Appropriate Public Art Funds (Fund 150) in the amount of $300,000 to account 1502550-60030.

1. Approve expenditure of Public Art Funds in the amount of $300,000 for the Pillars of Palm Springs Public Art Project.

2. N. AWARD OF A CONSTRUCTION CONTRACT TO SOUTHERN CONTRACTING COMPANY IN THE AMOUNT OF $4,974,788.05 FOR THE RECREATION FIELDS LED LIGHTING UPGRADES, CITY PROJECT NO. 19-28
RECOMMENDATION:

April 10, 2023 City Council Regular Meeting Agenda 6
Award the construction contract to Southern Contracting Company, a California corporation, in the amount of $4,974,788.05 for the Recreational Fields Lighting Upgrades, City Project No. 19-28 (the “Project”).

1. Delegate authority to the City Manager or designee to approve and execute construction contract change orders up to a total amount of $497,478 (10%) with all change orders reported to the City Council at project completion.

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

3. O. SECOND READING AND ADOPTION OF ORDINANCE NO. 2083 APPROVING CASE 5.1541 CZ, CHANGE OF ZONE, TO AMEND THE CURRENT SPLIT ZONE DESIGNATIONS OF ‘CENTRAL BUSINESS DISTRICT’ (CBD) AND ‘LIMITED MULTIPLE-FAMILY RESIDENTIAL’ (R-2) TO ‘RETAIL BUSINESS’ (C-1) ENTIRELY FOR A PROPOSED MIXED-USE PROJECT WHICH INCLUDES 24 RESIDENTIAL CONDOMINIUM UNITS AND A 5.411-SQUARE-FOOT
COMMERCIAL SPACE ON 2.4-ACRE UNDEVELOPED PARCELS LOCATED AT 575 NORTH PALM CANYON DRIVE, ZONE CBD/R-2, SECTION 10 RECOMMENDATION:

Waive a second reading (adoption) of the ordinance entitled, and read by title only; Ordinance No. 2083 entitled, “AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING CASE 5.1541 CZ,

CHANGE OF ZONE, TO AMEND THE CURRENT SPLIT ZONE DESIGNATIONS OF ‘CENTRAL BUSINESS DISTRICT’ (CBD) AND ‘LIMITED MULTIPLE-FAMILY RESIDENTIAL’ (R-2) TO ‘RETAIL BUSINESS’ (C-1) ENTIRELY FOR A PROPOSED MIXED-USE PROJECT WHICH INCLUDES 24 RESIDENTIAL CONDOMINIUM UNITS AND A 5.411-SQUARE-FOOT COMMERCIAL SPACE ON 2.4-ACRE UNDEVELOPED PARCELS LOCATED AT 575 NORTH PALM CANYON DRIVE, ZONE CBD/R-2, SECTION 10.”

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

2. PUBLIC HEARINGS: NONE

3. BUSINESS & LEGISLATIVE:

A. FISCAL YEAR 2021-22 FINANCIAL AUDIT REPORTS OF THE CITY OF PALM

SPRINGS
RECOMMENDATION:

Receive and file the following Financial Audit Reports for fiscal year June 30, 2022:

Annual Comprehensive Financial Report (ACFR)
Audit Communication Letter to the City Council
Single Audit Report
April 10, 2023 City Council Regular Meeting Agenda 7
Passenger Facility Charge (PFC) Report
Housing Successor Audit Communication Letter to the City Council Public Financing Authority Financial Statements
Measure J Fund Report Annual Financial Report
Measure D Independent Accountant’s Agreed Upon Procedures Measure A Independent Accountant’s Agreed Upon Procedures (Conrad CPA Firm)

B. APPROVE RECOMMENDED LOGO FOR PALM SPRINGS INTERNATIONAL

AIRPORT
RECOMMENDATION:

Review and approve the proposed logo for the Palm Springs International Airport.

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:

April 10, 2023 City Council Regular Meeting Agenda 8

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

City of Palm Springs )

I, Cassandra Edney, 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 5:00 p.m., on April 5, 2023, and posted on the City’s website as required by established policies and procedures.

____________________________
Cassandra Edney
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.

April 10, 2023 City Council Regular Meeting Agenda 9

CITY COUNCIL STAFF REPORT
04/10/2023
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
Monday, April 10, 2023 – 3:30 p.m.

Pursuant to Assembly Bill 361, this meeting may be conducted by teleconference . There will be 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 fr om 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.

EXISTING LITIGATION G.C. § 54956.9(d)( 1)

In re: National Prescription Opiate Litigation, Case No.: U.S.D.C. Case No. 1:17- CV-2804 (U.S.

Dist. Ct., Northern District of Ohio)

Christopher Jaeger, Workers’ Comp. Case Nos. ADJ16353291; ADJ2982858; ADJ16402690; ADJ16353290

Amanda Enriquez, Workers’ Comp. Case Nos. ADJ14625602; ADJ14625577; ADJ15594006; ADJ15986443

CONFERENCE WITH LEGAL COUNSEL —SIGNIFICANT EXPOSURE TO LITIGATION G.C § 54956.9(d)(2)

One (1) matter.

Claim by Southern California Edison, dated July 5, 2022 (Keenan Claim No. 609334)

CONFERENCE WITH LEGAL COUNSEL—INITIATION OF LITIGATION G.C § 54956.9(d)(4)

Under existing facts and circumstances, there is (1) matter the City Council has decided or may decide to initiate litigation.

Closed Session Agenda
April 10, 2023

Page 2 ends

CONFERENCE WITH REAL PROPERTY NEGOTIATORS _____G.C. § 54956.8

Property:

City Negotiator:

Negotiating parties:

Under negotiation:

Serena Park, approx. 155 acres located at N. Whitewater Club Dr., Palm Springs
Scott Stiles, City Manager
PS Country Club, LLC
Price and terms of payment

Property:

City Negotiator:

Negotiating parties:

Under negotiation:

Palm Springs Airport Property
Scott Stiles, City Manager; Harry Barrett Jr., A.A.E.

Executive Director of Aviation
Air Canada, American, Alaska, Delta, Southwest, United, Westjet Price and terms of payment

CITY COUNCIL STAFF REPORT
04/10/2023
SUBJECT:

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

By motion, find that:

The City Council has reconsidered the circumstances of the state of emergency.

Even though the State and local declared states of emergency have ended, community spread of COVID-19 continues to exist, and measures to reduce the spread, including physical distancing measures, continue to be necessary for the public, health, safety and welfare; and

1. State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and

3. Attachments
Item 1A

CITY COUNCIL STAFF REPORT

DATE: April 10, 2023 CONSENT CALENDAR

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

FROM:

BY:

Scott C. Stiles, City Manager
Brenda Pree, City Clerk

RECOMMENDATION:

By motion, find that:

1. The City Council has reconsidered the circumstances of the state of emergency.

2. State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and

3. The City Council, and its subordinate bodies (Boards, Commissions, and Committees), shall be authorized to conduct public meetings in accordance with Government Code section 54953(e)(2) and other applicable provisions of the Brown Act for remote only or hybrid teleconference meetings.

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.

AB 361 added section 54953(e) to the Brown Act, authorizing legislative bodies (City Council, Boards, and Commissions) to conduct remote meetings provided the legislative body makes specified findings on a regular basis. Section 54953(e)(3) authorizes the City Council and its subordinate bodies to continue to conduct remote and/or hybrid public meetings, provided the procedural requirements of AB 361 are met.

In order to continue meeting by remote teleconferencing, a required condition is that the City Council find that state or local officials have imposed or recommended measures to promote social (physical) distancing, and that the legislative body continues to make Item 1A - Page 1
certain findings by majority vote at least every 30 days.

Among other measures to promote physical distancing, the California Division of Occupational Safety and Health (“Cal/OSHA”) regulations at Title 8 Section 3205 recommend physical distancing in the workplace as precautions against the spread of COVID-19 and imposes certain restrictions and requirements due to a “close contact” which occurs when individuals are within six feet of another in certain circumstances.

And, the Centers for Disease Control and Prevention continue to recommend avoiding contact and keeping a safe distance from a person who has a suspected or confirmed case of COVID-19.

Under AB 361, teleconferenced meetings must meet the following requirements:

• All votes taken during a teleconferenced meeting must be by rollcall. • Whenever notice of the time of the meeting is given or the agenda for the meeting is posted, the legislative body must also provide notice of the means by which members of the public can access the meeting and offer public comment. The agenda must identify and include an opportunity for all persons to attend via a call- in option or an internet-based service option.
• In the event of a disruption that prevents the legislative body from broadcasting the meeting to members of the public using the call-in option or internet-based service option, or in the event of a disruption within the City’s control that prevents members of the public from offering public comments using the call -in option or internet-based service option, the legislative body cannot take any further action on items appearing on the meeting agenda until public access to the meeting via the call-in option or internet-based service option is restored. • The legislative body cannot require public comments to be submitted in advance of the meeting and must provide an opportunity for the public to address the legislative body and offer comment in real time.
• An individual desiring to provide public comment through the use of an internet website, or other online platform, not under the control of the local legislative body, that requires registration to log in to a teleconference may be required to register as required by the third-party internet website or online platform to participate. • With regard to public comments:
• A legislative body that provides a timed public comment period for each agenda item cannot close the public comment period for the agenda item, or the opportunity to register, to provide public comment until that timed public comment period has elapsed.
• A legislative body that does not provide a timed public comment period, but takes public comment separately on each agenda item, must allow a reasonable amount of time per agenda item to allow public members the opportunity to provide public comment, including time for members of the public to register/log on, or otherwise be recognized for the purpose of providing public comment. • A legislative body that provides a timed general public comment period that does not correspond to a specific agenda item cannot close the public comment period or the opportunity to register/log on, until the timed general public comment period has elapsed.

Item 1A - Page 2
City Council Staff Report
March 23, 2023 -- Page 2
Virtual Meetings Under AB 361

As such, City Staff and the City Attorney recommend that the 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
City Manager: Scott Stiles

Item 1A - Page 3

CITY COUNCIL STAFF REPORT
04/10/2023
SUBJECT:

APPROVAL OF MINUTES
RECOMMENDATION:

Approve the City Council Meeting Minutes of March 23, 2023.

Attachments
Item 1B
Thursday, March 23, 2023
Minutes of the Regular Meeting of the City Council
of the City of Palm Springs

Pursuant to Assembly Bill 361 this meeting was conducted in part by teleconference.

CALL TO ORDER:

A Regular Meeting of the Palm Springs City Council was called to order by Mayor Garner on Thursday, March 23, 2023, at 5:3 0 p.m.

PLEDGE OF ALLEGIANCE:

Samantha Alverdin, a 4-year-old in TK at Cahuilla Elementary School.

ROLL CALL:

Present: Councilmembers Christy Holstege, Ron deHarte, Lisa Middleton; Mayor Pro Tem Jeffrey Bernstein; and Mayor Grace Elena Garner.

Absent: None.

City Staff

Present: Scott Stiles, City Manager, Jeremy Hammond, Deputy City Manager; Flinn Fagg, Deputy City Manager, Jeff Ballinger, City Attorney; Brenda Pree, City Clerk; and Lieutenant Hutchinson, were present at Roll Call. Other staff members presented reports or responded to questions as indicated in the minutes.

PRESENTATIONS, PROCLAMATIONS, AND OTHER NOTICES:

Update on Infrastructure Bridges for Indian Canyon

ACCEPTANCE OF THE AGENDA:

By consensus, the City Council agreed to accept the agenda with item 1K and 1U being pulled for further discussion.

REPORT OF CLOSED SESSION:

The Regular Closed Session of the City Council of March 23, 2023, was called to order by Mayor Garner at 4:00 p.m.

The meeting convened into Closed Session to discuss the following items as listed on the Regular Closed Session Meeting Agenda with no reportable action.

EXISITING LITIGATION – Pursuant to Government Code section 54956.9(d)(1):

Item 1B - Page 1
City Council Minutes March 23, 2023

City of Palm Springs Page 2

ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

Committee to Relocate Marilyn v. City of Palm Springs, PS Resorts, Riv. Sup. Ct., Case No.

CVRI2101435 (4th Appellate District Division 2, Case No. E077773 & E076921; Transferred to 4th Appellate District Division 1, Case No. D080907)

CONFERENCE WITH LEGAL COUNSEL – D ISCUSSION TO CONSIDER INITIATION OF LITIGATION, Pursuant to Government Code Section 54956.9(d)(4):

Under existing facts and circumstances, there is one (1) matter the City Council has decided or may decide to initiate litigation.

CONFERENCE WITH REAL PROPERTY NEGOTIATOR, Pursuant to Government Code Section 54956.8

City Negotiators: Scott Stiles, City Manager
Jeremy Hammond, Deputy City Manager
Stephanie George, HR Director
Peter Brown, Legal Counsel

Employee Organization: Palm Springs Police Officers Association (PSPOA) Palm Springs Police Management Association (PSPMA)
Public Employees Association of Palm Springs (PEAPS)
Management Association of Palm Springs (MAPS)
Palm Springs Firefighters Association (PSFA)
Palm Springs Fire Management (PSFMA)

PUBLIC COMMENT:

Robert McCann
Don Barrett
Bruce Juenger
Joan Taylor

1. CONSENT CALENDAR:

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 to approve the consent calendar with 1K and 1U pulled for further discussion.

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

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 By motion, find that: The City Council has reconsidered the circumstances of the state of emergency. Even though the State and local declared states Item 1B - Page 2
City Council Minutes March 23, 2023

City of Palm Springs Page 3

ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

of emergency have ended, community spread of COVID -19 continues to exist, and measures to reduce the spread, including physical distancing measures, continue to be necessary for the public, health, safety and welfare; and State and local officials continue to recommend social distancing measures, which can impact the ability of the City and the public to meet safely in person; and The City Council, and its subordinate bodies (Boards, Commissions, and Committees), shall be authorized to conduct public meetings in accordance with Government Code section 54953(e)(2) and other applicable provisions of the Brown Act for remote only or hybrid teleconference meetings.

B. APPROVAL OF PAYROLL AND WARRANTS RESOLUTION:

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 4-0-1 (deHarte RECUSED) to approve Resolution No. 25097 entitled “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM

SPRINGS, CALIFORNIA, APPROVING PAYMENT OF PAYROLL WARRANTS/ DISBURSEMENTS FOR THE PERIOD ENDING 02-04-23 AND 02-18-23 TOTALING $4,039,924.79 AND ACCOUNTS PAYABLE WARRANTS DATED 02-02-23 AND 02- 16-23 TOTALING $7,028,544.68, IN THE AGGREGATE AMOUNT OF $11,068,469.47, DRAWN ON BANK OF AMERICA.”

C. APPROVAL OF MINUTES

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 to approve the City Council Meeting Minutes of March 9, 2023.

D. STAFF AUTHORIZED AGREEMENTS AND PURCHASE ORDERS FOR THE PERIOD OF FEBRUARY 1 THROUGH FEBRUARY 28, 2023

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to r eceive and file the report of Staff Authorized Agreements (Attachment A) and Purchase Orders (Attachment B) for the period of February 1 through February 28, 2023

E. SECOND READING AND ADOPTION OF ORDINANCE NO. 2082 OF THE CITY

OF PALM SPRINGS, CALIFORNIA, AMENDING PALM SPRINGS MUNICIPAL CODE SECTION 5.77 RELATING TO ADULT-ORIENTED BUSINESSES

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 to waive the full reading of text in its entirety, read by title only, and conduct second reading/adoption of Ordinance No. 2082, “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.

Item 1B - Page 3
City Council Minutes March 23, 2023

City of Palm Springs Page 4

ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

F. ADOPTION OF THE 2023 AUTOMATIC AID AGREEMENT AND OPERATING

PLAN BETWEEN THE PALM SPRINGS FIRE DEPARTMENT AND RIVERSIDE

COUNTY FIRE DEPARTMENT

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 to approve Cooperative Contract Agreement 23C004 with TK Elevator Corporation to provide elevator and escalator maintenance services in accordance with Section 7.09.010 “Cooperative Purchasing Programs,” of the Palm Springs Municipal Code, in an amount not to exceed $84,600 for the initial three-year term beginning on the date provided in the Notice to Proceed, with two one -year extension options at the City’s sole discretion. Approve the appropriation of $28,200 for Fiscal Years 2022-2023, 2023-2024, and 2024-2025 from the Department of Aviation’s Fund 415 fund balance.

G. APPROVE SERVICE AGREEMENT NO. 23B043 WITH WGJ ENTERPRISES, INC., DBA PCI FOR AIRFIELD RUBBER AND PAINT REMOVAL AND PAINT

APPLICATION SERVICES

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to approve Contract Services Agreement 23B043 (Attachment A) with WGJ Enterprises, Inc. dba PCI to provide airfield rubber and paint removal and paint application services in an amount not to exceed $660,000, for the initial three-year term beginning April 1, 2023, through March 31, 2026, with two one -year extension options at the City’s sole discretion; and appropriate $660,000 from Airport Fund 415 to the account 4157030.40105 budget; and authorize the City Manager or designee to execute all necessary documents.

H. APPROVE AMENDMENT NO. 1 TO COOPERATIVE PURCHASE AGREEMENT NO. A9276 WITH AIRWAVE COMMUNICATIONS ENTERPRISES INC. FOR

RADIO EQUIPMENT REPAIR, INSTALLATION, AND MAINTENANCE SERVICES

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to approve Amendment No. 1 to Cooperative Purchase Agreement A9276 (Attachment A) with Airwave Communications Enterprises Inc. to provide the old repeater and new repeate r maintenance services and any radio repair and installation services for all City Departments in an amount not to exceed $300,000, and authorize the City Manager or designee to execute all necessary documents.

I. APPROVE COOPERATIVE PURCHASE AGREEMENT NO. 23C029 WITH BRIGHTLY SOFTWARE, INC. FOR FACILITIY MANAGEMENT SOFTWARE IN AN AMOUNT NOT TO EXCEED $31,268.65

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to approve Cooperative Purchase Agreement 23C029 Item 1B - Page 4
City Council Minutes March 23, 2023

City of Palm Springs Page 5

ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

(Attachment A) with Brightly Software, Inc., in an amount not to exceed $31,268.65 beginning April 1, 2023, continuing through March 31, 2026. Authorize the City Manager or designee to execute all necessary documents.

J. AWARD A SERVICE AGREEMENT WITH INTERVISTAS CONSULTING USA,

LLC FOR FEDERAL INSPECTION SERVICES (FIS) FACILITY STUDY

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to award a one- year service agreement with Inter VISTAS Consulting USA LLC for a two- phased study for a Federal Inspection Services (FIS) Facility Study for an estimated amount not to exceed $385,000 (Attachment A); Appropriate $315,000 from Airport Fund 416 to the account 4167065 -80000 budget; and Authorize the City Manager or designee to execute the agreement.

K. APPROVE AGREEMENT NO. 23B046 WITH DESERT FIRE EXTINGUISHER CO., INC. FOR FIRE SUPPRESSION AND FIRE EXTINGUISHER MAINTENANCE,

TESTING, AND INSPECTION SERVICES

MOTION BY COUNCILMEMBER MIDDLETON, SECOND BY COUNCILMEMBER DEHARTE, CARRIED 4-0- 1 (Holstege RECUSED) to approve Contract Services Agreement 23B046 (Attachment A) with Desert Fire Extinguisher Co., Inc., to provide fire suppression system and fire extinguisher maintenance, testing, and inspection services for an amount not to exceed $300,000, beginning April 1, 2023, through March 31, 2026, with two one-year extension options at the City’s sole discretion; Authorize the City Manager or designee to execute all necessary documents.

L. APPROVAL OF A FOUR-YEAR COMMUNITY WORKFORCE ADMINISTRATION SERVICES AGREEMENT WITH TSG ENTERPRISES, INC. DBA THE SOLIS GROUP, IN AN AMOUNT NOT TO EXCEED $200,000

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to approve a four -year service agreement with TSG Enterprises, Inc. dba The Solis Group, for the administration of the City’s Community Workforce Agreement for an estimated amount not to exceed $200,000. Authorize the City Manager or designee to execute the agreement.

M. AWARD OF A CONSTRUCTION CONTRACT TO SELECT ELECTRIC, INC., IN THE AMOUNT OF $3,485,843 AND APPROVAL OF A PROFESSIONAL SERVICES

AGREEMENT WITH KOA CORPORATION FOR CONSTRUCTION

MANAGEMENT, INSPECTION, AND MATERIALS TESTING SERVICES FOR THE HIGHWAY SAFETY IMPROVEMENT P ROGRAM (CYCLE 8), FEDERAL AID PROJECT NO. HSIPLN-5282(047), CITY PROJECT NO. 16-18

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City Council Minutes March 23, 2023

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ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to award a construction contract to Select Electric, Inc., a California corporation, in the amount of $3,485,843 for the Highway Safety Improvement Program (Cycle 8), Federal Aid Project No. HSIPLN -5282(047), City Project No. 16-18 (“the Project); Delegate authority to the City Manager or designee to approve and execute construction contract change orders up to a total amount of $348,584 (10%) with all change orders reported to the City Council at project completion; Approve a Professional Services Agreement with KOA Corporation, a California corporation, in the amount of $442,259.55 for construction management, inspection and materials testing services for Highway Safety Improvement Project (Cycle 8), HSIPLN -5282(047), City Project No. 16- 18; and, Authorize the City Manager or designee to execute all necessary documents.

N. A PPROVE EXPENDITURE OF PUBLIC ARTS FUNDS IN THE AMOUNT OF $1,000 FOR OUTREACH AND EDUCATION SUPPLIES AND MATERIALS.

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to a pprove $1,000 of Public Arts Funds to purchase materials and supplies related to public arts community outreach and education.

O. APPROVE PUBLIC ART COMMUNITY GRANT IN THE AMOUNT OF $5,000 FOR

THE RED DRAGON ART PIECE IN THE OLD LAS PALMAS NEIGHBORHOOD

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to approve Public Art Community Grant to the Old Las Palmas Neighborhood Organization in the amount of $5,000 for the Red Dragon artwork by artist Delos Van Earl on the West Chino Drive median, west of Belardo Road and east of North Cahuilla Road.

P. ACCEPTANCE OF PAVILION ACOUSTIC UPGRADES, CITY PROJECT 20-27

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to accept the public works improvement, identified as the subject project, as completed in accordance with the pl ans and specifications; and, Authorize the City Engineer to execute and file for recordation with the Riverside County Recorder a Notice of Completion for the subject project.

Q. APPROVAL OF PLANS, SPECIFICATIONS AND ESTIMATE (PS&E) AND

AUTHORIZATION TO BID THE SKYLIGHT RAILING PROJECT, CITY PROJECT NO. 18-20

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to a pprove the plans, specifications, and estimate; and authorize Staff to advertise and solicit bids for the Skylight Rai ling Project, City Project No. 18-20 (“Project”).

Item 1B - Page 6
City Council Minutes March 23, 2023

City of Palm Springs Page 7

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R. APPROVAL OF PLANS, SPECIFICATIONS AND ESTIMATE AND

AUTHORIZATION TO BID WASTEWATER TREATMENT PLANT (WWTP)
SLUDGE DRYING BEDS, CITY PROJECT 21-05

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 to accept the plans, specifications and estimate and authorize Staff to advertise and solicit bids for the WWTP Sludge Drying Beds, City Project 21-05 (“the Project”).

S. ACCEPTANCE OF THE TRAFFIC CALMING PROJECT FY21-22, CITY PROJECT 22-23

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5-0 to accept the public works improvement identified as Traffic Calming Project FY21 -22, City Project No. 22- 23, as completed in accordance with the plans and specifications; and, authorize the City Engineer to execute and file for recordation with the Riverside County Recorder a Notice of Completion for the Traffic Calming Project FY21-22, City Project No. 22-23.

T. APPROVE EXPENDITURE OF PUBLIC ARTS FUNDS IN THE AMOUNT OF $6,500 TO PAINT BENCHES AND TABLES AS PART OF THE WORLD ART NIGHT EVENT AT DEMUTH PARK; APPROVE ARTIST AGREEMENTS WITH FOUR ARTISTS; AND APPROVE AMENDMENT TO AGREEMENT WITH

TYSEN KNIGHT PRODUCTIONS FOR PUBLIC ART REPAIR AND
MAINTENANCE SERVICES.

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to approve Artist Agreement with Manny Doublin in the amount of $1,500. Approve Artist Agreement with Diane Morgan in the amount of $1,500.

Approve Artist Agreement with Jamie O'Neil in the amount of. $1,000. Approve Artist Agreement with Isidro Zepeda in the amount of $1,000. Approve Amendment No. 4 to the Agreement with Tysen Knight Productions for Public Arts projects repairs and maintenance services in the amount of $1,500 for a total amount of $21,500.

U. RESOLUTION DECLARING SUPPORT FOR THE PROPOSED CHUCKWALLA

NATIONAL MONUMENT DESIGNATION AND EXPANSION OF JOSHUA TREE

NATIONAL PARK

MOTION BY MAYOR GARNER, SECOND BY COUNCILMEMBER DEHARTE, CARRIED 5-0 to approve a Resolution No. 25098 entitled “A RESOLUTION OF THE

CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, DECLARI NG

ITS SUPPORT FOR DESIGNATION OF THE PROPOSED CHUCKWALLA

NATIONAL MONUMENT AND EXPANSION OF JOSHUA TREE NATIONAL PARK.” Will add in name of Congressman Ken Calvert.

Item 1B - Page 7
City Council Minutes March 23, 2023

City of Palm Springs Page 8

ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

V. RATIFY THE NOMINATION OF THE CITY OF RANCHO MIRAGE TO THE

PALM SPRINGS INTERNATIONAL AIRPORT COMMISSION

MOTION BY COUNCILMEMBER HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, CARRIED 5 -0 to a ppoint Keith Young, representing the City of Rancho Mirage, to the Palm Springs International Airport Commission effective immediately, for the remainder of the term, expiring July 1, 2024. Thomas Weil resigned from this term on December 23, 2022. Keith Young is finishing out the remainder of the term.

2. PUBLIC HEARINGS:

A. A REQUEST BY SELENE PALM SPRINGS, LLC, FOR AN AMENDMENT TO THE

PREVIOUSLY APPROVED FINAL DEVELOPMENT PLANS AND TENTATIVE TRACT MAP FOR THE DREAM HOTEL TO INCLUDE THE ADDITION OF 24 CONDOMINIUM UNITS TO THE SOUTHEAST SECTION OF THE SITE; RECONFIGURATION OF THE 12 CONDOMINIUM UNITS AT THE
NORTHWEST AREA OF THE SITE; AND AN INCREAS E IN THE NUMBER OF TOWER CONDOMINIUM UNITS FROM 28 TO 29 UNITS AND MODIFICATIONS

TO THE FINAL LANDSCAPE PLANS FOR THE DEVELOPMENT LOCATED AT

THE NORTHWEST CORNER OF AVENIDA CABALLEROS AND AMADO ROAD, ZONE PDD 333, SECTION 14. (CASE 5.1132-PD 333/TTM 35236) THIS ITEM IS REQUESTED TO BE CONTINUED TO A DATE UNCERTAIN. – there will be a new Public Hearing Notice sent out with that date and information.

B. AN APPLICATION BY DAVID HOWARD AND AN LY FOR HISTORIC DESIGNATION OF “THE HUTCHENS RESIDENCE” LOCATED AT 1177 EAST MESQUITE AVENUE, (APN #508-380-022), CASE HSPB #144

MOTION BY COUNCILMEMBE R HOLSTEGE, SECOND BY MAYOR PRO TEM BERNSTEIN, PASSED 4-0- 1 (Middleton RECUSED) , to adopt Resolution No. 25099, “A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALM SPRINGS, CALIFORNIA, DESIGNATING “THE HUTCHENS RESIDENCE” LOCATED 1177 EAST MESQUITE AVENUE, AS A CLASS 2 (HISTORIC MERIT) HISTORIC RESOURCE HSPB #144, SUBJECT TO CONDITIONS (APN 508-380-022).”

C. COMMUNITY DEVELOPMENT BLOCK GRANT (CDBG) 2023 –2024 ANNUAL

ACTION PLAN AND BUDGET PUBLIC HEARING

MOTION BY MAYOR PRO TEM BERNSTEIN, SECOND BY COUNCILMEMBER MIDDLETON PASSED 5-0, to review the draft 2023- 2024 CDBG Budget and Annual Action Plan and provide direction to staff. Schedule a Public Hearing for April 27, 2023, to approve and adopt the 2023-2024 CDBG Budget and Annual Action Plan.

Item 1B - Page 8
City Council Minutes March 23, 2023

City of Palm Springs Page 9

ALL ACTIONS ARE DRAFT PENDING APPROVAL OF THE FINAL MINUTES

3. BUSINESS & LEGISLATIVE:

A. REQUEST TO APPROVE THE ENVIRONMENTALLY PREFERABLE

PURCHASING POLICY

MOTION BY COUNCILMEMBER HOLSTEGE , SECOND BY MAYOR GARNER , PASSED 5-0, to approve the Environmentally Preferable Purchasing Policy (EPPP) and incorporate them as an attachment to the City’s Procurement and Contracting Policy (Title 7 of the City’s Municipal Code). Councilmember Holstege requested to add in more language to the policy, adding pollinator plants to the landscaping section and local preference reporting to the program evaluation.

PUBLIC COMMENT:

Eric Scott Romney

CITY COUNCIL AND CITY MANAGER REQUESTS AND UPCOMING AGENDA

DEVELOPMENT

City Manager Stiles and the City Council discussed the tentative upcoming meeting schedule and agenda items.

ADJOURNMENT:

The City Council adjourned on Thursday, March 9, 2023, at 7:15 PM.

Respectfully submitted,

Brenda Pree, MMC, CERA
City Clerk

APPROVED BY CITY COUNCIL: __/__/2023
Item 1B - Page 9

CITY COUNCIL STAFF REPORT
04/10/2023
SUBJECT:

APPROVE CONTRACT SERVICE AGREEMENT NO. 23S057 WITH SOUTH

COAST, LLC DBA SOUTH COAST EMERGENCY VEHICLE SERVICE FOR FIRE

APPARATUS AND HEAVY EQUIPMENT MAINTENANCE AND REPAIR SERVICES RECOMMENDATION:

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

Attachments
Item 1C

CITY COUNCIL STAFF REPORT

DATE: APRIL 10, 2023 CONSENT CALENDAR

SUBJECT: APPROVE CONTRACT SERVICE AGREEMENT NO. 23S057 WITH

SOUTH COAST, LLC DBA SOUTH COAST EMERGENCY VEHICLE

SERVICE FOR FIRE APPARATUS AND HEAVY EQUIPMENT

MAINTENANCE AND REPAIR SERVICES

FROM: Scott C. Stiles, City Manager

BY: Department of Maintenance & Facilities

SUMMARY:

This action will approve a three- year agreement with two one-year options with South Coast, LLC dba South Coast Emergency Vehicle Service in an amount not to exceed $705,000 for the initial term for fire apparatus and heavy equipment maintenance and repair services for the Palm Springs Fire Department Pierce Fire Manufacturing Apparatus, and OSHKOSH Airport Products.

RECOMMENDATION:

1. Approve Contract Service Agreement 23S057 (Attachment A) with South Coast Emergency Vehicle Service, to provide fire apparatus and heavy equipment maintenance and repair services in an amount not to exceed $705,000, for the initial three-year term beginning April 15, 2023 through April 14, 2026, with two one-year extension options at the City’s sole discretion;

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

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form (Attachment B), South Coast, LLC dba South Coast Emergency Vehicle Service is registered in the State of California. The owner is L. Keith Mustain with 100% beneficial interest in entity.

Item 1C - Page 1
City Council Staff Report
April 10, 2023 -- Page 2
Approve Fire Apparatus Maintenance and Repair Contract
BACKGROUND:

The C
ity’s fleet of fire engines (manufactured by Pierce Manufacturing) requires that any required heavy mechanical maintenance or repairs be performed by Pierce’s authorized regional vendor – South Coast Emergency Vehicle Service (“South Coast”).

The City currently owns four (4) Oshkosh Striker Aircraft Rescue and Firefighting (ARFF) vehicles used by the F ire Department to provide safety and emergency response and aircraft firefighting needs. South Coast is the authorized parts, service, and warranty center in the State of California for Oshkosh and Pierce Manufacturing.

STAFF ANALYSIS:

The c
ontract with South Coast Emergency Vehicle Service is an on-call, as-needed type contract. The amount of the contract is based on the budgeted amount set by the Department.

In accordance with City of Palm Springs Municipal Code Section 7.05.020 pertaining to the use of sole sources, the D epartment of Maintenance and Facilities is proposing entering into a three- year contract service agreement with South Coast Emergency Vehicle Service.

The contract is for three-years with two one-year options for renewal. The unit pricing i s fixed for the first year and subject to a CPI increase in the following years. Staff recommends approval of Contract Services Agreement No. 23S057 with South Coast Emergency Vehicle Service for the initial three- year term in the amount not to exceed $705,000 effective April 15, 2023 through April 14, 2026, subject to two one-year optional renewals at the sole discretion of the City.

ENVIRONMENTAL ASSESSMENT
:

The r
equested 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:

Appr
oval of this action supports City Council priority 3A, Community Infrastructure – Improve City Facilities.

Item 1C - Page 2
City Council Staff Report
April 10, 2023 -- Page 3
Approve Fire Apparatus Maintenance and Repair Contract

FISCAL IMPACT:

Sufficient funds are budgeted and available in the current Fiscal Year 2022- 23 Fleet Account 5106560-50105.

REVIEWED BY:

Public Works Director: David McAbee
Procurement and Contracting Manager: Kim Baker
Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles

ATTACHMENTS:

A. Agreement No. 23S057
B. Public Integrity Disclosures

Item 1C - Page 3

ATTACHMENT A

Item 1C - Page 4

Revised 2.9.22 Page 1 of 19

CONTRACT SERVICES AGREEMENT 23S057

FIRE APPARATUS AND HEAVY EQUIPMENT REPAIR SERVICES
(Pierce Fire Manufacturing Apparatus and OSHKOSH Airport Products)

THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on April 15, 2023, by and between the City of Palm Springs, a California charter city and municipal c orporation (“City”), and SOUTH COAST , LLC DBA SOUTH COAST EMERGENCY VEHICLE SERVICE, a California limited liabil ity company, (“Contractor”).

City and Contractor are individually referred to as “Party” and are col lectively referred to as the “Parties”.

RECITALS

A. City requires the services of a license and qu alified firm to provide fire apparatus and heavy equipment maintenance and repair services for the Palm Springs Fire Departmen t Pierce Fire Manufacturing Apparatus, and OSHKOSH Airport Products on an as -needed basis, (“Project”).

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

C. 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 consider ation, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

AGREEMENT

1. CONTRACTOR SERVICES

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

1.2 Compliance with Law . Contract or sha ll comply with all applicable federal, state, and local laws, st atutes 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 1C - Page 6

Revised 2.9.22 Page 2 of 19

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

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

2. TIME FOR COMPLETION
The time for completion of the Services to be p erformed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon s chedule of performance set forth in Exhi bit “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 P arty responsible for the delay.

3. COMPENSATION OF CONTRACTOR

3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance wi th the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $705,000.00.

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 la ter 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 th e invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice.

3.3 Changes . In the event any change or changes in the Services is reque sted by City, Parties shall execute a written amendment to this Agree ment, 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 docum ents, 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 1C - Page 7

Revised 2.9.22 Page 3 of 19

4. PERFORMANCE SCHEDULE

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

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

4.3 Force Majeure. The time for performance of S ervices to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event if Contractor notifies the Contract Officer within ten (10) day s 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 di sasters occurring at the project si te; (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 or ders, rules to protect the public health, welfare and safety, and other acti ons of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the S ervices for the period of the 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 P arties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City m ay still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.4 Term. Unl ess earlier terminated in accordance wi th Section 4.5 of this Agreement, t his Agreement shall continue in full force and effect for a period of three years, commencing on April 1 5, 2023, and ending on Ap ril 14 , 2026, unless extended by mutual written agreement of the parties.

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

Contractor may not terminate this Agreement except for cause, upon thirty (30) da ys written notice to City.

Item 1C - Page 8

Revised 2.9.22 Page 4 of 19

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 i n its behalf with re spect to the specified Services: Matth ew Szafranek (name), General Manager (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 sha ll be re sponsible during the term of this Agreement for directing all activities of Contractor and dev oting sufficient time to personally supervise the S ervices under this Agreement . The foregoing prin cipal may not be changed by Contractor without prior written approval of the Contract Officer.

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

5.3 Prohibition Against Subcontracting or Assig nment. The experience, knowledge, education, capability, and reputation of Contractor , it s pr incipals and employees, were a substantial inducement for City to enter into this Agreement. Contra ctor shall not contract with any other individual or e ntity to perform any S ervices required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntar ily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisio ns stipulated in this Agreement including without limitation the insurance and indemnification req uirements. If Contractor is permitted to subcontract any pa rt of th is Agreement by City, Contractor shall be responsible to City for the acts and omissions of i ts subcontractor(s) in the same manner as it is for persons directly employed. 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 e mployees shall have any control over the manner, mode , or means by which Contractor , its agents or employees, perform the Services required, except as otherwi se 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 time s as to City a wholly independent c ontractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor ’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not li mited to : social security taxes, income tax withholding, unemployment insurance, and workers’ compens ation insurance. Contractor shall not have any authority to bind City in any manner.

5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the foll owing personnel Item 1C - Page 9

Revised 2.9.22 Page 5 of 19

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

N ame: Title:

Matthew Szafranek General Manager

5.6 Californ ia 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 a nd the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the S ervices are being performed as part o f an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage La ws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for constr uction, alteration, demolition, installation, or repair, Contract or agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agen ts free and harmless from any cl aims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upo n t he Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor C ode Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified p ayroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more 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 Industri al Rel ations. Contractor shall maintain registration for th e 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 Re lations. 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.

Revised 2.9.22 Page 6 of 19

including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injur ies to or d eath of persons (Contractor ’s employees included) , for damage to property, including property owne d by City, for any violation of any federal, state, or local l aw 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 Indemni fied Parties . Under no circumst ances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor ’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or ea rlier termination of this Agreement until all actions against the In demnified 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 limit ed to the extent which the C laims arise out of, pertain to, or relate to the negligence, recklessn ess, 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 Agreemen t, 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. Contra ctor shall keep such books and r ecords as shall be necessary to properly perform the S ervices required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit , and mak e records and transcripts from such records.

8.3 Ownership of Documents . All drawings, s pecifications, reports, records, documents, and other materials prepared by Contractor in the perf ormance of this Agreement shall be the property of City. Co ntractor 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 1C - Page 11

Revised 2.9.22 Page 7 of 19

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

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

9. ENFORCEMENT OF AGREEMENT

9.1 California Law. This Agreement shall be construed and inte rpreted both as to validity and to performance of the parties in a ccordance with the laws of the S tate of California.

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

9.2 Interpretation. This Agreemen t shall be construed as a whole according to its fair language and common meaning to achieve the obje ctives and purposes of the Parties. The terms of this Ag reement 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 amb iguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the var ious sections and paragraphs of this Agreement are for convenience and 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 exercis e of a ny right or remedy of a non- defaulting Party on any default shall impair such right or remed y 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 t his Agreement, the rights and re medies 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 sam e or d ifferent times, of any other rights or remedies for the same default or any other default by the other Party.

Item 1C - Page 12

Revised 2.9.22 Page 8 of 19

9.5 Legal Action. In addition to any othe r rights or remedies, either P arty may take legal action, in law or in equity, to cure, correct , or remedy any default, to recover damages for any default, to compe l specific performance of this A greement, 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 limi ted 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 Employe es. No officer or employee of City shall be personally liable to th e Contractor, or any successor -in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement.

10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any dir ect or indirect financial interest in this Agreement, nor shall Contractor enter into any agreemen t 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 D iscrimination. In connection with its performance under this Agreement, Contractor shall not dis criminate against any employee or applicant for employment because of actual or perceived race, relig ion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethn icity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful 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 t he following: employment, upgrading, demotion or transfer ; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that 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, dema nd, 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 Item 1C - Page 13

Revised 2.9.22 Page 9 of 19

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: South Coast Emergency Vehicle Service
Attention: Matthew Szafranek
2020 S. Baker Avenue
Ontario, CA 91761
909-930-2278
[email protected]

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 t he Parties with respect to th e subject matter in this Agreement.

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

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

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

11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without l imitation, any rights as a thir d-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 a grees that such Party is bound, for purposes of this Agreement, by the same.

Item 1C - Page 14

Revised 2.9.22 Page 10 of 19

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

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

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

Revised 2.9.22 Page 11 of 19

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM

SPRINGS AND SOUTH COAST, LLC DBA SOUTH COAST EMERGENCY VEHICLE

SERVICE

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

CONTRACTOR:

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

Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: April 10, 2023 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 1C - Page 16

Revised 2.9.22 Page 12 of 19

EXHIBIT “A”

SCOPE OF SERVICES/WORK

Including,

Schedule of Fees

And

Schedule of Performance

Item 1C - Page 17

Revised 2.9.22 Page 13 of 19

1.1 SCOPE OF WORK
The Contractor shall furnish all necessary supervision, labor, tools, parts, equipment, and location required to perform inspections, maintenance, repairs, and testing of the Palm Springs Fire Department Pierce Fire Manufacturing Apparatus, and OSHKOSH Airport Products. All services performed by the Contractor shall meet the current National Fire Protection Association Standard (NFPA) 1911, Standard for the Inspection, Maintenance, Testing, and Retirement of In-Service Automotive Fire Apparatus, current edition. In addition, all services provided by the Contractor shall be consistent with industry best practices, meet all applicable federal, state, and local standards and follow all manufacturer’s recommendations. It is the expectation of the City, as described herein, that the Contractor shall provide superior customer service and timely maintenance and repair services to correct deficiencies and return the vehicle to an in- service status.

1.2 LEVEL OF SERVICES TO BE PROVIDED

1. Perform inspections, maintenance, repairs, and testing to the Palm Springs Fire Department Pierce Manufacturing Apparatus and Oshkosh Airport Equipment.

2. Provide sale of repair parts pertaining to the Palm Springs Fire Department Pierce Manufacturing Apparatus and Oshkosh Airport Equipment.

1.3 REPAIR APPROVALS
The Contractor shall have specific pre-approval from the Fleet Manager prior to completing repairs. In obtaining approval, the Contractor shall advise the Fleet Manager of the estimated cost of the repair work and the estimated time it will take to return the unit to an in-service status. Any repairs performed without documented pre-approval authorization will be at the expense of the Contractor. The estimate shall include the following:
• Estimated time
• Parts cost
• Part Numbers

1.4 INSPECTIONS
Fleet Manager reserves the right to send a representative to perform a quality control acceptance inspection of all equipment repairs or replacements.

1.5 PARTS INVENTORY
The Contractor shall maintain reasonable inventory levels at its facility to assure timely repair of the City’s Pierce Manufacturing fire apparatus and Oshkosh Airport Products.

1.6 CONTRACTOR REPAIR WARRANTY
The Contractor shall warranty repairs for a period of not less than the manufacturer’s warranty for those parts replaced and at least ninety (90) days on other minor repairs. On major repairs, the Contractor shall warranty repairs for a period of not less than the manufacturer’s warranty for both labor and parts. In the event the repair is a Contractor in-house rebuild, the warranty shall be for not less than one (1) year, 12,000 miles or 750 Item 1C - Page 18

Revised 2.9.22 Page 14 of 19

operating hours, whichever occurs first. For purposes of this Contract, a major repair is defined as one with a combined cost of parts and labor exceeding $1,000.

1.7 INSURANCE REQUIREMENTS
Contractor shall meet all insurance requirements of the City, including but not limited to, the provisions of personal and property liability, including automobile coverage, and Worker's Compensation, in limits acceptable to the City.

1.8 LICENSE REQUIREMENT
Be licensed in accordance with the Palm Springs Municipal Code, Chapter 3.40 through

3.96 entitled Business Tax.

1.9 PRICING

1. The pricing included in this Contract shall be firm for the first year.

2. The unit prices may be adjusted (decreased or increased) once a year to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureaus of Labor Statistics for the Riverside-San Bernardino-Ontario Areas.

3. The City will only pay for the items listed on the bid form. Contractor must incorporate all of its costs in its unit bid prices, including but not limited to labor, supervision, project management, overhead, profit, onboarding training, travel, mileage, truck charges, fuel charges, service call charges, parking, delivery, portal-to- portal charges, environmental fees, shop supplies and consumable incidental materials. The City will not pay for subcontractors, rental of equipment/tools, and purchase of materials/supplies unless the City authorized payment of the applicable items.

1.10 INVOICING
Contractor will submit an itemized invoice monthly. Billings must reference a purchase order number and shall indicate the unit (contract) price. Contractor will be paid for the actual hours worked at the rates shown in the contract. Parts, materials, equipment, and subcontractor costs will be compensated at actual cost with receipts required with allowable markup as outline in the contract. Contractor shall break out the line items on the invoice in accordance with the line items on the bid form. Contractor must provide back-up documentation for materials, subcontractor, rented equipment, permits, disposal and recycling fees. Invoices that are submitted with incorrect prices may be returned for correction before any payments to the contractor are authorized. It shall be the contractor’s responsibility to submit a correct invoice. The City shall not be responsible for payment until a correct invoice is received. The invoice shall be accompanied by receipts, dated, and signed by a City Employee, verifying the work was done. Invoices and receipts will be submitted to the Contract Officer for approval. All invoices are to be sent as one document, per month to: [email protected] .

Item 1C - Page 19

Revised 2.9.22 Page 15 of 19

Item 1C - Page 20
SOUTH b COAST
•111.•QINC't VIMICU 11.ll\llCll
Daniel,
Here are our contract labor rates for the City of Palm Springs. Our non-contract labor rate is $145/hr, so you'll save on labor. You also get a discount on parts with a contract.

ITEM D ESCRIPTION UNIT ESTIMATED UNIT

QUANTITY PRICE
1 Mechanical Labor Rate HR 500 145
2 Electrical Labor Rate Iweekendl HR 300 145
3 4 Wheel Alionment HR 300 600
4 Opacity Test HR 200 3"'
oa,tu
TOTAL

ITEM D ESCRIPTION
6 Parts and Materials (Enter your% mark-up for parts & materials) Please let me know if you need any additional information.

Thank you for choosing South Coast EVS.

Matthew L. Szafranek
General Manage<
South Coast Emergency Vehicle Service

SUBTOTAL
% MARK-
UP
10%from
list
2020 South llal:tr Ave.. Ontaflo, CA 91761 ~ P Ul..lS7.3'73 I southco.ut[VS.,wt DA TE Pa nN T ! D: 2 S 2 0 2 3 UNCOl\ TROLLED P.,G Z l O! l

Revised 2.9.22 Page 16 of 19

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 1C - Page 21

Revised 2.9.22 Page 17 of 19

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain publi c liability and property damage insurance aga inst all claims for inju ries agains t persons or damages to propert y 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 C ity, and submit concurre ntly with its execution of this Agreement .

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

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

1. Comprehens ive 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 l imits of a t least one m illion dollars ($1,000,000.00) per occurrence;

3. Professional liability (errors and omissions) insurance with limits o f 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 Sta te of California and Employer’s Liability Insurance wi th limits of at least one mil lion dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

3. Primary Insurance. For any claims related to this Agreement, Contr actor’s insurance coverage shall be primar y with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self -insurance maintained by City and its respective elected o fficials, officers, employees, agents, and volunteers shall be in excess of Contractor’s in surance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, t he insurer shall waive all rights of subrogation and Item 1C - Page 22

Revised 2.9.22 Page 18 of 19

contribution it may have again st City, its elected officials, offic ers, employe es, agents, a nd volunteers.

4. Errors and Omissions Coverage . If Errors & Omissions Insurance is required, and if Contracto r prov ides claims made profes sional liability insuranc e, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made with in three years of the completion of Contractor ’s services u nder t his Agreement, or (2) to maintain professiona l liability insurance co verage 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 R ating of B++, Class VII, or better, unless otherwise acceptable to the City.

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

Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Ins urance Coverage with an approved Additiona l I nsured E ndorsement wit h the following endorsements stated on the certificate:

A. "The City of Palm Springs, its officials, employee s, and age nts 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 exp iration date thereof, the issuing company will mail 30 days written notice to the C ertificate 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 o r representative" is not acceptable and must be crossed out.

Item 1C - Page 23

Revised 2.9.22 Page 19 of 19

D. Both the Workers’ Compensation and Employers' Lia bility 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 commen ces. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the aut horized 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 reduc e 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 guaranteei ng payment of losses and related investigations, claim administration, and def ense expenses.

Certificates of Insurance m ust include evidence of t he amount of any deductible or self -insured retention under the policy. Contractor guarantees payment of all deducti bles and self -insured retentions.

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

Item 1C - Page 24

ATTACHMENT B
Item 1C - Page 5

ATTACHMENT D

CITY OF PALM SPRINGS

PUBLIC INTEGRITY DISCLOSURE
(INSTRUCTIONS FOR APPLICANTS)

THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR BID 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 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 cqmpanies 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 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.

What Must I Disclose?
Item 1C - Page 25
Item 1C - Page 26
A. The names of all natural persons who are officers, directors , members , managers , trustees, and other fiduciaries serving trusts or other types of organizations (attorneys , accountants , etc.).
~: (1) only trusts or other organizations that are not the fiduciaries, (2) if a second 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 with 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 1C - Page 27

1. Name of Entity

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

2. Address of Entity (Principal Place of Business)

4. State where Entity is Registered with Secretary of State U,l-1 Fo~ I A-
If other than California, is the Entity also registered in California? D Yes D No

5. Type of Entity
D Corporation % Limited Liability Company D Partnership D Trust D Other (please specify)

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

EXAMPLE
JANE DOE 50%, ABC COMPANY, Inc.

L t</:itTH MIJ..>TAll{ IQoAfo < '>04T tf:. Cc~ U..C.. I [name of owner/investor] [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 DECLAltE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFO, IA THAT T~OREGOING IS TRUE AND CORRECT.

Signaturpf DiscloT Party~ ed Name, Title Date
lr-1..-? ~ - .
/0 /17 /2-022-,.v/ ,1-1(/fe w S1.4 RV41'E}(. , G€NrJ/U+L M A,V,,+'1E ,<..

Item 1C - Page 29
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 California 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 corporat ion
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%

CITY COUNCIL STAFF REPORT
04/10/2023
SUBJECT:

ACCEPT A STATE HOMELAND SECURITY PROGRAM GRANT AWARD IN THE AMOUNT OF $210,063 FROM THE CALIFORNIA OFFICE OF EMERGENCY

SERVICES, THROUGH THE COUNTY OF RIVERSIDE EMERGENCY

MANAGEMENT DEPARTMENT, FOR THE PURCHASE OF INTEROPERABLE

COMMUNICATIONS EQUIPMENT FOR LAW ENFORCEMENT, AND CERT

TRAINING, EQUIPMENT, AND PERSONNEL COSTS
RECOMMENDATION:

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

CITY OF PALM SPRINGS, CALIFORNIA, DESIGNATING AND AUTHORIZING

CERTAIN CITY OFFICIALS TO EXECUTE APPLICATIONS AND DOCUMENTS

FOR THE PURPOSES OF OBTAINING FEDERAL FINANCIAL ASSISTANCE

PROVIDED BY THE FEDERAL DEPARTMENT OF HOMELAND SECURITY

AND SUB-GRANTED THROUGH THE STATE OF CALIFORNIA AND THE COUNTY OF RIVERSIDE.”

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

Attachments
Item 1D

CITY COUNCIL STAFF REPORT

DATE: A PRIL 10, 2023 CONSENT CALENDAR

SUBJECT: ACCEPT A STATE HOMELAND SECURITY PROGRAM GRANT AWARD IN THE AMOUNT OF $210,063 FROM THE CALIFORNIA OFFICE OF

EMERGENCY SERVICES, THROUGH THE COUNTY OF RIVERSIDE

EMERGENCY MANAGEMENT DEPARTMENT, FOR THE PURCHASE

OF INTEROPERABLE COMMUNICATIONS EQUIPMENT FOR LAW

ENFORCEMENT, AND CERT TRAINING, EQUIPMENT, AND

PERSONNEL COSTS

FROM: Scott C. Stiles, City Manager

BY: Fire Department, Emergency Management
Police Department

SUMMARY:

Staff is r ecommending City Council accept a State Homeland Security Program grant award in the amount of $210,063 from the California Office of Emergency Services, through the County of Riverside Emergency Management Department , to be used towards the purchase of interoperable communication equipment for the Police Department, and Community Emergency Response Team ( CERT) training, equipment purchases, and staff costs.

RECOMMENDATION:

1. Approve the acceptance of a Fiscal Year 2022 State Homeland Security Program Grant Award from the California Office of Emergency Services (CalOES), through the County of Riverside Emergency Management Department, in the amount of $210,063.

2. Adopt Resolution No_____, “A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, DESIGNATING AND AUTHORIZING

CERTAIN CITY OFFICIALS TO EXECUTE APPLICATIONS AND DOCUMENTS

FOR THE PURPOSES OF OBTAINING FEDERAL FINANCIAL ASSISTANCE

PROVIDED BY THE FEDERAL DEPARTMENT OF HOMELAND SECURITY AND

SUB-GRANTED THROUGH THE STATE OF CALIFORNIA AND THE COUNTY OF RIVERSIDE.”

3. Authorize the City Manager to execute all necessary documents.

Item 1D - Page 1
City Council Staff Report
April 10, 2023 – Page 2
Accept SHSP Grant Funding
STAFF ANALYSIS:

The S
tate Homeland Security Program (SHSP), one of three components of the Homeland Security Grant Program (HSGP), assists state, local, tribal, and territorial efforts to build, sustain, and deliver the capabilities necessary to prevent, prepare for, protect against, and respond to acts of terrorism.

The City of Palm Springs, as a subrecipient of the County of Riverside Emergency Management Department, has been awarded $210,063; $204,000 of which is to be used specifically towards the purchase of handheld and mobile radios for law enforcement.

These radios provide interoperable communications between Riverside County law enforcement agencies in efforts to prevent, respond to, and investigate terrorist or domestic extremist events. The purchase of these radios will increase effective responsiveness to local and regional incidents and support enhanced preparedness for disasters unrelated to acts of terrorism.

The remaining $6,063 is to be spent on Community Emergency Response Team (CERT) training, equipment, and staff t o assist with the management of the program. Personnel will be funded to coordinate classes and schedules and to complete inventory control of supplies.

The SHSP is a reimbursement grant. The City must purchase equipment and request reimbursement through Riverside County EMD by May 31, 2024.

FISCAL IMPACT
:

Appropriate $210,063 in General Fund revenues and expenditures.

REVIEWED BY:

Acting Department Director: Jason Loya
Acting Director of Finance: Kristopher Mooney
Police Chief: Andrew G. Mills
City Manager: Scott Stiles
ATTACHMENTS:

A.)
FY22 SHSP Award Letter
B.) FY22 SHSP Resolution
C.) FY22 SHSP Grant Subaward Face Sheet
D.) FY22 SHSP Grant Assurances
Item 1D - Page 2

ATTACHMENT A
Item 1D - Page 3

450 E ALESSANDRO BLVD. RIVERSIDE, CALIFORNIA 92508
T: 951.358.7100 ♦ F: 951.358.7105 ♦ WEB: WWW.RIVCOREADY.ORG ♦ TDD: 951.358.5124

Bruce Barton, Director
Emergency Management Department
January 25, 2023

City of Palm Springs
Justin Clifton, City Manager
Melissa Desmarais, Captain
Daniel DeSelms, Emergency Management Coordinator

RE: FY22 State Homeland Security Program Grant (SHSP) Award - $210,063 Grant #2022-0043 CFDA#: 97.067

The California Office of Emergency Services (CalOES) has approved Riverside County’s FY 22 State Homeland Security Program Grant (SHSP) application and has authorized the commencement of reimbursement requests. The performance period for this grant is January 25, 2023 – May 31, 2024. Final reimbursement requests are due no later than June 10, 2024.

Upon approval of pending paperwork this letter serves as authorization to begin spending and requesting reimbursement of your Anti-Terrorism Approval Authority (AT AA) approved projects. To ensure that all awarded funds are expended, the State requires reimbursement requests be made every 6 months at a minimum. E xpenses for equipment should be completed within the first 8 months after rec eiving this award let ter. Training must be completed or scheduled wi thin the first year of this grant. Under extenuating circumstances certain exceptions may be approved. Full expenditure of the awarded funds is expected.

Riverside County Operational Area may reduce, suspend, or terminate current and/or future grant funding, in whole or in part, or other measures may be imposed for any of the following reasons:
• Failure to submit required reports.
• Failure to expend a minimum of 90% of awarded funding. • Failure to expend funds in a timely manner consistent with the grant milestones, guidance, and assurances. • Failure to comply with the requirements or statutory progress toward the goals or objectives of federal or state law.
• Failure to follow grant agreement requirements or special conditions. • False certification in the application or document.
• Failure to adequately manage, monitor, or direct the grant funding activities of their City/Agency.

A signed FY22 Grant Assurance and a signed Financial Management Forms Workbook (FMFW) Facesheet is required to be submitted to Riv erside County EMD as soon as possible. Modifications and Reimbursement Requests cannot be processed until these documents are received. Please remember that changes to your grant will require the approval of the OA prior to incurring any costs. All modific ations, EHP’s, sole source procurement, EOC and construction requests require additional approvals from CalOES through the OA prior to incurring any costs.

By accepting this subaward, it
is understood that your agency agrees to comply with all applicable federal, state, and local requirements of the grant as put forth in the FY 22 Grant Assurances, federal and state guidances, and all provisions of 2 CFR 200 including Sub part F- Audit Requirements. Any funds found owed as a result of a final rev iew or audi t must be refunded to the County within 15 days upon receipt of an invoice from Riverside County EMD.

Please feel free to contact me for any further assistance.

Sincerely,
Louis Le
Administrative Services Analyst II
[email protected]
951-955-8525
Item 1D - Page 4
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<§Mil

ATTACHMENT B
Item 1D - Page 5
RESOLUTION NO. ____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

PALM SPRINGS, CALIFORNIA, DESIGNATING AND

AUTHORIZING CERTAIN CITY OFFICIALS TO EXECUTE

APPLICATIONS AND DOCUMENTS FOR THE PURPOSES

OF OBTAINING FEDERAL FINANCIAL ASSISTANCE

PROVIDED BY THE FEDERAL DEPARTMENT OF

HOMELAND SECURITY AND SUB -GRANTED THROUGH

THE STATE OF CALIFORNIA AND THE COUNTY OF

RIVERSIDE

WHEREAS, the California Governor’s Office of Emergency Services requires that the Palm Springs City Council obtain a resolution in order to be eligible to apply for and receive federal financial assistance provided by the Federal Department of Homeland Security and sub- granted through the State of California and the County of Riverside Emergency Management Department; and

WHEREAS, the City of Palm Springs desires to continue to accept the State Homeland Security Program (SHSP) for grant years 2022 and 2023; and

WHEREAS, on April 10 , 202 3, the City Council of the City of Palm Springs authorized the City Manager to execute said applications and documents.

NOW THEREFORE, THE CITY COUNCIL OF THE CITY OF PALM SPRINGS DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1.

T hat the foregoing recitals are true and correct and are incorporated herein by this reference.

SECTION 2. That the City Manager or designee is hereby authorized to execute and submit for and on behalf of the City of Palm Springs, a local government established under the laws of the State of California, applications and other related documents, including agreements amendments, extensions, and grant award documents, for the purpose of obtaining federal financial assistance provided by the federal Department of Homeland Security and sub-granted through the State of California.

SECTION 3. That this authorization shall be in effect for the duration of the FY 2022, and FY 2023 grant periods of the SHSP.

Item 1D - Page 6
Resolution No. ____

Page 2 ends

ADOPTED THIS 10TH DAY OF APRIL, 2023.

SCOTT STILES

CITY MANAGER

ATTEST:

BRENDA PREE, MMC, CERA

CITY CLERK

Item 1D - Page 7
Resolution No. ____

Page 3 ends

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

CITY OF PALM SPRINGS )

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

AYES:

NOES:

ABSENT:

ABSTAIN:

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, MMC, CERA

PALM SPRINGS, CITY CLERK
Item 1D - Page 8

ATTACHMENT C
Item 1D - Page 9
CALIFORNIA GOVERNOR'S OFFICE OF EMERGENCY SERVICES (Cal OES) Project Consulting Firm /
Consultant Name
Project /
Description of Services Deliverable Solution
Area
Solution Area
Sub-Category
Expenditure
Category
Period of
Expenditure
Fee for
Deliverable
Total Salary & Benefits
Charged for this
Reporting Period
Hourly / Billing
Rate
Total Project
Hours
Cash Request
#
Total Cost
Charged to
Grant
asd -

CONSULTANT / CONTRACTOR
Cal OES Approval
Ledger Type
POP Start Date
POP End Date
January 25, 2023
May 31, 2024
City of Palm Springs
2022-0043
FY 2022 HSGP FMFW (Macro) v.22 1 of 1 Consultant-Contractor Item 1D - Page 10

ATTACHMENT D
Item 1D - Page 11
FY22 Standard Assurances
Federal Grant Programs
2022 SHSP Standard Assurances Page 1 of 15 Initials

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

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

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

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

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

Item 1D - Page 12
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FY22 Standard Assurances
Federal Grant Programs
2022 SHSP Standard Assurances Page 2 of 15 Initials

This Proof of Authority must be maintained on file and readily available upon request.

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

3. Lobbying and Political Activities
As required by Section 1352, Title 31 of the United States Code (U.S.C.), for persons entering into a contract, grant, loan, or cooperative agreement from an agency or requests or receives from an agency a commitment providing for the United States to insure or guarantee a loan, the Applicant certifies that:

(a) No federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any federal grant, the making of any federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any federal contract, grant, loan, or cooperative agreement.
(b) If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying”, in accordance with its instructions.
(c) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.

The Applicant will also comply with provisions of the Hatch Act (5 U.S.C. §§ 1501- 1508 and §§ 7324-7328) which limit the political activities of employees whose principal employment activities are funded in whole or in part with federal funds.

Item 1D - Page 13
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FY22 Standard Assurances
Federal Grant Programs
2022 SHSP Standard Assurances Page 3 of 15 Initials

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

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

The Applicant certifies that it and its principals, recipients, or subrecipients:

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

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

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

These include, but are not limited to, the following:

Item 1D - Page 14
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FY22 Standard Assurances
Federal Grant Programs
2022 SHSP Standard Assurances Page 4 of 15 Initials

(a) Title VI of the Civil Rights Act of 1964 (Public Law (P.L.) 88-352 and 42 U.S.C. § 2000d et. seq.) which prohibits discrimination on the basis of race, color, or national origin and requires that recipients of federal financial assistance take reasonable steps to provide meaningful access to persons with limited English proficiency (LEP) to their programs and services; (b) Title IX of the Education Amendments of 1972, (20 U.S.C. §§ 1681 -1683, and 1685-1686), which prohibits discrimination on the basis of sex in any federally funded educational program or activity;
(c) Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794), which prohibits discrimination against those with disabilities or access and functional needs;
(d) Americans with Disabilities Act (ADA) of 1990, which prohibits discrimination on the basis of disability and requires buildings and structures be accessible to those with disabilities and access and functional needs (42 U.S.C. §§ 12101- 12213);
(e) Age Discrimination Act of 1975, (42 U.S.C. §§ 6101-6107), which prohibits discrimination on the basis of age;
(f) Public Health Service Act of 1912 (42 U.S.C. §§ 290 dd—2), relating to confidentiality of patient records regarding substance abuse treatment; (g) Title VIII of the Civil Rights Act of 1968 (42 U.S.C. § 3601 et seq.), relating to nondiscrimination in the sale, rental or financing of housing as implemented by the Department of Housing and Urban Development at 24 C.F.R. Part 100. The prohibition on disability discrimination includes the requirement that new multifamily housing with four or more dwelling units—i.e., the public and common use areas and individual apartment units (all units in buildings with elevators and ground-floor units in buildings without elevators)— be designed and constructed with certain accessible features (See 24 C.F.R. § 100.201); (h) Executive Order 11246, which prohibits federal contractors and federally assisted construction contractors and subcontractors, who do over $10,000 in Government business in one year from discriminating in employment decisions on the basis of race, color, religion, sex, sexual orientation, gender identification or national origin;
(i) Executive Order 11375, which bans discrimination on the basis of race, color, religion, sex, sexual orientation, gender identification, or national origin in hiring and employment in both the United States federal workforce and on the part of government contractors;
(j) California Public Contract Code § 10295.3, which prohibits discrimination based on domestic partnerships and those in same sex marriages; Item 1D - Page 15
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FY22 Standard Assurances
Federal Grant Programs
2022 SHSP Standard Assurances Page 5 of 15 Initials

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

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

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

7. Environmental Standards
The Applicant will comply with state and federal environmental standards, which may be prescribed pursuant to the following, as applicable:

(a) California Environmental Quality Act (CEQA) (California Public Resources Code §§ 21000- 21177), to include coordination with the city or county planning agency;
(b) CEQA Guidelines (California Code of Regulations, Title 14, Division 6, Chapter 3, §§ 15000- 15387);
(c) Federal Clean Water Act (CWA) (33 U.S.C. § 1251 et seq.), which establishes the basic structure for regulating discharges of pollutants into the waters of the United States and regulating quality standards for surface waters; Item 1D - Page 16
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FY22 Standard Assurances
Federal Grant Programs
2022 SHSP Standard Assurances Page 6 of 15 Initials

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

The Applicant shall not be: 1) in violation of any order or resolution promulgated by the State Air Resources Board or an air pollution district; 2) subject to a cease and desist order pursuant to § 13301 of the California Water Code for violation of waste discharge requirements or discharge prohibitions; or 3) determined to be in violation of federal law relating to air or water pollution.

Item 1D - Page 17
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Federal Grant Programs
2022 SHSP Standard Assurances Page 7 of 15 Initials

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

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

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

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

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

13. Whistleblower Protections
The Applicant also must comply with statutory requirements for whistleblower Item 1D - Page 18
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protections at 10 U.S.C. § 2409, 41 U.S.C. § 4712, and 10 U.S.C. § 2324, 41 U.S.C. § 4304 and § 4310.

14. Human Trafficking
The Applicant will comply with the requirements of Section 106(g) of the Trafficking Victims Protection Act of 2000, as amended (22 U.S.C. § 7104) which prohibits grant award recipients or a subrecipient from: (1) engaging in trafficking in persons during the period of time that the award is in effect; (2) procuring a commercial sex act during the period of time that the award is in effect; or (3) using forced labor in the performance of the award or subawards under the award.

15. Labor Standards
The Applicant will comply with the following federal labor standards:

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

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

17. Property-Related
If applicable to the type of project funded by this federal award, the Applicant will:

(a) Comply with the requirements of Titles II and III of the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970 (P.L. 91-646) which provide for fair and equitable treatment of persons displaced or whose property is acquired as a result of federal or federally-assisted programs. These requirements apply to all interests in real property acquired for project purposes regardless of federal participation in purchase; (b) Comply with flood insurance purchase requirements of Section 102(a) of the Flood Disaster Protection Act of 1973 (P.L. 93-234) which requires subrecipients in a special flood hazard area to participate in the program Item 1D - Page 19
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and to purchase flood insurance if the total cost of insurable construction and acquisition is $10,000 or more;

(c) Assist the awarding agency in assuring compliance with Section 106 of the (d) National Historic Preservation Act of 1966, as amended (16 U.S.C. § 470), Executive Order 11593 (identification and protection of historic properties), and the Archaeological and Historic Preservation Act of 1974 (16 U.S.C. §469a-1 et seq.); and
(e) Comply with the Lead-Based Paint Poisoning Prevention Act (42 U.S.C. § 4831 and 24 CFR Part 35) which prohibits the use of lead-based paint in construction or rehabilitation of residence structures.

18. Certifications Applicable Only to Federally-Funded Construction Projects For all construction projects, the Applicant will:

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

19. Use of Cellular Device While Driving is Prohibited
Applicants are required to comply with California Vehicle Code sections 23123 and 23123.5. These laws prohibit driving motor vehicle while using an electronic wireless communications device to write, send, or read a text-based communication. Drivers are also prohibited from the use of a wireless telephone without hands-free listening and talking, unless to make an emergency call to 911, law enforcement, or similar services.

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20. California Public Records Act and Freedom of Information Act The Applicant acknowledges that all information submitted in the course of applying for funding under this program, or provided in the course of an entity’s grant management activities that are under Federal control, is subject to the Freedom of Information Act (FOIA), 5 U.S.C. § 552, and the California Public Records Act, California Government Code section 6250 et seq. The Applicant should consider these laws and consult its own State and local laws and regulations regarding the release of information when reporting sensitive matters in the grant application, needs assessment, and strategic planning process.

HOMELAND SECURITY GRANT PROGRAM (HSGP) –

PROGRAM SPECIFIC ASSURANCES / CERTIFICATIONS

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

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

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

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

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23. Activities Conducted Abroad
All recipients must ensure that project activities carried on outside the United States are coordinated as necessary with appropriate government authorities and that appropriate licenses, permits, or approvals are obtained.

24. Best Practices for Collection and Use of Personally Identifiable Information (PII) DHS defines personally identifiable information (PII) as any information that permits the identity of an individual to be directly or indirectly inferred, including any information that is linked or linkable to that individual. All recipients who collect PII are required to have a publicly-available privacy policy that describes standards on the usage and maintenance of PII they collect. Recipients may also find the DHS Privacy Impact Assessments: Privacy Guidance and Privacy template a useful resource respectively.

25. Copyright
All recipients must affix the applicable copyright notices of 17 U.S.C. §§ 401 or 402 and an acknowledgement of U.S. Government sponsorship (including the award number) to any work first produced under federal financial assistance awards.

26. Duplication of Benefits
Any cost allocable to a particular federal financial assistance award provided for in 2 C.F.R. Part 200, Subpart E may not be charged to other federal financial assistance awards to overcome fund deficiencies, to avoid restrictions imposed by federal statutes, regulations, or federal financial assistance award terms and conditions, or for other reasons. However, these prohibitions would not preclude recipients from shifting costs that are allowable under two or more awards in accordance with existing federal statutes, regulations, or the federal financial assistance award terms and conditions.

27. Energy Policy and Conservation Act
All recipients must comply with the requirements of 42 U.S.C. § 6201 which contain policies relating to energy efficiency that are defined in the state energy conservation plan issued in compliance with this Act.

28. Federal Debt Status
All recipients are required to be non-delinquent in their repayment of any federal debt. Examples of relevant debt include delinquent payroll and other taxes, audit disallowances, and benefit overpayments. See OMB Circular A-129.

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29. Fly America Act of 1974
All recipients must comply with Preference for U.S. Flag Air Carriers: (air carriers holding certificates under 49 U.S.C. § 41102) for international air transportation of people and property to the extent that such service is available, in accordance with the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. § 40118) and the interpretative guidelines issued by the Comptroller General of the United States in the March 31, 1981, amendment to Comptroller General Decision B- 138942.

30. Hotel and Motel Fire Safety Act of 1990
In accordance with Section 6 of the Hotel and Motel Fire Safety Act of 1990, all Applicants must ensure that all conference, meeting, convention, or training space funded in whole or in part with federal funds complies with the fire prevention and control guidelines of the Federal Fire Prevention and Control Act of 1974, as amended, 15 U.S.C. § 2225a.

31. Non-supplanting Requirement
All recipients who receive federal financial assistance awards made under programs that prohibit supplanting by law must ensure that federal funds do not replace (supplant) funds that have been budgeted for the same purpose through non- federal sources.

32. Patents and Intellectual Property Rights
Unless otherwise provided by law, recipients are subject to the Bayh-Dole Act, Pub. L.

No. 96-517, as amended, and codified in 35 U.S.C. § 200 et seq. All recipients are subject to the specific requirements governing the development, reporting, and disposition of rights to inventions and patents resulting from financial assistance awards located at 37 C.F.R. Part 401 and the standard patent rights clause located at 37 C.F.R. § 401.14.

33. SAFECOM
All recipients who receive federal financial assistance awards made under programs that provide emergency communication equipment and its related activities must comply with the SAFECOM Guidance for Emergency Communication Grants, including provisions on technical standards that ensure and enhance interoperable communications.

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34. Terrorist Financing
All recipients must comply with Executive Order 13224 and U.S. law that prohibit transactions with, and the provisions of resources and support to, individuals and organizations associated with terrorism. Recipients are legally responsible to ensure compliance with the Order and laws.

35. Reporting of Matters Related to Recipient Integrity and Performance If the total value of the recipient’s currently active grants, cooperative agreements, and procurement contracts from all federal assistance offices exceeds $10,000,000 for any period of time during the period of performance of this federal financial assistance award, you must comply with the requirements set forth in the government-wide Award Term and Condition for Recipient Integrity and Performance Matters located at 2 C.F.R. Part 200, Appendix XII, the full text of which is incorporated here by reference in the award terms and conditions.

36. USA Patriot Act of 2001
All recipients must comply with requirements of the Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act (USA PATRIOT Act), which amends 18 U.S.C. §§ 175–175c.

37. Use of DHS Seal, Logo, and Flags
All recipients must obtain permission from their DHS Financial Assistance Office, prior to using the DHS seal(s), logos, crests or reproductions of flags or likenesses of DHS agency officials, including use of the United States Coast Guard seal, logo, crests or reproductions of flags or likenesses of Coast Guard officials.

38. Loss of funding

Failure to comply with these requirements may result in suspension of payments under the grant or termination of the grant or both and the subrecipient may be ineligible for award of any future grants if RivCo OA or the Cal OES determines that any of the following has occurred: (1) the recipient has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above.

RivCo OA may reduce, suspend or terminate current and/or future grant funding, in whole or in part, or other measures may be imposed for any of the following reasons:

• Failure to submit required reports.
• Failure to expend funding.

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• Failure to expend at least 90% or $5,000 (whichever is greater) of the award could affect future funding.
• Failure to expend funds in a timely manner consistent with the grant milestones, guidance, and assurances.
• Failure to comply with the requirements or statutory progress toward the goals or objectives of federal or state law.
• Failure to comply with the required Nationwide Cybersecurity Review (NCSR) process • Failure to make satisfactory progress toward the goals or objectives set forth in the Subrecipient application.
• Failure to follow grant agreement requirements or special conditions. • False certification in the application or document.
• Failure to adequately manage, monitor or direct the grant funding activities of their City/Agency.

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IMPORTANT
The purpose of the assurance is to obtain federal and state financial assistance, including any and all federal and state grants, loans, reimbursement, contracts, etc.

The Applicant recognizes and agrees that financial assistance will be extended based on the representations made in this assurance. This assurance is binding on the Applicant, its successors, transferees, assignees, etc. Failure to comply with any of the above assurances may result in suspension, termination, or reduction of grant funds.

All appropriate documentation, as outlined above, must be maintained on file by the Applicant and available for RivCO OA, Cal OES or public scrutiny upon request.

All of the language contained within this document must be included in the award documents for all subawards at all tiers. All recipients are bound by the Department of Homeland Security Standard Terms and Conditions 2018, Version 8 .1, hereby incorporated by reference, which can be found at:
https://www.dhs.gov/publication/fy15-dhs-standard-terms-and-conditions.

The undersigned represents that he/she is authorized to enter into this agreement for and on behalf of the Applicant.

Subrecipient:

Signature of Authorized Agent:

Printed Name of Authorized Agent:

Title: Date:

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CITY COUNCIL STAFF REPORT
04/10/2023
SUBJECT:

APPROVE CONTRACT SERVICES AGREEMENT NO. 23I051 WITH TELOS

IDENTITY MANAGEMENT SOLUTIONS, LLC TO PROVIDE FEDERALLY

MANDATED SECURITY BACKGROUND CLEARANCES
RECOMMENDATION:

1. Appropriate $9,610 from Airport Fund 415 to Airport Account 4157055.40105 budget; and,

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

Attachments
Item 1E

CITY COUNCIL STAFF REPORT

DATE: APRIL 10, 2023 CONSENT CALENDAR

SUBJECT: APPROVE CONTRACT SERVICES AGREEMENT NO. 23I051 WITH

TELOS IDENTITY MANAGEMENT SOLUTIONS, LLC TO PROVIDE

FEDERALLY MANDATED SECURITY BACKGROUND CLEARANCES

FROM: Scott C. Stiles, City Manager

BY: Department of Aviation

SUMMARY:

This action will approve Contract S ervices A greement No. 23I051 with Telos Identity Management Solutions, LLC (Telos) to provide federally mandated security background clearances for secure area airport access.

RECOMMENDATION:

1. Approve Contract Services A greement No. 23I051 ( Attachment A ) with Telos Identity Management Solutions, LLC to provide federally mandated security background clearances such as Criminal Records History Checks (CRHC), federal Record of Arrest and Prosecution (RAP) Back Subscription and Investigation Records Maintenance Fee not to exceed $9,610 beginning January 1, 2023 through June 30, 2023; and,

2. Appropriate $9, 610 from Airport Fund 415 to Airport A ccount 4157 055.40105 budget; and,

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

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure Form (Attachment B ) submitted on March 10, 2022 , Telos Identity Management Solutions, LLC is registered in the State of Delaware. The owner is Telos Corporation with 100% beneficial interest in entity.

Item 1E - Page 1
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April 10, 2023 -- Page 2
Telos Identity Management Solutions, LLC

BACKGROUND:

Individuals seeking employment with airlines, concessionaires, and service providers at the Palm Springs International Airport (Airport) must undergo a multiple-step background check. The Airport expends significant resources and effort to sustain a high level of security as required by the federal government of all commercial airports, and this program requires all employees gaining access to secured areas of the Airport to qualify and possess an airport identification.

Each airport identification has a pre- requisite element to obtaining it which includes fingerprinting and vetting with a Federal Bureau of Investigation (FB I) Criminal History Record Check (CHRC). Along with processing and vetting employees through a CHRC, the Transportation Security Administration (TSA) introduced a new security bolstering tool in July 2017, the FBI RAP Back Subscription, in which the Airport enrolled and incurs an additional expense. Lastly, an Independent Secure Flight V etting ( iSFV) service for training is completed by every Airport employee for the badging process.

STAFF ANALYSIS:

Telos has been providing security services to the Airport for several years, and the Airport intends to switch to American Association of Executives (AAAE) and AirBadge, LLC’s online appointment scheduling and software components to improve the current process’s efficiency. The new integrated system between AAAE and AirBadge, LLC, transfers the responsibility and liability of badge authentication to A irport tenant authorized signers. This means that tenants will have the responsibility to ensure that only authorized personnel receive badges, and they will be held accountable for any security breaches caused by their authorized personnel. This transfer of responsibly and liability to the tenants can help to improve security by ensuring that only authorized personnel are granted access to secured areas of the Airport.

In addition, the new integrated system will serve as a comprehensive solution for training, scheduling, and credentialing, which can improve efficiency and streamline the process.

The online appointment scheduling component can help to reduce wait times and eliminate the need for in-person scheduling. The software components can automate the vetting process and reduce the likelihood of errors or omissions. Telos will continue to provide security services for the Airport employee vetting process until the transition to AAAE and AirBadge, LLC is complete.

The Telos agreement is backdated to cover services provided at the beginning of January 2023 and end by June 2023, until the full implementation takes place with AAAE and AirBadge, LLC.

This Agreement requires City Council approval in accordance with Municipal Code Title 7 adopted by Ordinance in July of 2021, which establishes approval levels based upon the cumulative value of contracts and continuous purchases of the same goods or Item 1E - Page 2
City Council Staff Report
April 10, 2023 -- Page 3
Telos Identity Management Solutions, LLC

services. Since 2018, the City has spent approximately $80,730 maintaining services with Telos.

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:

N/A.

FISCAL IMPACT:

Approval of this action includes an appropriation of $9,610 from the Airport Fund Balance to Airport Account 4157055.40105 in Fiscal Year 2023.

REVIEWED BY:

Department Director: Harry Barrett, Jr.

Acting Director of Finance: Kristopher Mooney
Procurement and Contract Manager: Kim Baker
City Attorney: Geremy Holm
City Manager: Scott Stiles

ATTACHMENTS:

A. Contract Services Agreement No. 23I051
B. Public Integrity Disclosure Form

Item 1E - Page 3

ATTACHMENT A
AGREEMENT NO. 23I051 WITH

TELOS IDENTITY MANAGEMENT SOLUTIONS, LLC
Item 1E - Page 4
Revised 2.8.23
CONTRACT SERVICES AGREEMENT 23I051

TELOS IDENTITY MANAGEMENT

SOLUTIONS, LLC
THIS AGREEMENT FOR CONTRACT SERVICES ( “Agreement”) is made and entered into on April 11, 2023 by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Telos Identity Management Solutions, 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 identity management system, for the Palm Springs International Airport Badging Office, (“Project”).

B. Contractor has submitted to
City a proposal to provide employee vetting service
for
a designated aviation channeler, 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.

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 pract icing 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 regu lations 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 5

1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be perfo rmed 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 $9,610.00.

3.2 Method of Payment . In any month in which Contractor wishes to re ceive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the fir st working day o f such month, in the form approved by City’s finance director. Payments sha ll 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 c hanges 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 modificati ons to documents, wor k product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additiona l 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 Counc il of City for each fiscal year. If such appropriations are not made, this Agr
eement shall automatically terminate without penalty to City.

Revised 2.8.23
Item 1E - Page 6
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4. PERFORMANCE SCHEDULE

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

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 Forc e Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the follo wing: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) order s 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 or ders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the 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 s hall continue in full force and effect for a period 6 months beginning on Jan uary 1, 2023 and ending on June 30, 2023 , unless ext ended 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 t hirty (30) days written notice to Contractor. W here termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City . Upon receipt of the notice of terminati on, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of th e 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 ter mination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action .

Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City.

Item 1E - Page 7
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5. COORDINATION OF WORK

5.1 Representative of Contractor. The following principal of Contractor is designated as being the prin cipal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Dawn E. Lucini, Vice President of Aviation Security . 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 resp onsible 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 performan ce of the Services. Contractor shall refer any decisions that must be made by City to th e Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer.

5.3 Prohibition Against Subcontracting or Assignm ent. The experience, knowledge, education, capability, and reputation of Contractor, it s pr incipals and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to p erform 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 C ity. Subcontracts, if any, shall contain a provision making them subject to all provisio ns stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions o f i ts 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 e mployees shall have any control over the manner, mode , or means by which Contractor, its agents or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and s hall 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 al l 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, unemployment insurance, and workers’ comp ensation insurance. Contractor shall not have any authority to bind City in any manner.

5.5 Personnel. Contractor agrees to assign the following individuals to perfor m the services in this Agreement. Contractor shall not alter the assignment of the foll owing personnel Item 1E - Page 8
Revised 2.8.23
without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the re moval of any personnel assigned by Contractor by providing written notice to Contractor.

Name: Title:

Dawn Lucini Vice President

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 a nd 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 app licable “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, indemn ify 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 t he Contractor and all subcon tractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 177 1, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified p ayroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Sectio n 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 th e Project and require the same of any subcon tractors, 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 (collectivel y the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, Item 1E - Page 9
Revised 2.8.23
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 o r d eath of persons (Contractor’s employees included) , for damage to property, including property owned by City, for any violation of any federal, state, or local law or or dinance 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 Agreemen t 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 Indemnifie d 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 li mited 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

8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and e xpenditures pertainin g 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 record s and transcripts from such records.

8.3 Ownership of Documents . All drawings, s pecifications, 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 10
Revised 2.8.23

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

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

9. ENFORCEMENT OF AGREEMENT

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

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

9.2 Interpretation. This 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 cont ractual and the result of negotiation between the Parties.

Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the var ious sections and paragraphs of this Agreement are for convenience and 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 exercis e of any right or remedy of a non - defaulting Party on any default shall impair such right or remedy or be construed as a waiver.

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

9.4 Rights and Remedies are Cumulative . Except with resp ect to rights and remedies expressly declared to be exclusive in this Agreement, 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 sam e o r d ifferent times, of any other rights or remedies for the same default or any other default by the other Party.

Item 1E - Page 11
Revised 2.8.23

9.5 Legal Action. In addition to any other rights or reme dies, 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 dir ect 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 dis criminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., pl ace of origin, immigration status, cultural or linguistic characteristics, or ethn icity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful 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; recruitment 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 no n- 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 Item 1E - Page 12
Revised 2.8.23
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 o f 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:

To Contractor:

City of Palm Springs
Attention: City Manager/ City Clerk 3200
E. Tahquitz Canyon Way
Palm Springs, California 92262
Telos Identity Management Solutions, LLC
Attn: Dawn Lucini, Vice President
19886 Ashburn Road
Ashburn, VA 20147-2358

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 th e subject matter in this Agreement.

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

11.4 Severability. Whenever possible, each provision of this Agreement s hall b e interpreted in such a manner as to be effective and valid under applica ble 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 bindi ng upon and inure to the benefit of the Parties’ successors and assignees.

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

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

Item 1E - Page 13
Revised 2.8.23

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 w hich shall constitute an original.

12. FEDERAL PROVISIONS
Since funding for the Services is provided, in whole or in part, by the Federal Aviation Administration, Supplier shall also
fully and adequately comply with the provisions included in Exhibit “C” attached hereto and incorpo rated herein by reference (“Federal Provisions”). With respect to any conflict between such Federal Provisions and the terms of this Agreement and/or the provisions of state la
w, the more stringent requirement shall control.
[SIGNATURES ON NEXT PAGE]
Item 1E - Page 14
Revised 2.8.23

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND TELOS IDENTITY MANAGEMENT SOLUTIONS, LLC.

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

CONTRACTOR:

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

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No.

APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk
APPROVED:

By: _______________________________ Date:

City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
Item 1E - Page 15
Revised 2.8.23
EXHIBIT “A”

SCOPE OF SERVICES/WORK
Including,
Schedule of Fees
And
Schedule of Performance
Item 1E - Page 16
Quote Number 1/21/2022
Contract Open Market
Salesperson Dawn E. Lucini
Phone 571/271-7520
Business Area
Name Scott Daugherty, Airport Security Coordinator
Address 1 City of Palm Springs - Palm Springs Intl. Airport (PSP) Quote Issued 3/28/2023 Address 2 Suite #1, 3400 East Tahquitz Canyon Way
City/State/Zip Palm Springs, CA 92262
E-mail [email protected]
Description Quantity Unit Price Extended
RAP BACK Lifetime Subscription, Price per Applicant 480 ea $1.75 $840.00 Fingerprint Submission Price per Applicant (CHRC) 480 ea $13.75 $6,600.00 Annual Records Maintenance Fee - per Record, per Month 7000 ea $0.25 $1,750.00 iSFV Vetting Fee - Per Single Submission 480 ea $0.25 $120.00 iSFV Electronic Records Maintenance Fee - Per Month 6 ea $50.00 $300.00 Note: (1) CBP e-Badge, data reconciliation, grandfathering of existing badge records into the DAC, account management, help desk, and web training are included in fingerprint submission pricing. (2) Any increase in the FBI Rap Back Fee will result in Telos ID increase (equivalent to FBI Rap Back Fee increase) in pricing for City of Palm Springs - PSP. Pricing inclusive of initial training webinar, inclusive of training guides; upon request, recurrent training webinar. (3) Effective January 1, 2019, the FBI CHRC fee, per submission, is $11.25. Any increase in the FBI CHRC fee will result in Telos ID increase (equivalent to FBI CHRC fee increase) in pricing for City of Palm Springs - PSP. (4) In lieu of of STA fee, City of Palm Springs - PSP will be charged an annual record(s) maintenance fee, per record, per month. (5) Telos ID assumes no DAC integration with third party system.

As requested, pricing for integration with third party system provided under separate quote. Telos ID not responsible for any costs borne by third party system provider to support integration with the Telos ID DAC and/or iSFV. (6) Telos ID Independent Secure Flight Vetting (iSFV) service inclusive of initial and recurrent training, via webinar, training guides, user guides, account management, help desk, and technical support.

Total: $9,610.00
Telos Identity Management Solutions, LLC
19886 Ashburn Road
Ashburn, VA 20147-2358
Phone: 1.800.876.1961
Fax: 703.724.3867
Sales Quotation
Customer
Dates
Customer Acceptance
Item 1E - Page 17
l~-----===------~l ------------------
Revised 2.8.23
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 18

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for inju ries against persons or damages to propert y resulting from Contractor’s performance under th is 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 concurre ntly with its execution of this Agreement .

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

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

1. Comprehensive general liability and personal inj ury with limits of at least one million dollars ($1,000,000.00) co mbined 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 omissi ons) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dol lars ($2,000,000) annual aggregate is:
____X_____ required
________ 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 shal l 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 Revise
d 2.8.23
Item 1E - Page 19
Revised 2.8.23
contribution it may have against Cit y, its elected officials, offic ers, employ ees, agents, and volunteers.

4. Errors and Omissions Coverage. If Errors & Omissions Insurance is requir ed, and if Contractor provides claims made profes sional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agree ment to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance co verage with the same carrier in the amount required by this Agreement for at least three yea rs 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 , inc luding additional insured endorsement s, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City befo re work com mences. City reserves the right to req uire Contractor’s insurers to provide complete, certified copies o f all required insurance policies at any time. Additional insured endorsements are not required f or Er rors a nd Omissions and Workers’ Compensation policies.

Verification of Insurance covera ge may be pro vided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Ins urance Cove rage with an approved Additiona l Insured E ndorsement 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 a ll 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 can celed before the expiration date thereof, the issuing company will mail 30 days written notice to the C ertificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind u pon the company, its agents or representative" is not acceptable and must be crossed out.

Item 1E - Page 20
Revised 2.8.23
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's wai ver of subrog ation in favor of City, its elected officials, office rs, 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 ins urance and en dorsements are to be received and approved by the Cit y 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 commencemen t 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 approv ed by the Cit y 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 def ense expenses.

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

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

Item 1E - Page 21
Revised 2.8.23
Exhibit "C"

FEDERAL AVIATION ADMINISTRATION

FEDERAL PROVISIONS
Provision
Reference Provision Description
Page
No.

FAA - 01 Access to Records and Reports 2
FAA - 02 Affirmative Action Requirement * 3
FAA – 03 Breach of Contract Terms 5
FAA – 04 Buy American Preference * 6
FAA – 05 Civil Rights General 7
FAA – 06 Civil Rights – Title VI Assurances * 8
FAA – 07 Clean Air and Water Pollution Control 11
FAA – 08 Contract Work Hours and Safety Standards Act Requirements 12 FAA – 09 Copeland Anti-Kickback Act 14
FAA – 10 Davis Bacon Requirements 15
FAA – 11 Debarment and Suspension * 22
FAA – 12 Disadvantaged Business Enterprise * 23
FAA – 13 Distracted Driving 25
FAA – 14 Prohibition on Certain Telecommunications and Video Surveillance Services or Equipment
26 FAA – 15 Drug Free Workplace Requirements (not applicable to Contractors)
27 FAA – 16 Equal Employment Opportunity 28
FAA – 17 Federal Fair Labor Standards Act * 36
FAA – 18 Lobbying and Influencing Federal Employees 37
FAA – 19 Prohibition of Segregated Facilities 38
FAA – 20 Occupational Safety and Health Act of 1970 39
FAA – 21 Procurement of Recovered Materials * 40
FAA – 22 Right to Inventions 41
FAA – 23 Seismic Safety 42
FAA – 24 Tax Delinquency and Felony Convictions* 43
FAA – 25 Termination of Contract 44
FAA – 26 Trade Restriction Certification (Foreign) * 45 FAA – 27 Veteran’s Preference 47
FAA – 28 Domestic Preferences for Procurements * 48
*Solicitation Clause also
Updated 2.8.2023
Item 1E - Page 22
Revised 2.8.23
FAA - 01 Access to Records and Reports
APPLICABILITY – pertains to all contracts.

The Contractor must maintain an acceptable cost accounting system. The Contractor agrees to provide the City, the Federal Aviation Administration and the Comptroller General of the United States or any of thei r duly authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to the specific contract for the purpose of making audit, examination, excerpts and transcriptions. The Contractor agrees to maintain all books, records and reports required under this contract for a period of not less than three years after final payment is made and all pending matters are closed.

Reference: 2 CFR § 200.334, 2 CFR § 200.337, FAA Order 5100.38 Item 1E - Page 23
Revised 2.8.23
FAA - 02 Affirmative Action Requirement

NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO

ENSURE EQUAL EMPLOYMENT OPPORTUNITY
APPLICABILITY – pertains to all contracts over $10,000 as follows:

Construction – AIP funded construction work contracts and subcontracts that exceed $10,000.

Construction work means construction, re habilitation, alteration, conversion, extension, demolition or repair of buildings, highways or other changes or im provements to real property, including facilities providing utilit y services. The term also includes the supervision, inspection and other onsite functions incidental to the actual construction.

Equipment – any equipment project exceeding $10,000 that invo lves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at a manufacturer’s plant (e.g., firefighting and snow removal vehicles).

Professional Services – any professional service a greement if the profe ssional services agreement includes tasks that meet th e definition of construction work [as define d by the U.S.

Department of Labor (DOL)] and exceeds $10,000. Examples include installation of monitoring systems (e.g., noise, environmental, etc.).

Property/Land – any agreement associated with land acquisitio n if the agreement includes construction work (defined above) that exceeds $10,000. Examples include demolition of structures or installation of boundary fencing.

REQUIREMENTS -

1. The Contractor’s attention is called to the “Equal Opportunity Clause” and the “Standard Federal Equal Employment Opportunity Construction Contract Specifications” set forth herein.

2. The goals and timetables for minority and female participation, expressed in percentage terms for the Contractor’s aggregate workforce in each trade on all construction work in the covered area, are as follows:

Timetables
Goals for minority participation for each trade: Does Not Apply Goals for female participation in each trade: 6.9%
These goals are applicable to all of the Contractor’s construction work (whether or not it is Federal or federally assisted) performed in the covered area. If the Contractor performs construction work in a geographical area located outside of the covered area, it shall apply the goals establ ished for such geographical area where the work is actually performed. With regard to t his second area, the Contractor also is subject to the goals for both its federally involved and nonfederally involved construction.

The Contractor’s compliance with the Executive Order and the regulations in 41 CFR Part 60-4 shall be based on its implementation of the Equal Oppor tunity Clause , specific affirmative action obligations required by the specifications set forth in 41 CFR 60-4.3(a) and its efforts to meet the goals. The hours of minority and female employment and training must be Item 1E - Page 24
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substantially uniform throughout the len gth of the co ntract, and in each trade, and the Contractor shall make a good faith effort to employ minorities and women evenly on each of its projects. The transfer of minority or female employees or trainees from Contractor to Contractor or from project to project fo r the sole purpose of meeting the Contractor’s goals shall be a violation of the contract, the Executive Order and the regulations in 41 CFR Part 60-

4. Compliance with the goals will be measured against the total work hours performed.

3. The Contractor sh all provide written notification to the Director of t he Office of Federal Contract Compliance Programs (OFCCP) within 10 working days of award of any construction subcontract in excess of $10,000 at any tier for construction work under the con tract resulting from this solicitation. The notification shall li st the name, address, and telephone number of the subcontra ctor; employer ide ntification number of the subcontractor; estimated dollar amount of the subcontract; estimated starting and compl etion dates o f the subcontract; and the geographical area in which the subcontract is to be performed.

4. As used in this not ice and in the con tract resulting from this solicitation, the “covered area” is California, Riverside County, Palm Springs.

Reference: 41 CFR Part 60-4
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FAA – 03 Breach of Contract
APPLICABILITY – required for all c ontracts that exceed the simplified acquisition threshol d as stated in 2 C FR Part 200, Appendix II (A). This threshold is occasionally adjusted for inflation and is $250,000.

REQUIREMENT -
See Section 4.5 of the Agreement.

Reference: 2 CFR § 200 Appendix II(A)
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FAA – 04 Buy American Preferences
APPLICABILITY – required for contracts defined as follows:
• Construction Projects involving the replacement, rehabilitation, r econstruction of airfield surfaces such as on runways, taxiways, t axilanes, aprons, roa dways, parking lots, etc. – Insert the Certificate of compliance to FAA Buy American Preference based on Construction Projects.
• Equipment and Buildings Projects involving and i ncluding the acquisition o f equipment such as snow removal equipment, navigational aids, wind cones, and the construction of buildings such as hangars, terminal development, lighting vaults, aircraft rescue & firefighting buildings, etc. - Insert the Certificate of Compliance with FAA Buy American Preference Based on Equipment/Building Projects.

REQUIREMENT -
The Contractor certifies that all constructions materials, defined to mean an article, material, or supply other than an item of primarily ir on or steel; a manufactured product; cement and cementitious materials; aggregates such as stone, sand, or gravel; or aggregate binding agents or additives that are or consist primarily of: non -ferrous metals; plastic and polymer -based products (including polyvinylchloride, composite building materials, and polymers used in fiber optic cable s); glass (including optic glass); lumber; or drywall u sed in the project are manufactured in the U.S.

Reference: Title 49 USC § 50101
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FAA – 05 Civil Rights General
APPLICABILITY – required for all contracts regardless of funding source.

REQUIREMENT -
In all its activities within the scope of its airport pro gram, the Contractor agrees to comply with pertinent statutes, Executive Orders, and such rules as identified in Title VI List of Pertinent Nondiscrimination Acts and Authorities to ensure that no per son shall, on the grounds of race, color, national origi n (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability be excluded from participa ting in any activity conducted with or benefiting from Federal assistance. The above provision binds the Contractor and subcontractors from the bid solicitation period through the completion of the contract.

This provision is in addition to that required by Title VI of the Civil Rights Act of 1964.

Reference: 49 USC § 47123
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FAA – 06 Civil Rights – Title VI Assurances
APPLICABILITY – required for all contracts.

REQUIREMENT -
Title VI List of Pertinent Nondiscrimination Acts and Authorities During the performance of this contract, th e Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following non - discrimination statutes and authorities; including but not limited to:
• Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); • 49 CFR part 21 (Non -discrimination in Federally -Assisted progra ms of the Dep artment of Transportation—Effectuation of Title VI of the Civil Rights Act of 1964); • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 USC § 4601) (prohibits unfair treatment of persons displaced or w hose property has been acquired because of Federal or Federal-aid programs and projects); • Section 504 of the Rehabilitation Act of 1973 (29 USC § 794 et seq.), as amended (prohibits discrimination on the basis of disability); and 49 CFR part 27 (Nondisc rimination on the Basis of Disability in Programs or Activities Receiving Federal Financial Assistance); • The Age Discrimination Act of 1975, as amended (42 USC § 6101 et seq.) (prohibits discrimination on the basis of age);
• Airport and Airway Improveme nt Act of 198 2 (49 USC § 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Right s Restoration Act of 1987 (PL 100 -259) (broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, the Age Discrimination Act of 1975 and Section 504 of the Rehabilit ation Act of 1973, by expanding the definition of the te rms “programs or activities” to include all of the programs or activities of the Federal -aid recipients, sub-recipients and co ntractors, whether such programs or activities are Fe derally funded or not);
• Titles II and III of the Americans with Disabilitie s Act of 1990 (42 USC § 12101, et seq) (prohibit discrimination on the basis of disability in the operation of pu blic entities, public and private transportation systems, places o f public accommodation, and certain testing entities) as implemented by U.S. Department of Transportation regulations at 49 CFR parts 37 and 38; • The Federal Aviation Administration’s Nondi scrimination statute (49 USC § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898 , Federal Actions to Address Environmental Justice in Minority Populations and Low -Income Populations (ensures no ndiscrimination against minority populations by discouraging progr ams, policies, and ac tivities with disp roportionately high and adverse human health or environmental effects on minority and low-income populations); Item 1E - Page 29
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• Executive Order 13166, Improving Acces s to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable st eps to ensure that LEP persons have meaningful access to your prog rams [70 Fed. Reg. 74087 (2005)];
• Title IX of the Education Amendments of 1 972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 USC § 1681, et seq).

Compliance with Nondiscrimination Requirements:

During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”), agrees as follows:

1. Compliance with Regul ations: The Contractor (hereinafter includes consult ants) wi ll comply with the Title VI List of Pertinent Nondiscrimination Acts and Authorities, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract.

2. Nondiscrimination: The Contractor, with regard to the work p erformed by it during the contract, will not discriminate on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including s exual orientation and gender identity), age, or disability in the selection and retenti on of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination proh ibited by the Nondiscrimination Acts and Authorities, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR part 21.

3. Solicitations for Subcontracts, including Procurements of Materia ls and Equipment:

In all solicitations, either by competitive bid ding or negotiation made by the Contractor for work to be performed under a s ubcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the Contractor’s obligation s under this contract and the Nondiscrimination Acts and Authorities on the grounds of race, color, or national origin.

4. Information and Reports: The Contractor will provide all information and reports required by the Acts, the Regulations, and direct ives issued pursuant thereto and will permit access to its books, records, ac counts, other sources of information, and its facilities as may be determined by the City or the Federal Aviation Administration to be pertinent to ascertain compliance with such Nondiscrimination Acts and Authorities and instructions. Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish the informa tion, the Con tractor will so certify to the City or the Federal Aviation Administration, as appropriate, and will set forth what efforts it has made to obtain the information.

5. Sanctions for Noncompliance: In the event of a Contractor’s noncompliance wi th the non-discrimination provisions of this contract, the City will impose such contr act sanctions as it or the Federal Aviation Administra tion may determine to be appropriate, including, but not limited to:

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a. Withholding payments to the Contractor under the contract until the Contractor complies; and/or
b. Cancelling, terminating, or suspending a contract, in whole or in part.

6. Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract, i ncluding proc urements of materials and leases of equipment, unles s exempt by the Acts, the Regulations, and directives issued pursuant thereto. The Contractor will take action with respect to any subcontract or procurement as the City or the Federal Aviat ion Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Contractor becomes involved in, or is threatened with litigation by a subcontractor, or supplier because of such direction, the Contracto r may request the City to enter into any litig ation t o protect the interests of the City. In addition, the Contractor may request the United States to enter into the litigation to protect the interests of the United States.

Reference: 49 USC § 47123, FAA Order 1400.11
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FAA – 07 Clean Air/Water Pollution Control
APPLICABILITY – This provision is required for all contracts and lo wer tier contracts that exceed $150,000.

REQUIREMENT -
If the Agreement exceeds $150,000, Contractor agrees to comply with all applicable standards, orders, and regulations issued pursuant to the Clea n Air Act (42 USC § 740 1-7671q) and the Federal Water Pollution Control Act as amended (33 USC § 1251-1387). The Contractor agrees to report any violation to the City immediately upon discovery. The City assumes responsibility for notif ying the Environment al Protection Agency (EPA) and the Federal Aviation Administration.

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

Reference: 2 CFR § 200, Appendix II(G); 42 USC § 7401; 33 USC § 1251 Item 1E - Page 32
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FAA – 08 Contract Work Hours and Safety Standards
APPLICABILITY – This provision is required for contracts as follows:

Contract Work Hours and Safety Standards Act Requirements (CWHSSA) (40 USC §§ 3702 & 3704) requires contractors and subcontractors on covered contr acts to pay laborers and mechanics employed in the performance of the cont racts not less than one and one -half times their basic rate of pay for all hours worked over 40 in a workweek.

CWHSSA prohibits u nsanitary, hazardous, or dangerous working conditions on federally- assisted projects. The Wage and Hour Division (WHD) within the U.S. Department of Labor (DOL) enforces the compensation requi rements of this Act, while DOL ’s Occupational Safe ty and Health Administration (OSHA) enforces the safety and health requirements.

Contract Types –
Construction – This provision applies to a ll contracts and lower tier contracts that exceed $100,000, and employ laborers, mechanics, watchmen, and guards.

Equipment – This provision applies to any equipment project exceedi ng $100,000 that involves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at the vendor plant (e.g., ARFF and SRE vehicles).

Professional Services – This provision applies to professional service agreements that exceed $100,000 and employs laborers, mechanics, watchmen , and guards . This includes members of survey crews and exploratory drilling operations.

Property – While m ost land t ransactions do not involve employment of laborers, mechanics, watchmen, and guards, under certain circumstances, a property acquisition project could require such employment. Examples include the installation of property fencing or testing for environmental contamination

CONTRACT WORKHOURS AND SAFETY STANDARDS ACT REQUIREMENTS

1. Overtime Requirements.

No contractor or subcontractor contracting for any pa rt of the contrac t work which may require or involve the employment of laborers or mechanics shall requ ire or permit any such laborer or mechanic, including watchmen and guards, in any workweek in which he or she is employed on such work to work in excess of forty hours in such workwee k unless such laborer or mechanic receives compensati on at a rate not les s than one and one-half times the basic rate of pay fo r all hours worked in excess of forty hours in such workweek.

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

In the event of any violation of the clause set forth in paragraph (1) of thi s clause, the Contractor and any subcontractor respons ible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for t he District of Colum bia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each indiv idual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this clause, in the sum of $29 fo r each calendar day on which such individual was required or permitted to work in excess of the sta ndard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this clause.

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3. Withholding for Unpaid Wages and Liquidated Damages.

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

4. Subcontractors.

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

Reference: 2 CFR Part 200, Appendix I I(E); 2 CFR § 5.5(b); 40 USC § 3702; 40 USC § 3704
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FAA – 09 Copeland Anti-Kickback

APPLICABILITY -
The Copeland (Anti-Kickback) Act (18 USC § 874 and 40 USC § 3145) makes it unlawful to induce by force, intimidation, threat of dismissal from employment , or by any other manner, any person employed in the construction or repair of public buildings or public works, financed in whole or in part by the United States, to give up any part of the compensation to which that person is entitled under a contract of employment. The Copeland Act also requires each con tractor and subcontractor to furnish weekly a statement of compliance with respect to the wages paid each employee during the preceding week.

Contract Types –
Construction – This pr ovision applies to all construction contracts and subcontracts financed under the AIP that exceed $2,000.

Professional Services –The emergence of different project delivery methods has created situations where P rofessional Service Agreements (PSA s) include tasks that meet the defini tion of construction , alteration, or repair as defined in 29 CFR Part 5 . If such tasks result in work that qualifies as construction, alteration , or repair and it exceeds $2,000, the PSA must incorporate the Copeland Anti-kickback provision.

Property –Ordinarily, land acquisition projects would not involve employment of laborers or mechanics and thus the Copeland Anti-Kickback provision would not apply. However, land projects that invo lve installation of boundary fencing and demolition of structures would involve laborers and mechanics. T he City must include this provision if the land acquisition project involves employment of laborers or mechanics for a contract exceeding $2,000.

REQUIREMENT -
Contractor must comply with the requirements of the Copeland “Anti-Kickback” Act (18 USC 874 and 40 USC 3145), as supplemented by Department of Labor regulation 29 CFR part 3. Contractor a nd subcontractors are prohibited from inducing, by any me ans, any person e mployed on the project to give up any part of the comp ensation to which the employee is entitled. The Contractor and each Subcontractor must submit to the City, a weekly statement on the wages paid to each employee performing on covered work during the pr ior week. City must report any violations of the Act t o the Federal Aviation Administration.

Reference: 2 CFR Part 200, Appendix II(D); 29 CFR Parts 3 and 5 Item 1E - Page 35
FAA – 10 Davis Bacon Requirements

APPLICABILITY -
The Davis-Bacon Act (40 USC §§ 3141-3144, 3146, and 3147) ensures that laborers and mechanics employed under the contract receive pay no less than the locally prevailing wages and fringe benefits as determined by the Department of Labor.

Contract Types –
Construction – all construction contract s and subcontracts that exceed $2,00 0 and include funding from the AIP.

Equipment – This provision applies to all equipment installation projects (e.g., electrical vault improvements) financed under the AIP that exceed $ 2,000. This provision does not apply to equipment acquisitions where the equipment is manufactured at the vendor’s plant (e.g., SRE and ARFF vehicles)
Professional Services – The emergence of different project delivery methods has created situations where Professional Service Agreements (PSAs) includes tasks that meet the definition of construction, alteration, or repair as defined in 29 CFR Part 5. If such tasks result in work that qualifies as construction, alteration, or repair and it exceeds $2,000, the PSA must incorporate this clause.

Property – Ordinarily, land acquisition projects would not involve employment of laborers or mechanics and thus the provision would not apply. However, land projects that involve installation of boundary fencing and demolition of structures would involve laborers and mechanics. The City must include this provision if the land acquisition project involves employment of laborers or mechanics for a contract exceeding $2,000.

Fencing Projects – Fencing projects that exceed $2,000 must include this provision.

DAVIS-BACON REQUIREMENTS

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

Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2) of the Davis-Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (1)(iv) of this section; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage Revised 2.8.23
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determination for the classification of work actually performed, without regard to skill, except as provided in 29 CFR § 5.5 (a)(4). Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein: Provided, that the employer’s payroll records accurately set forth the time spent in each classification in which work is performed. The wage determ ination (including any additional classification and wage rates conformed under (1)(ii) of this section) and the Davis-Bacon poster (WH -1321) shall be posted at all times by the Contr actor and its subcontractors at the site of the work in a prominent and accessible place where it can easily be seen by the workers.
(ii)(A) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not list ed in the wage dete rmination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage determination;
(2) The classification is utilized in the area by the construction industry; and (3) Th e pro posed wage rat e, incl uding any bona fide fringe benefits, bears a re asonable relationship to the wage rates contained in the wage determination. (B) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hou r Division, U.S. Department of Labor, Washington, DC 2 0210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary. (C) In the event the Contractor, the laborers, or mechanics to be employed in the classification, or their representatives, and the contractin g officer do not ag ree on the proposed classification and wage rate (incl uding the amount designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contra cting o fficer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(D) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii) (B) or (C) of this paragraph, shall be paid to all workers performing work in the clas sification under th is cont ract from the first day on which work is perfor med in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the co ntractor Item 1E - Page 37
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shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(iv) If the Contractor does not make payments to a trustee or other third perso n, the Contractor may cons ider as part of the wages of any laborer or mec hanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, that the Secretary of Labor has found, upon the written request of the Cont ractor, that the applicable standards of the Davis -Bacon A ct have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.

2. Withholding. The Federal Aviation Administration or the CIty shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld from the Contractor under this contract or any other Fede ral contract with the same prime contractor, or any other federally -assisted con tract subject to Davis -Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessar y to pay laborers a nd mechani cs, including apprentices, trainees, and hel pers, employed by the Contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprenti ce, trainee, or hel per, employed or working on the site of the work, all or part of the wages required by the contract, the Federal Aviation Administration may, after written notice to the Contractor, City, Applicant, or Owner, take such action as may b e necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased.

3. Payrolls and Basic Records.
(i) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and p reserved f or a period of three years thereafter for al l labor ers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker; his or her correct classific ation; hour ly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 1(b)(2)(B) of the Davis -Bacon Act); daily and weekly number of hours worked; deduct ions made; and actual wages paid . Whenever the Secretary of Labor has found under 2 9 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Dav is-Bacon Act, the Contractor shall maintain records that show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual costs incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the reg istration o f apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii)(A) The Contractor shall submit weekly for ea ch week in which any c ontract wo rk is performed a copy of all payrolls to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit the payrolls to the applicant, the City, or Owner , as the cas e may be, for transmission to the Federal Aviation Item 1E - Page 38
Administration. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR § 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to include an individually identifying number for each employee (e.g., the last four digits of the employee’s social security number). The required weekly payroll information may be submitted in any form desired. Optional Form WH–347 is available for this purpose from the Wage and Hour Division Web site at http://www.dol.gov/esa/whd/forms/wh347instr.htm or its successor site. The prime contra ctor is re sponsible for the sub mission of copies of payrolls by all subcontractors. Contractors and subcontractors shall maintain the full social security number and current address of each covered worker and shall provide them upon request to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit them to the applicant, the City, or Owner, as the case may be, for transmission to the Federal Aviation Administration, the C ontractor, or the Wage and Hour Division of the Department of Labor for purp oses of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the sponsoring government agency (or the applicant, City, or Owner).
(B) Each payroll submitted shall be accompanied by a "Statement of Com pliance," signed by the Contractor or subcontractor or his or her agent who pay s or supervises the payment of the persons employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information requ ired to be provided under 29 CFR § 5.5(a)(3)(ii), the appropriate information i s bei ng maintained under 29 CFR § 5.5 (a)(3)(i), and that such information is correct and complete; (2) That each laborer and mechanic (including each helper, apprentice, and tr ainee) employed on the co ntract during the payroll period has been paid the ful l weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set for th in Regulations, 29 CFR Part 3;
(3) That ea ch laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in th e applicable wage determination incorporated into the contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph (3)(ii)(B) of this section. (D) The falsification of a ny of the above certifications may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United States Code.
(iii) The Contractor or subcontractor shall make the records required under paragraph (3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the City, the Federal Aviation Administration, or the Dep artment of Labor and shall permit such representatives to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit the required records or to make them available, the Federal agency Revised 2.8.23
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may, after written notice t o the Contractor, the City, applicant, or Owner, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR § 5.12.

4. Apprentices and Trainees.
(i) Apprentices. Apprentices will be permitted to work at less than the predetermined rate for the work they performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer and Labor Services, or with a State Apprenticeship Agency recognized by the Office, or if a person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually registered in the program, but who has been certified by the Office of Apprenticeship Training, Employer and Labor Services or a State Appr enticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to t he entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of th e journeyman’s hourly rate) specified in the Contractor’s or subcontractor’s registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice’s level o f p rogress, expressed as a percentage of the journeymen hourly ra te spec ified in the applicable wage determination.

Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program doe s not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fring es shall be paid in accordance with that det ermination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, t he Contrac tor will no longer be permitted to utilize a pprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (ii) Trainees. Except as provided in 29 CFR § 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of La bor, Employ ment and T raining Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the app roved program for the trainee’s level of pro gress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the Item 1E - Page 40
trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination that provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (iii) Equal Employment Opportunity. The utilization of apprentices, trainees, and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30.

5. Compliance with Copeland Act Requirements.

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

6. Subcontracts.

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

7. Contract Termination: Debarment.

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

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

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

9. Disputes Concerning Labor Standards.

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

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

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

Reference: 2 CFR Part 200, Appendix II(D) ; 29 CFR Part 5 ; 49 USC § 47112(b) ; 40 USC §§ 3141-3144, 3146, and 3147
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FAA – 11 Debarment and Suspension
APPLICABILITY - This requirement applies to covered transactions, which are defined in 2 CFR part 180 (Subpart B). AIP funded contracts are no n-procurement transactions, as defined by 2 CFR § 180.970. Covered transactions include any AIP -funded contract, regardless of tier, that is awarded by a contractor, subcontractor, supplier, consultant, or its agent or representative in any transaction, if the amount of the contract is expected to equal o r exceed $25,000. This includes contracts associated with land acquisition projects.

REQUIREMENT -
A11.3.1 Bidder or Offeror Certification
By submitting a bid/proposal under the solicitation for this contract, the Contractor must have certified that neit her it nor its principals are presently debarred or suspended by any Federal department or agency from participation in this transaction.

A11.3.2 Lower Tier Contract Certification

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

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

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

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

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

Reference: 2 CFR part 180 (Subpart B), 2 CFR part 200 Appendix II(H), 2 CFR Part 1200, DOT Order 4200.5; Executive Orders 12549 and 12689
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FAA – 12 Disadvantaged Business Enterprise
APPLICABILITY – all contracts with Airports that have a DBE program on file with the FAA.

Contract Assurance (§ 26.13) –
The Contractor or subc ontractor s hall not d iscriminate on the basis o f race, color, nat ional origin, or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 49 CFR part 26 in the award and administ ration of Department of Transportation-assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the City deems appropriate, which may include, but is not limited to:
1) Withholding monthly progress payments;
2) Assessing sanctions;
3) Liquidated damages; and/or
4) Disqualifying the Contractor from future bidding as non-responsible.

Prompt Payment (§26.29) – The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than [10 days] days from the receipt of each payment the prime contractor receives from [the City]. The prime contracto r agrees further to return retainage payments to each subcontractor within [30 days] days after the subcon tractor’s work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the [City]. This clause applies to both DBE and non-DBE subcontractors.

Termination of DBE Subcontracts (49 CFR § 26.53(f)) –
The prime Contractor must not terminate a DBE subcontractor listed in response to the solicitation (or an approved substitute DBE firm) without prior written consent of the City. This includes, but is not limited to, instances in which the prime contractor seeks to perform work originally designated for a DBE subcontractor with its own forces or those of an affiliate, a non- DBE firm, or with another DBE firm.

The prime Contractor shall utilize the specific DBEs listed to perform the work and supply the materials for which each is listed unless the Contractor obtains written consent of the City.

Unless City consent is provided, the prime Contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE.

The City may provide such written consent only if the City agrees, for reasons stated in the concurrence document, that the prime Contractor has good cause to terminate the DBE firm.

For purposes of this paragraph, good cause includes the circumstances listed in 49 CFR §26.53.

Before transmitting to the City its request to terminate and/or substitute a DBE subcontractor, the prime Contractor must give notice in writing to the DBE subcontractor, with a copy to the City, of its intent to request to terminate and/or substitute, and the reason for the request.

The prime contractor must give the DBE five days to respond to the prime contractor's notice and advise the City and the Contractor of the reasons, if any, why it objects to the proposed Revised 2.8.23
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termination of its subcontract and why the City should not approve the prime Contractor's action. If required in a particular case as a matter of public necessity (e.g., sa fety), the City may provide a response period shorter than five days.

In addition to post-award terminations, the provisions of this section apply to preaward deletions of or substitutions for DBE firms put forward by offerors in negotiated procurements.

Reference: 49 CFR part 26
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FAA – 13 Distracted Driving
APPLICABILITY - contracts that exceed the micro-purchase threshold of 2 CFR § 200.320 (currently set at $10,000).

REQUIREMENT -

TEXTING WHEN DRIVING
In accordance with Executive Order 13513, “Federal L eadership on Reducing Text Messaging While Driving”, (10/1/2009) and DOT Order 3902.10, “Tex t Messaging While Driving”, (12/30/2009), the Federal Aviation Administration encourages recipients of Federal g rant funds to adopt and enforce safety policies that decrease c rashes by distracted drivers, including policies to ba n text messaging while driv ing when performing work related to a gran t or subgrant.

In support of this initiative, the City encourages the Contractor to promote policies and initiatives for its employe es and oth er work personnel that decrease crashes by d istracted drivers, including policies that ban text messaging while dri ving motor vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all sub-tier contracts exceeding $10,000 that involve driving a motor vehicle in performance of work activities associated with the project.

Reference: Executive Order 13513, DOT Order 3902.10
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FAA – 14 Prohibition on Certain Telecommunications and Video Surveillance Services and Equipment
APPLICABILITY - all AIP funded contracts and lower-tier contracts.

REQUIREMENT -
Contractor and Subcontractor agree to comply with mandatory standards and policies relating to use and procurement of certain telecommunications and video surveillance services or equipment in compliance with the National Defense Authorization Act [Public Law 115 -232 § 889(f)(1)].

Reference: 2 CFR § 200, Appendix II(K); 2 CFR § 200.216 Item 1E - Page 47
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FAA – 15 Drug Free Workplace Requirements
APPLICABILITY - This provision applies to all AIP funde d p rojects, but not to the contracts between the City and a contractor, subcontractors, suppliers, or subgrantees.

The Drug -Free Work place Act of 1988 requires some Federal co ntractors and all Federal grantees to agree that they will provide d rug-free work places as a condition of receiving a contract or grant from a Federal agency. The Act does not apply to contractors, subcontractors, or subgrantees, although the Federal grant ees workplace ma y be where the contra ctors, subcontractors, or subgrantees are working.

Reference: 49 CFR part 32, Drug-Free Workplace Act of 1988 (41 U.S.C. 701 et seq., as amended)
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FAA – 16 Equal Employment Opportunity
APPLICABILITY – The purpose of this provision is to provide equal opportunity for all persons, without regard to r ace, co lor, religion, sex, or national origin who are employed or seeking employment with contractors performing under a federally-assisted construction contract. There are two provisions ― a construction clause and a specification clause.

The equal opportunity contract clause applies to any contract or subcontract when the amount exceeds $10,000. Once the equal opportunity clause is determined to be applicable, the contract or subcontract must include the clause for the remainder of the year, regardless of the amount or the contract.

Contract Types –
Construction – all construction contracts and subcontracts as required above.

Equipment – all equipment contracts as required above that invol ves installation of equipment onsite (e.g., electrical vault equipment). This provision does not apply to equipment acquisition projects where the manufacture of the equipment takes place offsite at the vendor plant (e.g., ARFF and SRE vehicles).

Professional Services – all professional service agreements as required above.

Property – all land acquisition projects that include work that qualifies as construction work as defined by 41 CFR part 60 as required above. An example is installation of boundary fencing.

REQUIREMENT -
A16.3.1 EEO Contract Clause
During the performance of this contract, the Contractor agrees as follows:
(1) The Contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, se xual orientation, gender identity, or national origin.

The Contractor will take affirmative act ion to ensure that applicant s are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. Such action shall include, but not be limited to, the following: employment, upgr ading, demotion, or transfer; recruitment or recruitment advertising; layoff, or termination; rates of pay or other forms of compensa tion; and s election f or training, including apprenticeship. The Contract or agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contra ctor will, in all solicitations or advertisements for employe es placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientat ion, gender identity, or national origin.
(3) The contractor will not di scharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not ap ply to instances in which an employee who has Item 1E - Page 49
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access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or ac tion, including an investigation conducted by the e mployer, or is consistent with the contractor's legal duty to furnish information. (4) The Contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notic e to be provided by the agency contracting officer, advising the labor union or workers’ representative of the Contractor’s commitments under this section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuou s places available to e mployees and applicants for employment.
(5) The Contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The Contractor will furnish all inf ormation and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant th ereto, and will permi t access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.
(7) In the event of the Contractor’s nonc ompliance with the no ndiscrimination clauses of this contract or with an y such rules, regulatio ns, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government c ontracts in accordance with procedures authorized in Executive Order 112 46 of September 24, 196 5, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The Contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to s ection 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each sub contractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by th e Secretary of Labor as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of su ch direction, the Contractor may request the United States to enter into such litigation to protect the interests of the United States.

A16.3.2 EEO Specification

STANDARD FEDERAL EQUAL EMPLOYMENT OPPORTUNITY

CONSTRUCTION CONTRACT SPECIFICATIONS
a. “Covered area” mea ns the geo graphical area described in the solicitation from w hich this contract resulted;
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b. “Director” means Director, Office of Federal Contract Compliance Programs (OFCCP), U.S.

Department of Labor, or any person to whom the Director delegates authority; c. “Employer identification number” means the Federal soc ial security number use d on the Employer’s Quarterly Federal Tax Return, U.S. Treasury Department Form 941; d. “Minority” includes:
(1) Black (all persons havin g origins in any of the Black African racial groups not of Hispanic origin);
(2) Hispanic (a ll persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish culture or origin, regardless of race);
(3) Asian and Pacific Islander (al l persons having orig ins in any of the ori ginal peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (4) American Indian or Alaskan native (all persons having origins in any of the original peoples of North Americ a and maintaining ide ntifiable t ribal affi liations through membership and participation or community identification).

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

3. If the Contrac tor is par ticipating (pursuant to 41 CFR part 60 -4.5) in a Ho metown Plan approved by the U.S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan f or those trades which h ave unions participating in the Plan. Contractors must be able to demonstrate their participation in and compliance with the provisions of any such Hometow n Plan . Each con tractor or subcontractor participating in an approved plan is individually required to comply with its obligations under the EEO clause and to make a good faith effort to achieve each goal under the Plan in each trade in which it has emplo yees. The overal l good fai th performance by other contractors or subcontracto rs toward a goal in an approved Plan does not excuse any covered contractor’s or subcontractor’s failure to take good faith efforts to achieve the Plan goals and timetables.

4. The Co ntractor sh all implem ent the specific affirmative action standards provi ded in paragraphs 7a th rough 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment a nd trainin g of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. Covered construction contractors performing construction work in a geographical are as where t hey do not have a Federal or federally assisted con struction contract shal l apply the minority and female goals established for the geographical area where the work is being performed. Goals are published periodically in the Fede ral Register in notice for m, and such notices may be obtained from any Office of Federal Contract Co mpliance Programs office or from Federal procurement contracting officers.

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The Contractor is expected to make substantially uniform progress in meeting its goals in each craft during the period specified.

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

6. In order for the nonworking training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees m ust be emp loyed by the Contractor during the training period, and the Contractor must have made a commitment to employ the apprentices and trainees at the completion of their training, subject to the availability of employment opportunities. Trainees must be traine d pursuant to training programs approved by the U.S. Department of Labor.

7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor’s compliance with these sp ecifications shall be based upon its effort to achieve maximum results fro m its actions. The Contractor shall document these efforts fully, and shall implement affirmative action steps at least as extensive as the following:
a. Ensure and maintain a work ing environm ent free o f harassment, intimidation, and coercion at all sit es, and in all faciliti es at which the Contractor’s employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Co ntractor sha ll specifi cally ensure that all foremen, superintendents, and other onsite superviso ry personnel are aware of and carry out the Contractor’s obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities. b. Establish and main tain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contract or or its u nions have employment opportunities available, and maintain a record of the organizations’ responses. c. Maintain a current file of the names, addresses, and telephone numbers of each minority and female off -the-street applicant and minority or female ref erral from a union, a recruitment source, or community organi zation and of what acti on was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shal l be documented in the file with the reason therefor, along with whatever additional actions the Contractor may have taken. d. Provide immediate written notification to the Director w hen the uni on or unio ns with which the Contractor has a collective barga ining agreement has not referred to the Contractor a minority person or woman sent by the Contractor, or when the Contractor has other information that the union referral process has i mpeded the Contractor’s efforts to meet its obligations.
e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs Item 1E - Page 52
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and apprenticeship and tr ainee progr ams releva nt to the Contractor’s employment needs, especially those programs funded or approved by the Department of Labor.

The Contractor shall provide notice of these programs to the sources compiled under 7b above.
f. Disseminate the Contr actor’s EEO policy by providing notice of the policy to unions and training programs and reques ting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy w ith all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards accessible to all emp loyees at each location where construction work is performed.
g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, l ayoff, termination, or other employment decisions including specifi c review of these items with onsite supervisory personnel such superintendents, general foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. h. Disseminate the Contractor’s EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, an d providing written notification to and discussing the Contractor’s EEO policy with other contractors and subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, fe male, and community organizations, to schools with minority and female students and to minority and female recruitment and training organizations serving the Contractor’s recruitment a rea and employment needs. Not later than one month prior to the date fo r the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations such as the above, describing the openings, screening procedures, and tests to be used in the s election process.
j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer, and vacation employment t o m inority an d female youth both on the site and in other areas of a contractor’s work force.
k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR part 60-3.
l. Conduct, at least annually, an i nventory a nd evaluati on at least of all minority and female personnel, f or promotional opportun ities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. m. Ensure that seniority practices, job c lassifications, work assignments, and other personnel practices do not h ave a discriminatory ef fect by continually monitoring all Item 1E - Page 53
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personnel and employment related activities to ensure that the EEO policy and the Contractor’s obligations under these specifications are being carried out. n. Ensure that all facilities and compan y activities are nonseg regated except that separate or single -user toilet and necessary changing facilities shall be provided to assure privacy between the sexes.
o. Document and main tain a reco rd of all solicitations of offers for subcontracts from minority and female construc tion contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations.
p. Conduct a review, at least annually, of all supervisor’s adherence to and per formance under the Contractor’s EEO policies and affirmative action obligations.

8. Contractors are encouraged to participate in voluntary associations, which assist in fulfilling one or more of their aff irmative action obligations (7a through 7p). The e fforts of a contractor association, joint contractor-union, contractor-community, or other similar group of which the Contractor is a member and participant may be asserted as fulfilli ng any one or m ore of its obligations under 7a through 7p of these speci fications provided that the Contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women i n the industry, ensures that the concrete benefits of the program are re flected in the Contract or’s minority and female workforce participation, makes a good faith effort to meet its individual goals and timetables, and can provide access to documentation which demon strates th e effectiveness of actions taken on behalf of the C ontractor. The obligat ion to comply, however, is the Contractor’s and failure of such a group to fulfill an obligation shall not be a defense for the Contractor’s noncompliance.

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

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

10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because o f race, col or, religion, sex, sexual orientation, gender identity, or national origin.

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

12. The Contractor shall carr y o ut such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination, and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 1 1246, as am ended, and its implementing regulations, by the Office of Fed eral Contract Compliance Programs. Any contractor who fails to carry out such sanctions and Item 1E - Page 54
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penalties shall be in violation of these specifications and Executive Order 11246, as amended.

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

14. The Contractor shall designate a responsible official to monitor all employment related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government, a nd to keep records. Records shall at least include for each employee, t he name, address, telep hone numbers, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g., mechan ic, apprent ice, trainee, helper, or laborer), dates of changes in status , hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable for m; however, to the degree that existing records satisfy this requirement , contractors shall not be required to maintain separate records.

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

Reference: 2 CFR 200, App endix II(C) , 41 CFR § 60-1.4, 41 CFR § 60 -4.3, Executive Order 11246
Item 1E - Page 55
Revised 2.8.23
FAA – 17 Federal Fair Labor Standards Act
APPLICABILITY – Contract Types – Per the Department of Labor, all employees of ce rtain enterprises having workers engaged in interstate commerc e; producin g goods fo r interstate commerce; or handling, selling, or oth erwise working on goods or materials that have been moved in or produced for such commerce by any person are covered by the FLSA.

All consultants, sub-consultants, contractors, and sub contractors employed under this federally assisted project must comply with the FLSA.

Professional Services – 29 CFR § 213 exempts employees in a bona fide executive, administrative or professional capacity. Because professional firms employ individuals t hat are not covered by this exemption, the agreement with a professional services firm must include the FLSA provision.

REQUIREMENT -
The provisions o f 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), are incorporated by reference with the sa me force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, record keeping, and c hild labor standards for full and part -time workers.

The Contractor has full responsibility to monitor compliance to the referenced statute or regulation. The Contractor must address any claims or disputes that arise from this requirement directly with the U.S. Department of Labor – Wage and Hour Division.

Reference: 29 USC § 201, et seq; 2 CFR § 200.430
Item 1E - Page 56
Revised 2.8.23
FAA – 18 Lobbying and Influencing Federal Employees
APPLICABILITY- all contracts exceeding $100,000.

REQUIREMENT -
Consultants and contrac tors that apply or bid for an award of $100,000 or more must have certified that it will not and ha s not used Federal appropriated fund s to p ay any person or organization for influencing or attempting to influence an officer or emplo yee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or another award covered by 31 USC §1352. Each tier must also disclose any lobbying w ith non -Federal funds t hat takes place in connection with obtaining any Federal award.

For an award over $100,00, t he bidder or offeror certifies by signing an d submitting this bid or proposal, to the best of his or her knowledge and belief, that:
• No Federal appropriated funds have been paid or will be paid, by or on behalf of the bidder or offeror, to any person for influenci ng or attempting to influence an off icer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, th e making of any Federal loan, the en tering into of any cooper ative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. • If any funds other than Federal appropriated funds have been paid or will be paid to any person for influe ncing or at tempting t o influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Fed eral contract, grant, loan, or coope rative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.
• The undersigned shall require that the language of this certification be included in the award documents for all sub-awards at all tiers ( including subcontracts, sub-grants, and contracts under grant s, loans, and cooperati ve agreements) and that all sub -recipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance wa s placed wh en this transaction was made or entered into. Submission of t his certification is a prerequisite for making or entering into this tr ansaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

Reference: 31 USC § 1352 – Byrd Anti-Lobbying Amendment, 2 CFR part 200, Appendix II( I), 49 CFR part 20, Appendix A
Item 1E - Page 57
Revised 2.8.23
FAA – 19 Prohibition of Segregated Facilities
APPLICABILITY - The Contractor must comply with the req uirements of the EEO cl ause by ensuring that facilities they provide for employees are free of segregation on the basis of race, color, religion, sex, sexual orientation, gender identi ty, or nati onal origin. This clause must be included in all contracts t hat include the equal o pportunity clause, regardless of the amount of the contract.

Contract Types – any contract containing the Equal Employment Opportunity clause of 41 CFR § 60-1.4. This obligation flows down to subcontract and sub -tier purchase orders containing the Equal Employment Opportunity clause.

Construction – Construction wo rk means construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways, or other changes or improvements to real property, inc luding facilities provi ding utility services. The term also includes the supervisio n, inspection, and other onsite functions incidental to the actual construction.

Equipment – On site installation of equipment such as airfield lighting control equipment me ets the definition of construction and thus this provision would apply. This prov ision does not apply to equipment projects involving manufacture of the item at a vendor’s manufacturi ng plant. An example would be the manufacture of a SRE or ARFF vehicle.

Professional Services – Professional services that include tasks that qualify as construction work as defined by 41 CFR part 60 -1. Examples include the installation of noise monitorin g equipment.

Property/Land – Land acquisition contracts that include tas ks that qualify as cons truction work as defined by 41 CFR part 60 -1. Examples inc lude demolition of structures or installation of boundary fencing.

REQUIREMENT -
(a) The Contractor agrees that it does not and will not maintain or provide for its employees any segregated facilities at any of its establishments, and that it does not and will not permit its employees to perform their services at any location under its control where segregated facilities are maintained. The Contractor agrees that a breach of this c lause is a violation of the Equal Employment Opportunity clause in this contract. (b) “Segregated facilities,” as used in this clause, means any waiting rooms, work areas, rest rooms and wash rooms, restaurants and other eating areas, time clocks, locker roo ms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segr egated by explicit directive or are in fact segregated on the basis of r ace, color, religion, s ex, sexual orientation, gender identity, or national origin because of written or oral policies or employee custom. The term does not include separate or single-user rest rooms or necessary dressing or sleeping areas provided to assure privacy between the sexes. (c) The Contractor shall include this clause in every subcontract and purchase order that is subject to the Equal Employment Opportunity clause of this contract.

Reference: 2 CFR Part 200, Appendix II (C); 41 CFR Part 60-1 Item 1E - Page 58
Revised 2.8.23
FAA – 20 Occupational Safety and Health Act
APPLICABILITY – Contract Types – All contracts and subcontracts must comply with the Occupational Safety and Health Act of 1970 (OSH). The U.S. De partment of Labor Occupational Safety and He alth Administration (OSHA) o versees the workplace h ealth and safety standards wage provisions from OSH.

REQUIREMENT -
All contracts and subcontracts that result from t his solicitation incorporate by r eference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. Th e employer must provide a work environment that is free from recognized hazards that may cause death or serious physi cal harm to the employee. The emp loyer ret ains full res ponsibility to monitor its compliance and their subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (2 9 CFR Part 1910). The employer must address any claims or disputes that p ertain to a referenced requirement directly with the U.S.

Department of Labor – Occupational Safety and Health Administration.

Reference: 29 CFR part 1910
Item 1E - Page 59
Revised 2.8.23
FAA – 21 Procurement of Recovered Materials
APPLICABILITY – Contract Types – This provision applies to any cont racts that include procurement of products designated in subpart B of 40 CFR part 247 where the purchase price of the item exceeds $10,000 or the value of the quantity acquired by the preceding fiscal year exceeded $10,000.

Construction and Equipment – all construction and equipment projects.

Professional Services and Property – if the agreement includes procurement of a product that exceeds $10,000.

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

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

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

Reference: 2 CFR § 200.323, 2 CFR Part 200, Appendix II (J); 40 CFR part 247, 42 USC § 6901, et seq (Resource Conservation and Recovery Act)
Item 1E - Page 60
Revised 2.8.23
FAA – 22 Rights to Inventions
APPLICABILITY – Contract Types – This provision applies to all con tracts and subcontracts with small business firms or nonprofit organizations that include performance of exper imental, developmental, or research work. This clause is not applicable t o construction, equipment, or professional service contracts unless the contract includes exper imental, developmental, or research work.

REQUIREMENT -
Contracts or agreements that include the p erformance of experimental, developmental, or research work mu st provide for the ri ghts of the Federal Government and the City in any resulting invention as established by 37 CFR part 401, Rights to Inventions Made by Non-profit Organizations and Small Bus iness Firms under Government Grants, Contracts, and Cooperative Agreement s. This c ontract incorporates by reference the patent and in ventions rights as specified within 37 CFR §401.14. Contractor must include this requirement in all sub- tier contracts involving experimental, developmental, or research work.

Reference: 2 CFR § 200, Appendix II(F), 37 CFR 401
Item 1E - Page 61
Revised 2.8.23
FAA - 23 Seismic Safety
APPLICABILITY – Contract Types – This provision applies to co nstruction of new buildings and additions to existing buildings financed in whole or in part through the Airport Improvement Program.

Professional Services– any contract involved in the construct ion of new buildings or structural addition to existing buildings.

Construction – any contract involved in the construction of new buildings or structural addition to existing buildings.

Equipment – if the project involves construction or structural addit ion to a building such as an electrical vault project to accommodate or install equipment.

Land – This provision will not typically apply to a property/land project.

REQUIREMENT -
A23.3.1 Professional Service Agreements for Design

SEISMIC SAFETY
In the pe rformance of design ser vices, the Consultant agrees to furnish a building design and associated construction specification that conform to a building co de standard that provides a level of seismi c safety s ubstantially equivalent to standards as established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their building code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety. At the conclusion o f the design services, the Consultant agrees to furnish the Owner a “certification of compliance” that attests conformance of the building design and th e construction specifications wi th the seismic standards of NEHRP or an equivalent building code.

A23.3.2 Construction Contracts

SEISMIC SAFETY
The Contractor agrees to ensure that all work performed under this contract, including work performed by subcon tractors, conforms to a building code stand ard that p rovides a level of seismic safety substantially equ ivalent to standards es tablished by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their code after the current version of the Internationa l Building Code (IBC) meet the NEHRP equivalency level for seismic safety.

Reference: 49 CFR Part 41
Item 1E - Page 62
Revised 2.8.23
FAA – 24 Tax Delinquency and Felony Conviction
APPLICABILITY – This provision applies to all contracts funded in whole or part with AIP.

REQUIREMENT -
The Contractor must have certified under the procurement process that resulted in the award of this contract that:
• Contractor has not been convicted of a Federal felony within the last 24 months; or • Contractor does not have any outstanding tax liability for which all judicial and administrative remedies have lapsed or been exhausted.

Reference: Sections 8113 of the Consolidated Appropriations Act, 2022 (Public Law 117-103), and similar provisions in subsequent appropriations acts.

DOT Order 4200.6 – Appropriations Act Requirements for Procurement and Non-Procurement Regarding Tax Delinquency and Felony Convictions
Item 1E - Page 63
Revised 2.8.23
FAA – 25 Termination of Contract
APPLICABILITY – All contracts and subcontracts in excess of $10,000.

REQUIREMENT -
See Section 4.5 of the Agreement.

Reference: 2 CFR § 200 Appendix II(B), FAA Advisory Circular 150/5370-10, Section 80-09 Item 1E - Page 64
FAA – 26 Foreign Trade Restriction
APPLICABILITY – all AIP funded projects.

REQUIREMENT -

TRADE RESTRICTION CERTIFICATION
By accepting this contract the Contractor certifies the following statements are true – 1) is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U. S. firms as published by the Office of the United States Trade Representative (USTR);
2) has not knowingly entered into any contrac t or subcontract for th is project with a person that is a citizen or national of a foreign country included on the list of co untries that discriminate against U.S. firms as published by the USTR; and 3) has not entered into any subcontract for any product to be used on the Federal project that is produced in a foreign country included o n the list of countries that discriminate against U.S. firms published by the USTR.

This certification concerns a matter w ithin the jurisdiction of an agency of the United S tates of America and th e making of a false, fic titious, or fraudulent certification may render the maker subject to prosecution under Title 18 USC Section 1001.

The Contractor must provide immediate written notice to the City if the Contractor learns that its certification or that of a subcontractor was erroneous when submitted or has become erroneous by reason of changed circumstan ces. The Contractor must require subcontractors provid e immediate written n otice to the Contractor if at any time it learns th at its certification wa s erroneous by reason of changed circumstances.

Unless the restricti ons of this clause are waived by the Secre tary of Transportation in accordance with 49 CFR 30.17, no contract shall be awarded to an Offeror or subcontractor:
1) who is owned or controlle d by one or more citizens or nat ionals of a foreign country included on the list of countries that discriminat e against U.S. firms published by the USTR or
2) whose subcontractors are owned or controlled by one or more citizens or n ationals of a foreign country on such USTR list or
3) who incorporates in the public works project any product of a foreign country on such USTR list.

Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a contractor is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

The Contractor agrees it will incorporate this provision for certification without modification in all lower tier subcontracts. The Contractor may rely on the certification of a prospective subcontractor that it is not a firm from a foreign country included on the list of countries that Revised 2.8.23
Item 1E - Page 65
Revised 2.8.23
discriminate against U.S. firms a s published by USTR, unless the Contractor has knowledge that the certification is erroneous.

This certification is a materia l represent ation of f act upon which reliance was placed when making an a ward. If it is later d etermined that the Contractor or subcont ractor knowingly rendered an erroneo us certification, the Federal Aviation Adm inistration (FAA) may direct through the City cancellation of th e contract or subcontract for default at no cost to the City or the FAA.

Reference: 49 USC § 50104, 49 CFR part 30
Item 1E - Page 66
Revised 2.8.23
FAA – 27 Veteran’s Preference
APPLICABILITY – This provision applies to all AIP funded projects that involve labor to carry out the projec t. This preference, which excludes ex ecutive, admin istrative, and supervis ory positions, applies to covered veterans [as defined under § 47112(c)] only when they are readily available and qualified to accomplish the work required by the project.

REQUIREMENT -
In the employment of labor (excluding execut ive, administrative, and supervisory positions), the Contractor and all sub -tier contractors must give preference to covered veterans as defined within Title 49 United States Code Section 47112. C overed vet erans inc lude Vietnam -era veterans, Persian Gulf ve terans, Afghanistan-Iraq war veterans, disabled veterans, and small business concerns (as defined by 15 USC 632) owned and controlled by disabled veterans.

This preference only applies when there are covered veterans readily available and qualified to perform the work to which the employment relates.

Reference: 49 USC § 47112(c)
Item 1E - Page 67
Revised 2.8.23
FAA – 28 Domestic Preferences for Procurements
APPLICABILITY – all contracts and Purchase orders for work or products under the grant.

REQUIREMENT -
The Contractor certifies by signing and submitting its bid or proposal that, to the greatest extent practicable, the Contractor has provided a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States (including, but not limited to , iron, aluminum, steel , cement, and other manufactured products) in compliance with 2 CFR § 200.322.

Reference: 2 CFR § 200.322; 2 CFR Part 200, Appendix II(L) Item 1E - Page 68

ATTACHMENT B

PUBLIC INTEGRITY BUSINESS DISCLOSURE
Item 1E - Page 69
CITY OF PALM SPRINGS – PUBLIC INTEGRITY

DISCLOSURE APPLICANT DISCLOSURE FORM
(Revised 09 13 18)

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principle Place of Business)

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

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

5. Type of Entity
 Corporation  Limited Liability Company  Partnership  Trust  Other (please specify)

6. Officers, Directors, Members, Managers , Trustees, Other Fiduc iaries (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 ____________________________________
Telos Identity Management Solutions LLC (Telos ID)
19886 Ashburn Road, Ashburn, VA 20147
n/a
Delaware
Mark Griffin
G. Mark Bendza
Helen Oh
Item 1E - Page 70
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

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
Telos Corporation
100%
Sharon King, Sr. Contracts Administrator
March 10, 2022
Item 1E - Page 71
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--~--1

CITY COUNCIL STAFF REPORT
04/10/2023
SUBJECT:

APPROVE SERVICE AGREEMENT NO. 23S060 WITH JORDAN FREEMAN DBA

MOTOWORX GARAGE FOR BMW POLICE MOTORCYCLE PARTS AND REPAIR

SERVICES
RECOMMENDATION:

Approve Contract Service Agreement 23S060 (Attachment A) with Jordan Freeman dba Motoworx Garage to provide BMW Police Motorcycle parts and repair services in an amount not to exceed $375,000 for the five-year term beginning April 10, 2023 through April 9, 2028;

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

Attachments
Item 1F

CITY COUNCIL STAFF REPORT

DATE: APRIL 10, 2023 CONSENT CALENDAR

SUBJECT: APPROVE SERVICE AGREEMENT NO. 23S060 WITH JORDAN

FREEMAN DBA MOTOWORX GARAGE FOR BMW POLICE

MOTORCYCLE PARTS AND REPAIR SERVICES

FROM: Scott C. Stiles, City Manager

BY: Department of Maintenance & Facilities

SUMMARY:

This action will approve a five -year agreement with Jordan Freeman dba Motoworx Garage in an amount not to exceed $375,000 for BMW Police Motorcycle parts and repair services.

RECOMMENDATION:

1. Approve Contract Service A greement 23S060 ( Attachment A ) with Jordan Freeman dba Motoworx Garage to provide BMW Police Motorcycle parts and repair services in an amount not to exceed $375,000 for the five- year term beginning April 10, 2023 through April 9, 2028;

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

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form ( Attachment B) Jordan Freeman dba Motoworx Garage is registered in the State of California. The owner is Jordan Freeman with 100% beneficial interest in entity.

STAFF ANALYSIS:

The contract with Jordan Freeman dba Motoworx Garage is an on- call, as-needed type contract. The amount of the contract is based on the budgeted amount set by the Department.

In accordance with City of Palm Springs Municipal Code Section 7.05.020 pertaining to the use of sole sources, the Department of Maintenance and Facilities is proposing to Item 1F - Page 1
City Council Staff Report
April 10, 2023 -- Page 2
Award of BMW Police Motorcycle Parts & Repair Contract

enter into a five -year contract service agreement with Jordan Freeman dba Motoworx Garage as the only company in Palm Springs who provides a complete maintenance service to BMW motorcycles.

The contract is for five years. The unit pricing is fixed for the first year and subject to a CPI increase in the following years. Staff recommends approval of Contract Services Agreement No. 23S060 with Jordan Freeman dba Motoworx Garage for the five-year term in the amount not to exceed $375,000 effective April 10, 2023 through April 9, 2028.

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 environme nt, 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.

FISCAL IMPACT
:

Sufficient funds are budgeted and available in the current Fiscal Year 2022- 23 Fleet Account 5106560-50105.

REVIEWED BY:

Public Works Director: David McAbee
Procurement and Contracting Manager: Kim Baker
Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles

ATTACHMENTS:

A. Agreement No. 23S060
B. Public Integrity Disclosures

Item 1F - Page 2

ATTACHMENT A

Item 1F - Page 3

Revised 2.9.22 Page 1 of 21

CONTRACT SERVICES AGREEMENT 23S060

BMW POLICE MOTORCYCLE PARTS AND REPAIR SERVICES

THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on April 10, 2023, by and between the City of Palm Springs , a California charter city and municipal c orporation (“City”), and JORDAN FREEMAN DBA MOTOWORX GARAGE , a sole proprietor, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”.

RECITALS

A. Contractor has submitted to C ity a proposal to provide parts and repair services for the City of Palm Springs Police BMW motorcycles , to City under the terms of this Agreement.

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

C. 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 co nsideration, 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 S ervices 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 current ly 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 . Co ntractor sha ll comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.

Item 1F - Page 5

Revised 2.9.22 Page 2 of 21

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

3. COMPENSATION OF CONTRACTOR

3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $375,000.00.

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 perform ed. C ity shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice.

3.3 Changes . In the event any change or changes in the Services is reque sted by City, Parties shall execute a written amendment to this 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 docu ments, 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.

Item 1F - Page 6

Revised 2.9.22 Page 3 of 21

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

4.3 Force Majeure. The time for performance of S ervices to be rendered under this Agreement may be extended because of any delays due to a F orce 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 fol lowing: (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 W ork); 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 S ervices 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 P arties 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. Unles s earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement s hall continue in full force and effect for a period of five years, commencing on April 10, 2023, and ending on April 9 , 2028, unless extended by mutual written agreement of the Parties.

4.5 Termination Prior to Expiration of Term . City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor . W here termination is due to the fault of Contractor and constitute s an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of terminati on, Contractor shall immediately cease all Services except such as may be sp ecifically approved by the Contract Officer. Contractor shall be entitled to compensation for all S ervices rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed S ervices and shall not be entitled to damages or compensation for ter mination of Work. If the termina tion 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 c orrective action.

Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City.

5. COORDINATION OF WORK
Item 1F - Page 7

Revised 2.9.22 Page 4 of 21

5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Jordan Freeman (name), Owner (title). It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoin g pr incipal 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 suf ficient time to personally supervise the S ervices 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 M anager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the S ervices. Contractor shall refer any decisions that must be made by City to the Contract Officer. Unle ss otherwise sp ecified, 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 , it s pr incipals and employee s, were a subst antial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any S ervices required under this Agreement without the City's express written approval. In addition, neither this Agreem ent 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 provisio ns sti pulated in this Agr eement includin g wi thout limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of i ts subcontractor(s) in the same manner as it is for persons directly employed. 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 e mployees shall have any control over the manner, mode, or means by which Contractor , its agents or employees, perform the Services required, except as otherwise specified . Contractor shall perform all required Services as an independent contractor of City and shall not be an empl oyee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor ’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compens ation insurance. Cont ractor shall no t have any authority to bind City in any manner.

Revised 2.9.22 Page 5 of 21

City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor.

N ame: Title:

Jordan Freeman Owner

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 a nd the performance of other requiremen ts 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 f or 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, indemni fy 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 upo n t he Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified p ayroll rec ords (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 co mpensation 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 r egistered 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 m onitoring and e nforcement 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 s ole cost and ex pense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference.

7. INDEMNIFICATION.

Revised 2.9.22 Page 6 of 21

Claims arising from injur ies to or d eath of persons (Contractor ’s em ployees include d), 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 miscond uct committed b y 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 th e 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 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 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be lim ited to the extent which the C laims arise out of, pe rtain 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, Cont ractor’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 co ncerning the pe rformance of the S ervices 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 e xpenditures pertainin g in any way to this Agree ment. Contractor shall keep such books and records as shall be necessary to properly perform the S ervices required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall h ave full and fr ee 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, s pecifications, 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. Contract or shall have an unrestricted right to use the concepts embodied in such documents.

Item 1F - Page 10

Revised 2.9.22 Page 7 of 21

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

8.5 Audit and Inspection of Records . After receipt of reasonable notice and during the regular busines s hours of Ci ty, Contractor shall provide City, or ot her 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, docum ents, and activities directly related to Contracto r’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 s uch items readily accessible to such parties during t he term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder.

9. ENFORCEMENT OF AGREEMENT

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

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

9.2 Interpretation. This Agreemen t shall be construed as a whole accord ing 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 var ious 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 exercis e of a ny 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 exclu sive in this Agreement, the rights and remedies of the parties are cumulative . The exercise by either P arty of one or more of such rights or remedies shall not preclude the exercise by it, at the sam e or d ifferent times, of any other rights or remedies for the same default or any other default by the other Party.

Item 1F - Page 11

Revised 2.9.22 Page 8 of 21

9.5 Legal Action. In addition to any other rights or remedies, either P arty may take legal action, in law or in equity, to cure, correct , or remedy any default, to recover damag es for any defa ult, 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 am ount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement.

10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any dir ect or indire ct 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 dis criminate against any employee or appl icant 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 ethn icity), sexual orientation, gender identity, gender e xpression, 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 or related to any prohibited basis in any Contrac tor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that 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 Item 1F - Page 12

Revised 2.9.22 Page 9 of 21

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

To Contractor: Jordan Freeman dba MotoWorx Garage
Attention: Jordan Freeman
68743 Perez Road, Suite D28
Cathedral City, CA 92234

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 th e subject matter in this Agreement.

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

11.4 Severability. Whenever p ossible, each provision of this Agreement s hall b e interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or 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 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.

Item 1F - Page 13

Revised 2.9.22 Page 10 of 21

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

Revised 2.9.22 Page 11 of 21

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM

SPRINGS AND JORDAN FREEMAN DBA MOTOWORX GARAGE

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: April 10, 2023 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 1F - Page 15

Revised 2.9.22 Page 12 of 21

EXHIBIT “A”

CONTRACTOR’S

SCOPE OF SERVICES/WORK

Including,

Schedule of Fees

And

Schedule of Performance

Item 1F - Page 16

Revised 2.9.22 Page 13 of 21

1.1 Scope of Work:

A. Contractor shall provide BMW motorcycle parts and repair services (Work) on as as- needed basis for all City of Palm Springs police department. Services include but are not limited to performing all levels of mechanical repair, warranty repairs, manufacture recommended services, complete repair and/or replacement of Police Safety and Communication Equipment as well as both OEM and Aftermarket Parts.

B. All services provided by the Contractor shall be consistent with industry best practices, meet all applicable federal, state, and local s tandards and follow all manufacturer’s recommendation.

C. It is the expectation of the City, as described herein, that the Contractor shall provide superior customer service and timely maintenance and repair services to correct deficiencies and return the vehicle to an in-service status.

1.2 Facilities and Work Sites:

Contractor shall perform services, including inspect ion, maintenance, testing and repair, at their facility. Contractor warrants that its facility complies with all applicable local, state, and federal regulations and will remain compliant during the Contract term. The City may inspect the facility and its operations at any time during the Contract term during normal business hours.

1.3 Equipment Security:

The Contractor is responsible for the security of any units in its custody. The Contractor is responsible for all costs associated with correcting damage whil e the unit is in the Contractor’s custody. While in the Contractor’s custody, vehicles shall be stored inside, in a temperature-controlled environment.

1.4 Scheduling:

The Fleet Manager shall contact the Contractor to schedule service. Anytime services are completed, the results, findings, and actions taken shall be documented by the Contractor in a professional format. The Contractor shall submit, as part of their proposal, copies of the service documentation they will use to inspect, maintain, repair and test C ity vehicle s. This documentation shall demonstrate that the Contractor’s procedures meet or exceed the Contract-required levels of service. The original copies of all service documentation shall be submitted along with the invoice for payment. In addition to recording the results, findings and actions taken, the service documentation shall contain the following information:

1. Date services were performed

2. City Purchase Order Number

3. Name of the technician that performed the services

4. Location where services were performed

5. City Vehicle Number

6. Manufacturer
Item 1F - Page 17

Revised 2.9.22 Page 14 of 21

7. Make

8. Model

9. Vehicle Identification Number (VIN)

10. Odometer Reading In

11. Odometer Reading Out

12. Engine Hours

13. User Department

1.5 Repair Approvals:

The Contractor shall have specific pre- approval from the Fleet Manager prio r to completing repairs. In obtaining approval, the Contractor shall advise the Fleet Manager of the estimated cost of the repair work and the estimated time it will take to return the unit to an in- service status. Any repairs performed without documented pre-approval authorization will be at the expense of the contractor. The estimate shall include the following:

1. Estimated time

2. Parts cost

3. Part Numbers

1.6 Parts Inventory:

The Contractor shall maintain reasonable inventory levels at its facility to assure timely repair of the City’s vehicles. The contractor -supplied inventory shall remain the property of the contractor upon completion of the Contract term. Parts and materials shall be on hand to complete scheduled maintenance prior to the actual service. Mark -up on parts shall not exceed 10%. Contractor shall show proof of mark-up on invoice.

1.7 Contractor-Furnished Parts:

The Contractor shall include all parts used during the maintenance or service of a unit on the work order and specifically invoice the parts to the unit receiving the part.

1.8 Core Accounting:

The Contractor is responsible for managing core parts returns and adjustments. No core charge may be applied to a work order and invoiced to the city. If the Contractor’s parts supplier denies a core charge, the Contractor may provide requesting reimbursement for that denied cost. The information should be forwarded to the Fleet Manager.

1.9 Warranty Repairs:

The Contractor must ensure that all vehicle manufacturer warranty work is accomplished to guarantee compliance with necessary warranty requirements. The Fleet Manager shall communicate the warranty status of all vehicles. The Contractor shall notify the Fleet Manager when a warranty repair is required and work with the Fleet Manager to determine the best course of action. The Fleet Manager will determine if the Contractor is able to handle the warranty repair or if it is more appropriate for the repair to be handled Item 1F - Page 18

Revised 2.9.22 Page 15 of 21

by the warranting vendor. If the Contractor fails to acknowledge a warranty repair and/or notify the Fleet Manag er prior to proceeding with the repair, the Contractor shall be responsible for the labor and parts associated with the repair.

1.10 Contractor Repair Warranty:

The Contractor shall warranty repairs for a period of not less than the manufacturer’s warranty for those parts replaced and at least n inety (90) days on other minor repairs. On major repairs, the Contractor shall warranty repairs for a period of not less than the manufacturer’s warranty for both labor and parts. In the event the repair is a Contractor in-house rebuild, the warranty shall be for not less than one (1) year, 12,000 miles or 750 operating hours, whichever occurs first. For purposes of this Contract, a major repair is defined as one with a combined cost of parts and labor exceeding $1,000.

1.11 Insurance Requirements:

Contractor shall meet all insurance requirements of the City, including but not limited to, the provis ions of pers onal and prope rty liability, including automobile coverage, and Worker's Compensation, in limits acceptable to the City.

1.12 License Requirement:

Be licensed in accordance with the Palm Springs Municipal Code, Chapter 3.40 through

3.96 entitled Business Tax;

1.13 Pricing:

1. The pricing included in this Contract shall be firm for the first year.

3. Th
e City will only pay for the items listed on the bid form. Contractor must incorporate all of its costs in its unit bid prices, including but not limited to labor, supervision, project management, overhead, profit, onboarding training, travel, mileage, truck charges, fuel charges, service call charges, parking, delivery, portal -to- portal charges, environmental fees, shop supplies and consumable incidental materials. The C ity will not pay for subcontractors, rental of equipment/tools, and purchase of materials/suppli es unless the City authorized payment of the applicable items.

1.14 Invoicing:

Contractor will submit an itemized invoice monthly. Billings must reference a pur chase order number and shall indicate the un it (contract) price. Contractor will be paid for the actual hours worked at the rates shown in t he contract. Par ts, materials, equ ipment, and subcontractor costs will be compensated at actual co st with receipts required with allowable markup as outline in t he contract. Contractor shall break out the line items on the invoice in accordance with the line items on the bid form. Contractor must provide back-up documentation for materials, subcontractor, rented equipment, permits, disposal and recycling fees. Invoices that are submitted with incorrect prices may be re turned for Item 1F - Page 19

Revised 2.9.22 Page 16 of 21

correction bef ore any paymen ts to the contra ctor a re authorized. It sh all be the contractor’s responsibility to submit a correct invoice. The City sh all not be respons ible for payment until a co rrect inv oice is received. The invoice shall be a ccompanied by receipts, dated, and signed by a City Emplo yee, verifying the work was done. Invoice s and receipts will be submitted to the Contract Officer for approval. All invoices are to be sent as one document, per month to: [email protected].

Item 1F - Page 20

Revised 2.9.22 Page 17 of 21

Item 1F - Page 21
ATTACHMENT B: QUOTE/ PRICING

SCHEDULE

1. Refer to "Sa mple Servic e Agreement" Contract Terms and Con ditions b efore com pleting quote .

2. Quote your best price, including freight, for each item.

3. In submitting this quote, vendor certifies that the prices in this quote have been arrived at indep endent ly, without consultat ion, comm unication, or agreement with any other vendor or comp etitor, for the purpo se of restric ting compe tition with regard to prices.

4. If shippi ng is required, shipping shall be q uoted FOB Destinat ion, Freight Included.

5. Bidd ers shall not c hange the Item/Description, UOM, or quant ities shown on the form.

ITEM/ DESCRIPTION UOM QUANTITY UNIT PRICE P RICE TOTAL
Labor Rate HR 500 $130 $130
Labor Rate /Weeken d} HR 300 $195 $195
Labor Rate {Holiday} HR 300 $260 $260

TOTAL COST
ITEM/DESCRIPTION % MARK-UP
Parts and Materia ls I Enter vour % mark-uo for n arts & materia ls 5% COMPANY: _ Jordan Freeman dba MotoWorx Garage
NAME OF PERSON AUTHORIZED TO SIGN: _ Jordan Freeman. _____ _ ADDRESS: _68743 Perez Rd Ste 028_ CITY/ STATE/ ZIP: _ Cathed ral City, CA 92234 PHONE: _ 7 60-459-3886 _____ EMAIL: __ sales@motoworxga rage.com __ FAX: -----:;;;--.;;;;;;:::::------D ATE: _2/1 5/2023. _______ _ SIGNATURE: ~ TITLE: _ Own er _______ _
THE CITY RESERVES THE RIGHT TO REJECT OR CANCEL ANY OR ALL QUOTES. TO WAIVE ANY

INFORMALITIES OR IRREGUARITES IN THE QUOTES RECEIVED AND TO CANCEL OR POSTPONE THIS PROJECT UNTIL A LATER DATE.

Revised 2.9.22 Page 18 of 21

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 22

Revised 2.9.22 Page 19 of 21

INSURANCE

1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for inju ries again st persons or damages to propert y 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’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement , incl uding any extensions. Such insurance shall not be ca ncelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected off icials, officer s, 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 endorse ments evidencing the sa me 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 insura nce requir ed under this Agreement shall be as follows:

2. Automobile liability insurance with limits of a t 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 doll ars ($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 on e mil lion dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

3. Primary Insurance. For any claims related to this A greement, Contractor’s insurance coverage shall be primar y with respe ct 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 1F - Page 23

Revised 2.9.22 Page 20 of 21

contribution it may have again st Ci ty, its electe d officials, officers, employe es, agents, and volunteers.

4. Errors and Omissions Coverage . If Errors & Omissions Insurance is required, and if Contractor provides claims made profes sional liability insurance, Contra ctor 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 co verage with the same car rier in the amount required by this Agreement for at leas t 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, inc luding a dditional insured endorsement s, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work com mences. City reserves the r ight to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required f or Er rors 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 Ins urance Cov erage with an approved Additional Insured E ndorsement 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 respect s City of Palm Springs Contr act 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 wri tten notice to the C ertificate Holder named." Language such as, “end eavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out.

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Revised 2.9.22 Page 21 of 21

D. Both the Workers’ Compensation and Employers' Liability p olicies shall contain the in surer'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 certific ates 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 per son with authority to bind coverage, whether that is the authorized a gent/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 administ ration, and def ense expen ses.

Certificates of Insurance m ust 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 Int erests (Separat ion of Ins ureds). 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.

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ATTACHMENT B

Item 1F - Page 4

CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE
(INSTRUCTION FOR APPLICANTS)

Page 1 of 2 ends

Palm Springs City CouncilApril 10, 2023

Palm Springs City Council
April 10, 2023