Palm Springs City Council
December 14, 2023

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

As there are no specific findings required for the approval of a Resolution of Public Convenience and Necessity (PCN) the City Council determines that the public would be greater served due to:

1. The character of the premises as a specialty craft beer and wine shop offering items that are unique and not easily available in other stores in the City will serve the nearby residents;

2. The aesthetics and ambience of the proposed business will be within a 960- square foot tenant space in a 6,400-square foot building located at the corner of a major, heavily trafficked thoroughfare.

3. The attractiveness of the proposed business will serve the public in a manner that is deficient in the surrounding neighborhood.

4.The types of guests likely to be patrons include residents of the immediate neighborhoods and other City residents and the general public.

5. The ability to educate the public on the unique products served will be a benefit to patrons of the business.

6. The ability for the business owner to pour wine and beer for onsite tastings and consumption provides a benefit to patrons by allowing them to sample products before buying.

SECTION 2. That the public convenience would be served by the issuance of Type 42 (On-Sale Beer and Wine) alcoholic beverage license for a craft beer and wine shop for the on an off-premises consumption in conjunction with the business named Hyphen located at 1007 North Palm Canyon Drive within, Census Tract No. 446.06.

ADOPTED THIS 14th DAY OF DECEMBER, 2023.

SCOTT C. STILES

CITY MANAGER
ATTEST:

BRENDA PREE, MMC

CITY CLERK
Item 1BB - Page 9
Resolution No.

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss.

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

AYES:

NOES:

ABSENT:

ABSTAIN:

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

CITY CLERK
Item 1BB - Page 10

ATTACHMENT C
Item 1BB - Page 11
Item 1BB - Page 12
hyphenwines, naturally.
1007 N Palm Canyon, Pahn Springs, CA 92262 +1 760-459-9199 [email protected]
October 4, 2023
City of Palm Springs
Department of Planning Services
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Re: Amend Conditional Use Permit/ Justification Letter
Department of Planning,
I am requesting to amend my current Conditional Use Permit (CUP) to include a Type 42 on premise pouring license.

Project Description
My current CUP allows for a Type 86 license for in-store tastings which I applied for and received from the SLA. To use this license for in-store tastings I must have a representative from the winery, a distributor or winemaker to pour wines. Unfortunately, all of these people live over 2 hours away or in another country, and can rarely make it to Palm Springs and when a sales rep comes out they don't come back for 2·3 months. Winemakers very rarely visit Palm Springs.

I am requesting to amend my CUP so that myself or my employees can pour for in-store wine tastings without having to schedule a winery or sales representative. With the the Type 42 I will legally have to charge for tastings and plan on charging a small fee of $5-$10 depending on the wines being poured. This will also allow the guest to enjoy a glass of wine at the shop at the tasting table.

Please note below ts from my ortgtnal Justtficatton Letter and the only change besides being open for bustness are a change tn hours of operation (htghltghtecl tn red).

Information
• We will employee two people in Year 1, and anticipate two or three additional employees in Years 2-3.
• Hours of o})eration will be Mon-Th uam·Spm, Fri·Sat 11am-9pm, Sun noon·6pm.

New hours of op_eration: Mon-Thur 1oam·7pm, Fri-Sat 1oam·8pm, Sun llam·Spm. • Neither the company nor myself personally own or operate any other businesses. • In addition to the CUP we will require a Palm Springs Business License and an off-sale beer and wine license (Type 20).

Findings
a. That the use applied for at the location set forth in the application is properly one for which a conditional use permit is authorized by this Zoning Code; =» The use is for a retail off-premise natural wine and organic craft beer store.

Item 1BB - Page 13
b. That the use is necessary or desirable for the development of the community, is in harmony with the various elements or objectives of the general plan, and is not detrimental to existing uses or to future uses specifically permitted in the zone in which the proposed use is to be located; ==> The location is a pre-existing single story retail complex with 4 retail spaces. The addition of a natural wine shop enhances the community because a) there is no other similar, dedicated wine shop in the neighborhood, and b) enhances Palm Springs by making available a product that protects the planet and is healthier than other wine products sold in any liquor store, supermarket or big box store in Palm Springs. This is not only nondetrimental to the neighborhood but will enhance the growing Design District clientele which tends to follow modem design and health trends. The building is pre-existing, is set back from the city sidewalk and has its own parking with 20 spaces and 1 ADA parking spot. c. That the site for the intended use is adequate in size and shape to accommodate such use, including yards, setbacks, walls or fences, landscaping and other features required in order to adjust such use to those existing or permitted future uses of land in the neighborhood; ==> The location is already a retail building and has a walled parking lot with 20 spaces and 1 ADA parking spot. It is set back from the city sidewalk with small/ low shrubbery and perennial plantings in front of each retail space.
d. That the site for the proposed use relates to streets and highways properly designed and improved to carry the type and quantity of traffic to be generated by the proposed use; ==> The proposed use will have minimal effect on current vehicular traffic levels, and the dedicated parking will minimize any parking issues. Deliveries will be accepted in the early morning via the rear entrance off the parking lot before the other retail spaces open for business.
e. That the conditions to be imposed and shown on the approved site plan are deemed necessary to protect the public health, safety and general welfare and may include minor modification of the zone's property development standards. Such conditions may include:
i. Regulation of use,
=•> Retail off-premise natural wine and organic craft beer. ii. Special yards, space and buffers,
==> Currently set back from the city sidewalk.
iii. Fences and walls,
:=> Parking lot is currently walled.
iv. Surfacing of parking areas subject to city specifications, ==> Parking lot is blacktop.
v. Requiring street, service road or alley dedications and improvements or appropriate bonds, a:=>N/A
vi. Regulation of points of vehicular ingress and egress, "=>N/A
vii. Regulation of signs,
=» Building signage already approved
viii. Requiring landscaping and maintenance thereof,
"» All landscaping is existing with irrigation and maintained by the landlord. ix. Requiring maintenance of the grounds,
=» Supplied by the landlord.
x. Regulation of noise, vibration, odors, etc.,
==> N/A
Item 1BB - Page 14
xi. Regulation of time for certain activities,
..,.> Hours of operation: llAM• 8PM M-T, 11AM - 9PM F•S, Noon· 6PM Sunday New hours of operation: Mon-Thur 10am·7pm, Fri-Sat 1oam•8pm, Sun uam·spm. xii. Time period within which the proposed use shall be developed, •"> 1·2 months
xiii. Duration of use
.... > 4 ·12 years
xiv. Dedication of property for public use,
;:>N/A
xv. And such other conditions as will make possible the development of the city in an orderly and efficient manner and in conformity with the intent and purposes set forth in this Zoning Code, including but not limited to mitigation measures outlined in an environmental assessment. =>N/A
The presence of natural wines in Palm Springs is sparse. There are two bars that have a small selection, but no one that is actively selling it to the customer or cheerleading about how great natural wines are for the environment, your health and how they support small family farmers.

Most wine consumers assume all wine is naturally made. What big commercial wineries don't want their consumers to know is that there can be more than 2.00 chemicals added to that bottle of wine they're purchasing, but the only one listed on the label is sulfites. Natural wine producers at a minimum will grow organic grapes and use minimal sulfites. Some producers will grow bio· dynamically and use little to no sulfites at all. These producers do not use any pesticides, they don't irrigate, and most still use oxen to plow their fields. There's a circle of life in the soil that keeps it aerated and alive for the vines to thrive.

I've searched for 2 years for just the right location in Palm Springs and I'm very excited to have found one with great neighbors like Grace Home and Sea Plane. The space is approx. 900 square feet, large enough to have a nice·size selection and small enough to get to know my neighbors and tourists, and educate them about the fantastic world of natural wines. hyphen· will carry natural wines from all over the world, including it's own backyard in Northern California; wines that you don't see in supermarkets or big box chains.

When I opened Social Wines in Boston my main focus was on customer service and educating people about natural wines. I plan on doing the same with hyphen• . Social Wines was open for 18 months when it won Best Wine Shop in Boston from Boston Magazine. I hope to repeat my 6.5 year success in Palm Springs for a much longer time.

Regards,
President • PS Social Group Inc dba hyphen·
PS: Why the name "hyphen·"? Because a hyphen connects. A hyphen joins.

ATTACHMENT D
Item 1BB - Page 15
Item 1BB - Page 16
Department or Alcoholic Beverage Control

INFORMATION AND INSTRUCTIONS -
SECTION 23958.4 B&P
State of California
Gavin Newsom, Governor
Instructions This form is to be used for all applications for original issuance or premises to premises transfer of licenses. • Part 1 is to be completed by an ABC employee, given to applicant with pre-application package, with copy retained in • holding file or applicant's district file.

Part 2 is to be completed by the applicant, and returned to ABC. • Part 3 is to be completed by the local governing body or its designated subordinate officer or body, and returned to ABC.

PART 1 - TO BE COMPLETED BY ABC

1. APPLICANT'S NAME

PS SOCIAL GROUP INC

2. -PREMISES AOORESS (St, .. lnumber and name, dty, zip coda) 3. UCENSE 'TYPE 1007 N PALM CANYON DR., PALM SPRINGS, CA 92262-4419
4, TYPE OF BUSINESS -----'------------------------------ 42 Full Service Restaurant
-
Deli or Specialty Restaurant
··- -
Cafe/Coffee Shop
-· Bed & Breakfast:

Wine only All
Hofbrau/Cafeterla
Comedy Club
Brew Pub
Theater
Membership Store
Department Store
-·
Cocktail Lounge
Night Club
Tavem: Beer Tavem: Beer & Wine
Seivlce Station
Convenience Market
Private Club
Veterans Club
Fraternal Club
)!Wine Tasting Room
Swap Meet/Flea Malket
Drive-In Dairy
Supermarket
Liquor Store
OrugNartety Store Florist/Gift Shop Convenience Market w/Gasoline X Other • describe:

5.--00UNTY POPULATION

8. CENSUS TRACT NUMBER
446.06

6. TOTAL NUMBER OF LICENSES IN ~NTY
On-Sale

9. NO. OF LICENSES ALLOWED IN CE~US TRACT
2 X On-Sale
Off-Sale

7. RATIO OF LICENSES TO POPULA:!!9_N IN COUNTY
On-Sale Off.Sale

10. NO. OF LICENSES EXISTING IN CENSUS TRACT ·-- ·-•·•-·· Off-Sale 90 X On-Sale Off-Sale

11.·is THEABOVE CENSUS TRACT OVERCONCENTRATEO WITH LICENSES? (~• ~ doe$ lhe ii1io of llcenses 10 ~tfanin lhe census ltact ex~ lhe ralio ol UC41n1415 j;; ~•lion for 1he entire aiunlfll x· Yes, the number of existing licenses exceeds the number allowed No, the number of existing licenses Is lower than the number allowed

12. DOES LAW ENFORCEMENT AGENCY MAINTAl~ RIME STATISTICS? Yes (Go to Item #13) No (Go to Item #20)

13.CRiMf REPORT)NG DISTRICT NUMBER 14. TOTAL NUMBER OF REPORTING DISTRICTS . 16. AVERAGE NO. OF OFFENSES PER DISTRICT 17. 120% OF AVERAGE NUMBER-OF OFFENSES 1 S. TOTAL NUMBER OF OFFENSES IN ALL REPORTING DISTRICTS 1&. TOTAL NUMBER OF OFFENSES IN REPORTING DISTRICT

19. IS THE PREMISES LOCATED IN A HIGH CRIME REPORTING DISTRICT? (I.a.: haa a 20% gr111er nwntier ol raponed crimes than lheiYetage number of reported climes as de1ermlned from atl crime repor1ing dlslrlcis wllhln lhe jurisdlc;tlon ol the loc;11l lllw enforcement 19encyl Yes, the total number of offenses In the reporting district equals or exceeds the total number In Item #17 --
' No, the total number of offenses In the reporting district Is lower than the total number In Item #17

20.CHECl<Tt(Eiox THAT APPLIES (check only one box) ------- -- a. If "No" is checked In both Item #11 and Item #19, Section 23958.4 B&P does not apply to this application, and no addltlonal Information will be needed on this Issue. Advise lhe applicant to bring this completed form to ABC when flllng the application. b. If• M Is checked in either Item #11 Q£ Item #19, and the applicant Is applying for a non-retail license, a retail bona fide public eating place license, a retell license Issued for a hotel, motel or other lodging establishment as defined In Section 25503.16(b) B&P, or a retail license issued in conjuclion with 8 beer manufacturer's license, or winegrower's license. advise the applicant to complete Section 2 and bring the completed form to ABC when filing the application or as soon as possible thereafter.

X c. If "M, Is checked In either Item #11 ~item #19, and the appllcant is applying for an off-sale beer and wine license. an off-sale general license, an on- - sale beer license, an on-sale beer and wine (publlc premises) license, an on-sale general (public premises) license, or an on-sale general music venue license, advise the @11canJf take this form to the local/!J°vem/nq bodyihor its des~natecl subordinate officer or body to have them complete Section 3. The completed form Ii ne to be provided to ABC in o er to process e appllca on.

Governing Body/Designated Subordinate Name:

FOR DEPARTMENT USE ONLY
PREPARED. BY !Name of Depa~\ Employee)

MARICELA MATA
ABC-245 (rev. 03-23)
Item 1BB - Page 17
----------------\
!AR! 2 ·TOBE COMPLETED BY THE APPL,CANT (If box #20b ls.checked) ---·----

21. Based on the Information on the reverse, the Department may approve your application if you can show that public convenience or necessity 'NOUld be served by the Issuance of the license. Please describe below the reasons why issuance of another license Is justified in this area. You may attach a separate sheet or additional documention, if desired. Do not proceed to Part 3 . . Wl!/Llll!! amJ!!J..dm'!IJ!Jl!.r:ny QVe.J!pp!Q.~ lh!lre ls requ're.rnent for~ PC_N_ s]!l\:~J'1l1 J)pe 4~_11qenseJ! !!.~1lf~rent cat~Q!Y. of Ji~!!!_e.

Changing from my Type 20 and Type 86 the Type 42 will allow me to have wine tastings without having a representative from the winery or distributor present. Being able to do lasnngsonmy own and allow customers the option to en)oy a glass olwliie during noriiiafbUslnesshoiirs wou1cr hetp lmprove·buslriess and drlVe m'Ore1oonralflce to1heuptown design district.

There Is no one In my area offering such a service. There's a Tikl Lounge and Cocktail bar a block away but no wine for retail or tastings. ····---------·----------------------------•¥
__ _
------------------------------------------------
CAL OFFICIALS (If box #20c Is checked)

23. DATE SIGNED
11/15/2023
The applicant named on the reverse is appl~lng for a license to sell alcoholic beverages at a premises where undue concentration exists (i e - an over-concentration of licenses and/or a liJgfier than average crime rate as defined in Section 23958.4 of the Business and Professions · ·· Code). Sections 23958 and 23958.4 of the 8usiness and Professions Code requires the Department to deny the appllcation unless the local governing body of the area in which the applicant premises are located, or Its designated subordinate officer or body, determines within 90 clays of notification of a completed application that public convenience or necessity would be served by the lssuance.

Please complete items #24 to #30 below and certify or affix an official seal, or attach a copy of the Council or Board resolution or a signed letter on official letterhead stating whether or not the issuance of the applied for license would serve as a public convenience or necessity. ·2~.· w1u. Puauc COl'M:NIENCE OR NECESSITY BE sERvifoav ISSUANCE OF iH1s ALCOH~tc BEVERAGE LICENSE? Yes No See Attached {I.e., letter, resolution, etc.)

25. ADDITIONAL COMMENT'S. IF DESIRED (may inc:IUde reUON fo, approval or den,al ol public ~lienlence 0t necefllly); ------.-.------- --------
-----------------------··-----------------------------
·-----------------------
-------------------·-------
-·------~-·---------

28. Cm'ICOUNTY OFFICIAL NAME 27. CITY/C
OUNTY OFFICIAL TITlE
+'"""'1"""-·••-----...-·- .,.,, ______ _
ABC-245 REVERSE (rev.·03-23)
Item 1BB - Page 18

1. NameofEn~

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM
PS SOctal Group Inc. dba hyphen

2. AddreN of Enll~ (Prtnclple Place of 8u1ll,e•)
1007 N Palm Canyon Or. Palm Sprtngs, CA 92262
s. Local or C.Ufomla AddNN (If dlff.-.nt lhan 12)
4, 81ate where Entity le Regletared with Seoreta,y of State CA
s. Type If other than Callfornle Is the Enlltv ''"' reo/dered In Callgnle? r, YN n No of Entity [!)Corporation O Limited Liability Company 0Partnerahlp OTruel O other (pleaN epeoffy)

8. Offlctn, Dlreclore, Memben, Manag.,., Truatw. other Flduo ....... (pleaN -.,edit) ..,,,,,,,,.,
Nollfl: II any ,.aponn • not • ,,.,u,.1 ptUWOn, P•H ldllntlfy Ml ~ dltwolon1 IMnllfl""' Md olMr flducart• for lhtl """'1btlr, ,,,.,,,,,,.,, trwtor o,,,.,. _,,., .

John Ubonatl - President
ti) Officer D Director D ,.__r • Manager [name)
D General Partner O Limited Partner
• Other
Christopher Schutte .. Treasurer
[!] Offlcer O Director D Member O Manager
NIA
...
··-··-····
[name)
O General Partner D Umltad Partner
• Other
[name)
• Officer O Director O Member O Manager
O General Partner D Limited Partner
• Other
_..-,('£\'I-
--
..-,-
CllY Of PALM SPRINGS - PUBLIC INTEGRITY DISQOSURE

APPLICANT DISCLOSURE FORM
P11e1of2
Item 1BB - Page 19

7. - -
OWnenllnveetora
E>CAMPLE with a S-.4 beneftclal lnterNt In the Annllcant Entllv or a retatad en JANEOOE 6tJ", ABC COMPANY, Inc.
(name of ownerllnY•torJ (percentage ofbeneftdal lnternt In entity and,....ofantllv'I A.

John Llbonatl 500/o
[name of ownertlnveetor] (percentageof benetlofal Int.Net In enue,

8. and mme al entltvl ·
Christopher Schutte 50%
(name of ownerllnv•tDrJ [percentage of benetlclal ...,._In entity c. and name of antltvl NIA
[name of ownerllnv•lor] (percentage of benetlcfal lntereet In entity and name of antttvl o.

NIA
[name of OWMrflrw•torJ
. (peroentage of beneftdal lnt.,..t In entity and name of antltvl E.

NIA
[nm• of ownertlrw•tor) (percentageofbeneftolal lntereetln entity and name of entflv1

CALIFORNIA

I DECLARE UNDER
THAT
PENAL 1Y OF PERJURY UNDER THE LAWS OF ntE STATE OF THE FOREGOING IS TRUE AND CORRECT. le Date
July 1, 2021
PENALTIES Falsification of lnfo,matlon or failure to report information required to be reported may subject you to administrative action by the City.

IR1111Ac,a,I nr./11,110\
CllY OF PALM SPRINGS-PUBLIC lNTEGRrTY DISCLOSURE
APPLICANT DISO.OSURE FORM
Pagelof2

ATTACHMENT E
Item 1BB - Page 20
Item 1BB - Page 21
[
0 0
RESOLUTION NO. 24941

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 ALCOHOLIC BEVERAGE
CONTROL LICENSE TYPE 20 FOR HYPHEN, A CRAFT
BEER AND ORGANIC WINE SHOP LOCATED AT 1007
NORTH PLAN CANYON DRIVE WITHIN CENSUS TRACT NUMBER 446.06.

WHEREAS, PS Social Group Inc., has initiated the application process for California Department of Alcoholic Beverage Control (ABC) Type 20 (Off Sale General - Package Store) liquor license to sell beer, and wine in a 960-squae foot tenant space at 1007 North Palm Canyon Drive, Census Tract No. 446.06, Zone C-1, APN 505-261-010 ("Hyphen"); and
WHEREAS, The California Department of Alcoholic Beverage Control (ABC) has determined that: 1) there are two (2) existing off-sale liquor licenses issued within Census tract number 446.06 while only two (2) of such permits would be allowed based on off-sale retail licenses relative to population in the County in which the applicant's premise is located; and
WHEREAS, The California Department of Alcoholic Beverages Control (ABC) has determined that the addition of the requested license would cause an "undue concentration" of alcohol-related licenses in the Census tract number 446.06; and WHEREAS, Pursuant to Section 23958.4(b)(2) of the State of California Business and Professions Code, the City Council may determine the public convenience or necessity would be served by the issuance of the requested license notwithstanding an "undue concentration" of alcohol-related licenses in the Census tract number 446.06; and WHEREAS, Hyphen is located within Census tract number 446.06. The zone designation is General Commercial (C-1), and it is located within the Neighborhood Community Commercial (NCC) General Plan land use designation area. The proposed craft beer and organic wine shop store will be within a 960-square foot tenant space in a lager 6,400-square foot retail building with three (3) other in-line tenants. 1) a Conditional Use Permit was approved by the Planning Commission (Case 5.1535 CUP) on September 1, 2021 for a craft beer and organic wine shop; 2) the project site is adequate in size and suitable for the proposed uses; 3) the site is easily accessible from a Major Throughfare and an attached off-street parking lot; and 4) the issuance of the requested licenses will contribute to diversifying products and services offered to local residents and visitors; and
Item 1BB - Page 22
Resolution No. 24941 Page2

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

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

As there are no specific findings required for the approval of a Resolution of Public Convenience and Necessity (PCN) the City Council determines that the public would be greater served due to:

1. The character of the premises as a specialty craft beer and wine shop offering items that are unique and not easily available in other stores in the City will serve the nearby residents;

2. The aesthetics and ambience of the proposed business will be within a 960- square foot tenant space in a 6,400-square foot building located at the corner of a major, heavily trafficked thoroughfare.

3. The attractiveness of the proposed business will serve the public in a manner that is deficient in the surrounding neighborhood.

4.The types of guests likely to be patrons include residents of the immediate neighborhoods and other City residents and the general public.

5. The ability educate the public on the unique products served will be a benefit patrons of the business.

Ll
SECTION 2. That the public convenience would be served by the issuance of Type 20 D (Off Sale General - Package Store) alcoholic beverage license for a craft beer and wine shop for the off-premises consumption in conjunction with the business named Hyphen _ located at 1007 North Palm Canyon Drive within, Census Tract No. 446.06.

ADOPTED THIS 30th DAY OF SEPTEMBER, 2021.

ATTEST:

AN
r .] L_
Item 1BB - Page 23
D
[
D
Resolution No. 24941
Page3

CERTIFICATION

STATE OF CALIFORNIA )
COUNTY OF RIVERSIDE ) ss. CITY OF PALM SPRINGS )
I, ANTHONY J. MEJIA, City Clerk of the City of Palm Springs, hereby certify that Resolution No. 24941 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 September 30, 2021, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Councilmembers Garner, Kors, Woods, Mayor Pro Tem Middleton, and Mayor Holstege None None None
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of the City of Palm Springs, California, this 'l.S....._ day of QL\-Q'pe./ , 1-:9-z.. \ .

ATTACHMENT F
Item 1BB - Page 24
Item 1BB - Page 25
RESOLUTION NO. 6950
A RESOLUTION OF THE PLANNING COMMISSION OF THE CITY OF PALM SPRINGS, CALIFORNIA, APPROVING CASE 5.1535 AMND, FOR AN AMENDMENT TO A PREVIUOSLY APPROVED CONDITIONAL USE PERMIT (CUP) TO EXPAND BUSINESS OEPRA TIONS TO INCLUDE ON-SITE CONSUMPTION AT HYPEN WINE SHOP LOCATED AT 1007 NORTH PALM CANYON DRIVE, ZONE C-1.

THE PLANNING COMMISSION FINDS AND DETERMINES AS FOLLOWS:

A. PS Social Group Inc, BOA Hyphen ("Applicant") has filed an application for an amendment to a previously approved Conditional Use Permit with the City pursuant to Section 94.02.00 of the Zoning Code to allow wine tasting and an outdoor patio at an existing retail wine and beer shop in a 960-square foot tenant space located at 1007 North Palm Canyon Drive, Zone C-1, APN: 505-261-010.

B. On September 1, 2021, the Planning Commission approved Resolution #6878 permitting and Conditional Use Permit (CUP) including an ABC Type 20 (Off-Sale Beer and Wine) liquor license - Package Store to allow for the sale of beer and wine for take- out only.

C. Notice of public hearing of the Planning Commission of the City of Palm Springs to consider Case No. 5.1535 - CUP was given in accordance with applicable law.

D. The proposed project is considered a "project" pursuant to the terms of the California Environmental Quality Act ("CEQA") and has been determined to be Categorically Exempt as a Class I exemption (Existing Facilities) pursuant to Section 15301 of the CEQA Guidelines.

E. The Planning Commission has carefully reviewed and considered all the evidence presented in connection with the hearing on the project, including, but not limited to, the staff report, and all written and oral testimony presented.

THE PLANNING COMMISSION HEREBY FINDS AS FOLLOWS:

F. Section 94.02.00(8)(6) of the Zoning Code requires the Planning Commission not approve a Conditional Use Permit unless it finds as follows:

1. That the use applied for at the location set forth in the application is properly one for which a conditional use permit is authorized by this Zoning Code.

Section 92.12.02(0)(16) in the General Commercial (C-1) zone of the Palm Springs Zoning Code permits the intended retail store that sell organic wines and craft beers with the approval of a Conditional Use Permit. The store will occupy a Item 1BB - Page 26
Planning Commission Resolution No. 6950
Case 5.1535 CUP AMND- Hyphen
November 8, 2023

960-square foot tenant space of a larger 6,400-square foot building with associated off-street parking and small 180-square foot outdoor patio.

2. That the use is necessary or desirable for the development of the community, is in harmony with the various elements or objectives of the general plan, and is not detrimental to existing uses or to future uses specifically permitted in the zone in which the proposed use is to be located.

The proposed use will further the goals of the General Plan for the Uptown Design District by providing a new retail store that adds to the concentration of mixed uses that stimulate activity and create a sense of place by connecting nearby residential uses with a commercial corridor along North Palm Canyon Drive. The General Plan designation for the site is Neighborhood Community Commercial which provides an opportunity for convenience commercial uses that serve adjacent residential neighborhoods, and nearby employment centers, therefore, the proposed retail store complies with the General Plan.

3. That the site for the intended use is adequate in size and shape to accommodate such use, including yards, setbacks, walls or fences, landscaping and other features required in order to adjust such use to those existing or permitted future uses of land in the neighborhood.

The Planning Commission finds that the site on which the retail store is proposed is fully developed with an existing building, parking, walls, and landscaping. It is located in the Uptown Design District where a variety of furniture, art galleries, apparel, and design shops provide a vibrant mixture of stores for residents and visitors to explore. The site has a large off-street parking lot behind the building to accommodate the proposed use and is not visible from North Palm Canyon Drive.

4. That the site for the proposed use relates to the streets and highways properly designed and improved to carry the type and quantity of traffic to be generated by the proposed use.

The site on which the retail shop is proposed fronts North Palm Canyon Drive, a major thoroughfare on the City's Circulation Map, Hermosa Place is a local street providing access to the Old Las Palmas neighborhood. Each of these streets will be able to handle the vehicular traffic generated by the proposed use. It is also in the pedestrian-oriented Uptown Design District and is served by major transit lines along Palm Canyon Drive. The Planning Commission finds the proposed use consistent with this finding.

5. That the conditions to be imposed and shown on the approved site plan are deemed necessary to protect the public health, safety and general welfare and may include minor modification of the zone's property development standards.

Item 1BB - Page 27
Planning Commission Resolution No. 6950
Case 5.1535 CUP AMNO-Hyphen November 8, 2023 Page 3 of3 The proposal expands the scope of the business to include additional wine tasting and an outdoor patio to an existing retail wine and beer shop in a commercial building with low intense uses that will not be detrimental to the overall health and safety of the immediate neighborhood. Conditions of Approval have been included in the attached Exhibit A to ensure that the use operates in a manner which protects the public health, safety and general welfare. These conditions include compliance with the City's noise ordinance, limitations on operating hours and other necessary requirements.

NOW, THEREFORE, BE IT RESOLVED that, based upon the foregoing, the Planning Commission hereby approves Case No. 5.1535 - CUP AMND, a Conditional Use Permit amendment to add a Type 42 (On-Sale Beer and Wine) liquor license to an existing 960-square foot retail store with 180-square foot outdoor patio located at 1007 North Palm Canyon Drive, subject to the conditions set forth in the attached Exhibit A.

ADOPTED this 8TH day of NOVEMBER 2023.

MOTION:

AYES:

NOES:

ABSENT:

ABSTAIN:

ATTEST:

WEREMIUK, SECOND BY ROTMAN

WEREMIUK, ROTMAN, BAKER, MILLER
NONE
ROBERTS.MURPHY
NONE

CITY OF PALM SPRINGS, CALIFORNIA
Christopher Hadwin
Director of Planning Services
Item 1BB - Page 28
Planning Commission Resolution No. 6950

EXHIBIT A
Case 5.1535 CUP AMND - Hyphen
1007 North Palm Canyon Drive
November 8, 2023

CONDITIONS OF APPROVAL
Before final acceptance of the project, all conditions listed below shall be completed to the satisfaction of the City Engineer, the Director of Planning Services, the Director of Building and Safety, the Chief of Police, the Fire Chief or their designee, depending on which department recommended the condition.

Any agreements, easements or covenants required to be entered into shall be in a form approved by the City Attorney.

ADMINISTRATIVE CONDITIONS
ADM 1. Project Description. This approval is for the project described per Case 5.1535 CUP AMND, except as modified the conditions below.

ADM 2. Reference Documents. The site shall be developed and maintained in accordance with the approved plans on file in the Planning Division except as modified by the conditions below.

ADM 3. Conform to all Codes and Regulations. The project shall conform to the conditions contained herein, all applicable regulations of the Palm Springs Zoning Ordinance, Municipal Code, and any other City County, State and Federal Codes, ordinances, resolutions and laws that may apply.

ADM 4. Minor Deviations. The Director of Planning or designee may approve minor deviations to the project description and approved plans in accordance with the provisions of the Palm Springs Zoning Code.

ADM 5. Indemnification. The owner/applicant shall defend, indemnify, and hold harmless the City of Palm Springs, its elected officials, agents, officers, and employees ("lndemnitees") from any claim, action, or proceeding against the City of Palm Springs or any lndemnitee(s) to attach, set aside, void or annul, the approval of the City of Palm Springs, its legislative body, advisory agencies, or administrative officers of this Land Use Permit application or arising in any way out of the activities authorized by this Land Use Permit. The City of Palm Springs will promptly notify the applicant of any such claim, action, or proceeding and the applicant will either undertake defense of the Item 1BB - Page 29
Resolution No. 6950
Conditions of Approval

5.1535 CUP AMND-Hyphen Page2of4 November 8, 2023
matter and pay the City's associated legal costs or will advance funds to pay for defense of the matter by the City Attorney. If the City of Palm Springs fails to promptly notify the applicant of any such claim, action or proceeding or fails to cpoperate fully in the defense, the applicant shall not, thereafter, be responsible to defend, indemnify, or hold harmless the City of Palm Springs. Notwithstanding the foregoing, the City retains the right to settle or abandon the matter without the applicant's consent but should it do so, the City shall waive the indemnification herein, except, the City's decision to settle or abandon a matter following an adverse judgment or failure to appeal, shall not cause a waiver of the indemnification rights herein.

ADM 6. Maintenance and Repair. The property owner(s) and successors and assignees in interest shall maintain and repair the improvements including and without limitation all structures, sidewalks, bikeways, parking areas, landscape, irrigation, lighting, signs, walls, and fences between the curb and property line, including sidewalk or bikeway easement areas that extend onto private property, in a first class condition, free from waste and debris, and in accordance with all applicable law, rules, ordinances and regulations of all federal, state, and local bodies and agencies having jurisdiction at the property owner's sole expense. This condition shall be included in the recorded covenant agreement for the property if required by the City.

ADM 7. Time Limit on Commencement of Use. The time limit for commencement of the use authorized by this conditional use permit shall be two (2) years from the effective date of approval. A conditional use permit shall become effective after an elapsed period of fifteen (15) days from the date of the decision by the commission authorizing the permit.

ADM 8. Right to Appeal. Decisions of an administrative officer or agency of the City of Palm Springs may be appealed in accordance with Municipal Code Chapter

2.05. Permits will not be issued until the appeal period has concluded.

ADM

9. Cause No Disturbance. The owner shall monitor outdoor parking areas, walkways, and adjoining properties and shall take all necessary measures to ensure that customers do not loiter, create noise, litter, or cause any disturbances while on-site. The owner and operator shall ensure that at closing time, all customers leave the property promptly and that the property is clean and secure before the owner/operator leaves the premises. The Police Chief, based upon complaints and/or other cause, may require on-site security officers to ensure compliance with all City, State, and Federal laws and conditions of approval. Failure to comply with these conditions may result in revocation of this permit, temporary business closure or criminal prosecution.

Item 1BB - Page 30
Resolution No. 6950
Conditions of Approval

5.1535 CUP AMND- Hyphen Page 3 of 4 November 8, 2023
ADM 10. Grounds for Revocation. Non-compliance with any of the conditions of this approval or with City codes and ordinances, State laws; any valid citizen complaints or policing and safety problems (not limited to excessive alcohol consumption, noise, disturbances, signs, etc) regarding the operation of the establishment; as determined by the Chief of Police or the Director of Building and Safety, may result in proceedings to revoke the Conditional Use Permit.

In addition, violations of the City Codes and Ordinances will result in enforcement actions which may include citations, arrest, temporary business closure, or revocation of this permit in accordance with the law.

ADM 11. Conditional Use Permit Availability. The applicant shall provide a copy of this Conditional Use Permit to all buyers and potential buyers.

PLANNING DEPARTMENT CONDITIONS
PLN 1. Sales. The Conditional Use Permit approves the land use to operate a retail store selling craft beer and wine for consumption on site and take-away.

Business to acquire the appropriate ABC liquor license reflecting the activities on site.

PLN 2. Outdoor Patio. The CUP approves a 180-square foot outdoor patio at rear of store adjacent to parking lot. A barrier (low fence, or planters) delineating patio to be approved at Staff level.

PLN 3. Store Interior. The floor plan provided shows an open concept with shelving lining the walls with a display table in the middle of the room and one small cooler for sparkling wines and craft beers that need to be kept chilled.

PLN 4. Off-Street Parking. Parking for store will be provided in existing parking lot located behind commercial building. A total of twenty-three (23) spaces are to be shared by all tenants.

PLN 5. Signage Advertising Alcohol Sales. Signage advertising the use authorized under this permit shall be strictly prohibited.

PLN 6. Hours of Operation. The operating hours shall be flexible based upon business operations. Any future modifications to the hours of operation shall be permitted within the limits of CA ABC regulations.

PLN 7. Letter of Convenience or Necessity. The CA ABC may determine that a Letter of Convenience or Necessity from the City Council is required. If the Resolution of Convenience and Necessity is not approved, this CUP amendment application will not be valid.

PLN 8. Sign Applications Required. No signs are approved by this action. Separate approval and permits shall be required for all signs in accordance with Zoning Ordinance Section 93.20.00.

Item 1BB - Page 31
Resolution No. 6950
Conditions of Approval 5.1535 CUP AMND- Hyphen Page4of4 November 8, 2023 PLN 9. Outside Storage. Storage in support of outdoor patio shall be maintained an orderly matter in and not block entrance/exit to tenant spaces.

PLN 10. Amplified Music. Any outdoor music shall be kept at a background allow patrons low level to complied with.
to maintain conversation. The noise ordinance shall always be

POLICE DEPARTMENT CONDITIONS
POL 1.

Codes"
Developer shall comply with Section II of Chapter 8.04 "Building Security of the Palm Springs Municipal Code.

BUILDING DEPARTMENT CONDITIONS
BLD 1. Construction Permits. Prior to any construction on-site, all appropriate permits must be secured.

END OF CONDITIONS

ATTACHMENT G
Item 1BB - Page 32
Item 1BB - Page 33
Glenn Mlaker
From:

Sent:

To: Cc:

Subject:

Hello I
Trevor Wayne <[email protected]>
Wednesday, October 25, 2023 12:42 PM
Glenn Mlaker
John Libonati
Hyphen Wine
My name is Trevor Wayne. Im a store owner a block south of Hyphen Wine on Palm Canyon ... as well as a resident right above my storefront.

Hyphen Wine has been an amazing addition to Design District North I John Libonati has been a wonderful supporter of the local business around here and has certainly helped in shaping the clean up efforts we have been working on on this street.

I am writing to give my opinion that a Type 42 license for Hyphen makes great sense, and would add a nicer touch to the block for me and my neighbors t
Hoping nothing but bigger and better for Hyphen I
Thank you II
Trevor Wayne
The Trevor Wayne Store
901 N. Palm Canyon Dr.

Suite 105
Palm Springs, CA 92262
(442) 304-8934
Trevor Wayne, Inc.
1 Item 1BB - Page 34
Glenn Mlaker
From:

Sent:

To:

Cc:

Subject:

Hf Glenn,
Heather Stanley < [email protected]>
Wednesday, October 25, 2023 4:21 PM
Glenn Mlaker
[email protected]
Support of Type 42 License for Hyphen Wine Shop
I wanted to share my support of providing a Type 42 License for Hyphen Wine Shop. Hyphen ls unique in that they are the only natural wine shop In the city of Palm Springs. Natural wine is gaining traction amongst wine producers and consumers, given its sustainable industry practices and no added chemicals. Since natural wine is still emerging in the industry, it's important to give consumers the ability to try the wine before they buy.

John has already developed a great community with like-minded wine enthusiasts in his shop, and with more options for tasting, he will be able to continue to grow his business and this community.

Thank you for your consideration,
Heather Heather Stanley I C: 954.593.6781
l
Item 1BB - Page 35
Glenn Mlaker
From:

Sent:

To:

Cc:

Subject:
10/31/23
Dear Sir,
Lawrence W. Hutchings <[email protected]>
Tuesday, October 31, 2023 3:16 PM
Glenn Mlaker
John Libonati
Hyphen Wine Shop
My husband Dennis Clark and I are writing in support of Hyphen's application to change its license application to include tasting.

We have been crossing town from our home In Seven Lakes Country Club to shop at Hyphen for nearly two years, as we appreciate the care that has gone into the owner's selection of wines as well as benefiting from his knowledge In recommending them to us. Having the ability to attend wine tastings would certainly add to the quality of service he is able to provide for us.

We believe local businesses like Hyphen are vital to our community and that the City should do all it can to promote their success. Please consider his application favorably.

Sincerely,
Larry Hutchings
Dennis Clark
This e-mail message and any attachments may contain confidential information that is legally privileged. If you are not the Intended reciplent(s), or person responsible for delivering It to the intended reclplent(s), you are hereby notified that any review, disclosure, copying, distribution or use of any of the Information contained herein Is strictly prohibited. If you have received this transmission in error, please contact the sender by reply e-mail and destroy the original transmission and any attachments without reading or saving in any manner.
1 Item 1BB - Page 36
Glenn Mlaker
From:

Sent:

Frank Calabrese <[email protected]>
Monday, October 30, 2023 10:00 AM
To: Glenn Mlaker
Cc: Andy Klink
Subject: Support for hyphen- wines
11i9l!tl!1:blr .• ', 1a, ~·crl~in$(e~ out~f?e' ~f T~~\ ,cTtv, 9( Pal.tp .Spdr,gs - -D1$ ~NeTrGH~~,~ -"'*S· ~r; open1attac..,,..~ 1L1oJG°;you' af!. ~L:l[!;t_ljef6b..tei:it-~ s11'fe. .,, ... • • __., •~ , , _:_ ...... . __ 1 - Dear Glenn Mlaker,
I'm a frequent customer of Hyphen at 1007 N Palm Canyon Drive, Palm Springs 92262, and I live less than a mile away. The shop has been a welcome addition to the neighborhood.

I write to add my support to their pending change in license application/ amending the CUP.

The ability to sample wine and other recommendations offered by John Libonati would elevate our shopping and sipping experience. I also believe that it would provide the additional benefit of drawing more foot traffic to the N Palm Canyon corridor.

Thank you for your consideration.

Sincerely,
Frank Calabrese and Andrew Klink
2150 N. Zanjero Road
Palm Springs, CA 92262
1 Item 1BB - Page 37
Glenn Mlaker
From:

Sent:

To:

Cc:

Subject:

Natalie Rich <[email protected]>
Monday, November 6, 2023 6:54 AM
Glenn Mlaker
n rich
Hyphen - Type 42 License
NOTICE: This message originated outside of The City of Palm Springs - DO NOT CLICK on llnks or open attachments unless you are sure the content is safe.

Hi Glenn,
My husband and I are Cat City residents, but we spend a lot of time and do a lot of shopping in Palm Springs, especially at Hyphen. We heard that Hyphen was applying for a Type 42 license and we wanted to share our support of that with you.

John fs kind and responsible, and so knowledgeable about his wines. Hyphen is unlike many other wine shops and the uniqueness he brings to Palm Springs is a perfect fit. We sincerely hope to see John get his Type 42 license and continue to nourish and enhance the community! If you need any other information from us, please reach outl Thank you,
Natalie and Nathan Rich
28240 Avenida Primavera
Cathedral City, CA 92234
1 ATTACHMENT H
Item 1BB - Page 38
Item 1BB - Page 39
/
/
Item 1BB - Page 40
Item 1BB - Page 41

ATTACHMENT I
Item 1BB - Page 42
Item 1BB - Page 43
Department of Alcoholic Beverage Control

LICENSED PREMISES DIAGRAM (RETAIL)
Stete of Calfomla
Gavin Newsom, Governor

1. APl'I.ICANrs NAME(SJ (If an lndlvldual, IHI.-, firll name, mldclle nlffll, Nome of onllly W ~lion. imiltd petlneral,lp o, limlled Jllbllitycompany.J 2. LICENSE TYPE PS Social Group Inc. dba hyphen- Type 42

3. PREMISESM>ORESS (Snltnu-1ndn1mo,c:lly,zlpood1J
1007 N Palm Canyon Dr. Palm Springs, CA 92262 4,NEARESTCROSSSTIU:ET Hermosa Place The diagram below is a true and correct description of the entrances. exits, interior walls and exterior boundaries of the premises to be licensed, including dimensions and identification of each room (i.e .• "storeroom", "office", etc .. The area to i ,licensed must·be outlined in'red. •• •
.17'. .
··•·
Display/
Tasting
Table

SHELVING
Entrance from ?Loi/Palla
Patio
12' X 15'
•

STORAGE

ADA BATHROOM
'
, · 1 .. . . . ·1 ...
• t " I I - I • • • • • I • 0 • t
. . .. , . . .1. . .

II: •:: :: ..
.... , ....
·I· ...... .. . .
. :a
· · · · · · Hermosa
·p1ace
J ...

It is hereby declared that the above-described premises and character of premises, as indicated on the reverse side, will not be changed in accordance with Rule 64.2 of the California Code of Regulations without first notifying and securing approval of the Department of Alcoholic Beverage Control. Substantial changes to the premises may require an application fee in accordance with Section 24072 of the Business and Professions Code. I declare under penalty of perjury that the foregoing is true and correct.

APPLICANT SIGNA 1\JRe (Only ane lignalura ,-quited) !°ATE SIGNED

FOR ABC USE ONLY
CERTIFIED COIU!ECT (Sigr,1lure) r NSPECTlON DATE
ABC-257 (rev. 12121)

CITY COUNCIL STAFF REPORT
12/14/2023 CONSENT CALENDAR
SUBJECT:

APPROVE NON-EXCLUSIVE OPERATING AGREEMENT NO. A9461 WITH TURO INC. TO PROVIDE PEER-TO-PEER VEHICLE SHARING AT THE PALM SPRINGS

INTERNATIONAL AIRPORT
RECOMMENDATION:

Approve Non-Exclusive Operating Agreement No. A9461 with Turo Inc. to provide Peer-to-Peer Vehicle Sharing services for the Palm Springs International Airport for the initial one-year term beginning December 15, 2023 through December 14, 2024.

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

Attachments
Item 1CC

CITY COUNCIL STAFF REPORT
DATE: DECEMBER 14, 2023 CONSENT CALENDAR
SUBJECT: APPROVE NON-EXCLUSIVE OPERATING AGREEMENT NO. A9461 WITH TURO INC. TO PROVIDE PEER-TO-PEER VEHICLE SHARING AT

THE PALM SPRINGS INTERNATIONAL AIRPORT
FROM: Scott C. Stiles, City Manager
BY: Department of Aviation
SUMMARY:

This action will approve Non-Exclusive Operating Agreement No. A9461 with Turo Inc. (Turo) to provide Peer-to-Peer Vehicle Sharing at the Palm Springs International Airport (Airport).

RECOMMENDATION:

1. Approve Non-Exclusive Operating Agreement No. A9461 (Attachment A) with Turo Inc. to provide Peer-to-Peer Vehicle Sharing services for the Palm Springs International Airport for the initial one-year term beginning December 15, 2023 through December 14, 2024.

2. 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 November 21, 2023, Turo Inc. is registered to do business in the State of California.

BACKGROUND:

The City of Palm Springs owns, operates, and regulates the Palm Springs International Airport. The City’s airport regulations are primarily found in Title 16 of the Palm Springs Municipal Code, also known as the “Airport Ordinance.”
Technology has created opportunities for individuals to start their own businesses by monetizing their own skills, time, and existing assets. As part of this technological expansion, Peer-to-Peer (P2P) vehicle services have quickly gained momentum in recent Item 1CC - Page 1
City Council Staff Report
December 14, 2023 -- Page 2
Non-Exclusive Operating Agreement with Turo, Inc.
years. P2P vehicle sharing services are a new market entrant to the rental car longstanding industry, similar to the way Uber and Lyft were to the taxicab industry. P2P vehicle sharing operates in a similar manner as AirBnB, where instead of vacation rentals, individuals can rent their personal vehicles to the public. Turo, as well as other brands such as Getaround and Momondo, provide similar services to connect private vehicle owners with people who prefer to rent privately owned vehicles for a period of time.

Airports around the country have taken notice of the P2P vehicle sharing operations taking place on airport property and that these P2P transactions are occurring without the P2P’s being held accountable for paying any type of concession or access fee similar to those being paid by the more traditional rental car companies like Budget, Hertz and Enterprise. For this reason, many airports have started to aggressively pursue P2P sharing companies to protect the airport’s revenue streams as well as to control commercial operations on airport property. In the past year, several airports have been able to successfully negotiate concession agreements for the P2P vehicle sharing operations including Ontario International Airport (ONT), Los Angeles International Airport (LAX), and San Diego International Airport (SAN).

Currently, Turo is the world’s largest P2P vehicle sharing marketplace where customers can book any vehicle of their choice. Turo’s business model allows customers to choose from a unique selection of conveniently located vehicles, and local hosts can earn revenue from their cars that they’re not using to help offset ownership costs. The Turo platform seeks to provide flexibility, while providing low-cost access for individual car owners to earn extra income by sharing their vehicles through the marketplace. As a result, the platform is dynamic, as hosts can change the availability, cost, or selection of vehicles to satisfy customer demand.

Turo serves customer’s unique needs across a broad spectrum of use cases, including vacations and local getaways, business travel, international travel, moving and running errands, car replacement, flexible month-to-month access, try before you buy, upgraded trips with upscale cars, dream drives in luxury or classic cars, special events, and outdoor adventures.

On October 8, 2023, Assembly Bill 893 (AB 893), authored by Assembly Member Papan, was signed by Governor Newsom. AB 893 requires Turo to secure an operating permit at any airport where they conduct business by July 1, 2024. If no permit is secured on and after July 1, 2024, “a personal vehicle sharing program shall not allow a vehicle to be placed on a digital network or software application of the personal vehicle sharing program for the purpose of making the vehicle available for rental through the personal vehicle sharing program.”
On October 18, 2023, the Non-Exclusive Operating Agreement was presented to the Airport Commission, and the Commission voted (16 – Yes and 1 – Abstention) to approve the recommendation of an annual the agreement with Turo and to review and approve the agreement on an annual basis by the Executive Director of Aviation.

Item 1CC - Page 2
City Council Staff Report
December 14, 2023 -- Page 3
Non-Exclusive Operating Agreement with Turo, Inc.

STAFF ANALYSIS:

Turo representatives reached out to staff with an invitation to discuss the Turo marketplace and business models available for an agreement with the City of Palm Springs to operate at the Palm Springs International Airport. After a conversation with Turo, it was determined that an agreement as well as Turo’s business model, would be a fit for the Airport that would generate additional non-aeronautical revenue.

The Palm Springs International Airport is committed to remaining adaptable to future needs and additional non-aeronautical revenue is vital to the financial success of the Airport. Additional non-aeronautical revenues assist in funding future capital programs and, specific to the Airport, have a direct offset to airline rates and charges. The Airport’s ability to generate additional revenue outside of airline fees would alleviate the cost pressure of airport and airline partnerships as operating costs and capital expenditures rise with inflation, and the Airport staff will be on alert to identify any new P2P operations at the Airport to ensure all P2P operations have entered into an agreement with the City to operate at the Airport.

Under the proposed business deal, the Airport stands to collect 10% of all gross receipts paid to Turo, an industry leading percent and consistent with airport ground transportation industry terms. Gross receipts are defined as all sums paid or payable to Turo, including payments to hosts, for providing vehicle sharing services to airport customers and for all ancillary activities (including charges for time and mileage of services, add-on electronic devices, ski racks, child restraints, additional driver fees, etc.).

Furthermore, parking revenues are estimated to increase with vehicle sharing transactions occurring within the Airport’s public parking lots. Under the proposed open parking business model, vehicle hosts would drop off vehicles within the parking lot prior to the customer’s arrival, and the customer would pay applicable parking fees upon exiting the Airport. To finish the reservation, the customer would return the vehicle in the parking lot, again taking a ticket, and having the host retrieve the vehicle in the parking lot and paying the applicable fees upon exiting.

The Airport staff have designated the following options for Turo operations:
● Open Parking: Turo hosts and customers will use the Airport’s public parking lot facilities, consistent with any other passenger user; taking a ticket upon entering, paying with the ticket upon exiting.
● Curbside: two designated parking spots near the terminal along Kirk Douglas Way FISCAL IMPACT:

All commercial ground transportation providers at the Airport are required to pay fees to operate. Peer-to-Peer Vehicle Sharing companies will be subject to paying fees. The Item 1CC - Page 3
City Council Staff Report
December 14, 2023 -- Page 4
Non-Exclusive Operating Agreement with Turo, Inc.
applicable Airport fee of 10% of gross receipts, is highest in the market remitted by Turo with permitted airports across the United States, shown below.

Airport: Fee:

Denver 10% Gross Receipts / Open Parking + Curbside Exchanges Test Salt Lake City 10% Gross Receipts / Open Parking + Curbside Exchanges Sarasota 10% Gross Receipts / Open Parking + Curbside Exchanges Tucson 10% Gross Receipts / Open Parking + Curbside Exchanges Tulsa 10% Gross Receipts / Open Parking + Curbside Exchanges Knoxville 10% Gross Receipts / Open Parking + Curbside Exchanges Phoenix-Mesa 10% Gross Receipts / Open Parking + Curbside Exchanges Panama City 10% Gross Receipts / Open Parking + Curbside Exchanges Staff estimates the amount of revenue generated from the 10% of gross receipts for Turo transactions at the Airport could reach approximately $400,000 annually. Moreover, the Airport will generate additional revenue at the public parking lots with transactions occurring in the public parking facilities, which is estimated to be approximately 98% of all Turo transactions. Each transaction in the public parking lots will potentially have two revenue generating events: (1) Arriving customer picks up the vehicle and pays the parking ticket to exit the public parking lot; and (2) Departing customer returns the vehicle to the Airport’s public parking lot, and the host retrieves the vehicle from the Airport public parking lot and pays the parking ticket to exit the public parking lot. Airport revenues will post to account 415.38300.

REVIEWED BY:

Department Director: Harry Barrett Jr.

City Attorney: Geremy Holm
City Manager: Scott Stiles
ATTACHMENTS:

A. Non-Exclusive Operating Agreement No. A9461
B. Public Integrity Disclosure Form
Item 1CC - Page 4

ATTACHMENT A
NON-EXCLUSIVE OPERATING AGREEMENT NO.

A9461 WITH TURO INC.

Item 1CC - Page 5
1 NON-EXCLUSIVE OPERATING AGREEMENT

BETWEEN THE CITY OF PALM SPRINGS
AND
TURO INC.

COVERING PEER-TO-PEER VEHICLE SHARING
AT

PALM SPRINGS INTERNATIONAL AIRPORT
Item 1CC - Page 6
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 2 PEER-TO-PEER VEHICLE SHARING

NON-EXCLUSIVE OPERATING AGREEMENT

PALM SPRINGS INTERNATIONAL AIRPORT

CITY OF PALM SPRINGS

THIS PEER-TO-PEER VEHICLE SHARING OPERATING AGREEMENT
(“Agreement”), is made and entered into this December 15, 2023, (“Effective Date”) by and between the City of Palm Springs, a California charter city and municipal corporation (the “City”) and TURO Inc., a Delaware Corporation, with its principal place of business located at 111 Sutter Street, Suite 1200, San Francisco, CA 94104 (“Operator”). City and Operator are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
WHEREAS, the City owns and operates the Palm Springs International Airport (“Airport”) in Palm Springs, California, sometimes referenced as “PSP," for the convenience of the general public, and has the right to control commercial activities at the Airport, and the means and methods of ingress and egress to and from the Airport; and
WHEREAS, the City’s Airport provides a customer base to peer-to-peer vehicle sharing operators picking up, dropping off or engaging in business with Airport Customers and, as such, peer-to-peer vehicle sharing operators benefit from the existence of the Airport and accompanying facilities; and
WHEREAS, Operator provides a Peer-to-Peer Vehicle Sharing marketplace (as defined herein) to connect Shared Vehicle Owners with Airport Customers via a Reservation in advance of arriving at the Airport through Operators proprietary digital network; and WHEREAS, the City has agreed to allow Operator and its Shared Vehicle Owners to offer Peer-to-Peer Vehicle Sharing at the Airport subject to the terms, covenants, and conditions of this Agreement.

NOW, THEREFORE, in consideration of the covenants and conditions hereinafter contained to be kept and performed by the Parties hereto, IT IS MUTUALLY AGREED AS FOLLOWS:

OPERATING AGREEMENT
ARTICLE 1. DEFINITIONS
A. Agreement has the meaning attributed above in the introductory paragraph to this Agreement.

B. Airport or PSP has the meaning attributed above in the Recitals to this Agreement.

Item 1CC - Page 7
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 3 C. Airport Customer has the meaning of any person who selects Airport property for delivery of a Shared Vehicle.

D. Airport Director means the Airport Director of the Palm Springs International Airport or designee.

E. Airport Rules and Regulations has the meaning of the rules, policies, regulations, directives and orders promulgated by the Department as they may be amended from time to time.

F. City has the meaning attributed above in the introductory paragraph to this Agreement.

G. City Manager means the City Manager of the City of Palm Springs or designee.

H. Designated Areas means those areas defined in Article 1 Section 3.4 and shown in Exhibit B, attached hereto and incorporated herein by this reference.

I. Peer-to-Peer Car Sharing means arms-length, remote, web-based, or mobile transaction where a Shared Vehicle Owner allows a third party to use the Shared Vehicle(s) for a fee. This includes, but is not limited to, Reservations made through Operator’s website, mobile application, or any other platform that connects Shared Vehicle Owners with Airport Customers seeking to reserve the Shared Vehicle(s), with the Shared Vehicle(s) being dropped off to the Airport Customer on Airport property.

J. Reservation means an online electronic reservation completed for an Airport Customer in Operator’s Peer-to-Peer Car Sharing website, mobile application, or other platform that initiates a reservation for a Shared Vehicle between a Shared Vehicle Owner and an Airport Customer where the Shared Vehicle Owner delivers the Shared Vehicle to the Airport Customer.

K. Shared Vehicle means a licensed motor vehicle that has been shared or is available to be shared from a Shared Vehicle Owner through a Turo controlled platform.

L. Shared Vehicle Owner, or Owner means an individual or company that owns, leases, or otherwise has control over a Shared Vehicle and uses Operator’s website, mobile application, or any other platform Peer-to-Peer Car Sharing of a Shared Vehicle.

ARTICLE 2. SPECIFIC TERMS AND PROVISIONS
Section 1. Term of Agreement. The term of this Agreement shall commence on December 15, 2023 and terminate no later than December 14, 2024. Upon mutual consent of the Parties, this Agreement may be renewed on an annual basis through approval of the Executive Director of Aviation. This Agreement shall be subject to termination by either Party with or without cause upon thirty (30) days written notice or as further provided in this Agreement.

Item 1CC - Page 8
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 4 Section 2. Fees.

2.1 Fees. As consideration for entering into this Agreement, Operator shall pay to City Fees as provided in this Section 2. “Fees” shall mean Permit Fee, and shall be the amount calculated in accordance with Section 2.2.

2.2 Permit Fee. The Permit Fee shall be Ten percent (10%) of Operator’s Gross Receipts collected from Airport Customers through the end of the preceding month.

2.3 Gross Receipts. “Gross Receipts” shall mean and include all sums paid or payable to Operator to its Airport Customers, including payments to Owners, for providing Vehicle Sharing services to Airport Customers and for all ancillary activities allowed under this Agreement, except for sums specifically excluded in Section 2.3.2 below, regardless of how any sum may be represented to the Airport Customer, how or where Operator received the order for the Vehicle Sharing transaction, where the Shared Vehicle is obtained, or where the Shared Vehicle is returned, whether for cash, credit, or other form of payment, in its performance of its business at the Airport including, without limitation:

2.3.1 Inclusions

2.3.1.1 Charges for any time and mileage for Vehicle Sharing services, GPS and other electronic devices, ski racks, child restraints, additional driver fees and all other transactions and charges of whatever nature derived from or incidental to Operator’s operation under this Agreement;

2.3.1.2 Charges for protection plans offered incidental to a Vehicle Sharing agreement;

2.3.1.3 All amounts charged to Operator’s Airport Customers at the commencement of the Vehicle Sharing transaction for the cost of furnishing and/or replacing fuel provided by Shared Vehicle Owners;

2.3.1.4 Any delivery fee charges to pick-up and drop off a Shared Vehicle;

2.3.1.5 Any young driver fee charges by Operator;

2.3.1.6 All proceeds from long-term bookings of vehicles picked up from any location on the Airport;

2.3.1.7 No deduction shall be made for the payment of franchise taxes, privilege taxes levied on Operator’s Vehicle Sharing activities, equipment, or real or personal property of Operator.

2.3.2 Specific Exclusions. There shall be no exclusions from Gross Receipts except for the following:

2.3.2.1 The amount of any federal, state, local sales, or tourism tax separately stated on the Vehicle Sharing agreement and collected from the Airport Customer and remitted to the taxing authority;
Item 1CC - Page 9
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 5 2.3.2.2 The amount of any sum received as insurance proceeds or a judicial judgment or settlement to restore damage to Shared Vehicles, or to restore a tangible loss, theft, or conversion;

2.3.2.3 The amount of any sale of Operator’s capital assets or trade fixtures;

2.3.2.4 The amount of State Road tolls and government issued fines or citations that are (a) paid by Operator and charged back to the Airport Customer or (b) received by Operator as payment on behalf of the Airport Customer;

2.3.2.5 Any amounts received for any cancellation fees;

2.3.2.6 Any amounts received by Operator from Airport Customers which are fully passed through to Shared Vehicle Owners such as post-trip reimbursements, smoking fees, etc.

2.4 Payment Requirements and Reports.

2.4.1 Within twenty-five (25) days after the close of any calendar month, Operator shall submit its operations report to City for the previous calendar month (the “Monthly Report”). The Monthly Report shall be in an agreed-upon electronic or paper format (as specified by City), and shall be in the form attached Exhibit C and shall show such detail and breakdowns of Gross Receipts and any applicable exceptions, as may be required by City. All such information shall be accurate at all times.

2.4.2 Operator agrees to pay City fees within twenty-five (25) days after the close of any calendar month. All monetary obligations under this Agreement shall be made payable to the City of Palm Springs, Palm Springs International Airport, 3400 E. Tahquitz Canyon Way, Suite 1, Palm Springs, CA 92262, or any other location designated by City in writing or in an electronic format approved by the City. All payments shall be made in legal tender of the United States.

2.5 Books and Records.

2.5.1 The City reserves the right to audit the accounting books and records of the Operator to verify the accuracy of the monthly fees, payments made to the City or any other report submitted to the City pursuant to this Agreement. Operator must make such books and records available to the Executive Director of Aviation, or his/her designee, at the Airport within fifteen (15) business days after written request for same. City reserves the right to conduct an unscheduled audit of books, records, and operations at Operator’s place of business, without notice, during reasonable business hours.

2.5.2 Operator shall maintain throughout the term of this Agreement and for a four (4) year period after the term, or in the event of a claim by City, until such claim of City payments hereunder shall have been fully ascertained, fixed and paid, accurate accounting books and records of all transactions conducted under this Agreement in accordance with generally accepted accounting principles, showing in detail all business transacted in, about or pertaining to the Airport, and Operator must enter all receipts arising from such business in regular books of Item 1CC - Page 10
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 6 account and all entries in any such records shall be made at or about the time the transactions occur.

Section 3. Operator’s Rights.

3.1 General Rights. In accordance with this Agreement, Operator shall have the nonexclusive right to (a) operate Peer-to-Peer Vehicle Sharing marketplace, (b) enable Owners to deliver or receive Shared Vehicles from Airport Customers in the Designated Areas, (c) complete peer-to-peer vehicle sharing transactions with Airport Customers by in-person exchange between Owner and Airport Customer or exchange by utilizing remote vehicle entry via Operator’s website, mobile application, or another platform.

3.2 Prohibited Activity. Operator shall not use or permit anyone else to use the Designated Areas, nor shall Operator permit anything to be done on the Designated Areas which:
(a) adversely affects or is likely to adversely affect the physical condition of the Designated Areas; (b) creates any condition that may be a safety hazard or violates FAA regulations; (c) creates a material health and safety hazard or a nuisance; or (d) adversely interferes, in anyway, with Airport operations. Notwithstanding Section 4.4 below, City reserves the right to immediately terminate this Agreement if Operator, its Owners, employees, passengers, guests, invitees, suppliers of materials, and furnishers of service engage in any of the Prohibited Activity specified in (b) through (d) above.

3.3 Right of Ingress and Egress. City hereby grants full and free right of ingress to and egress from Airport to Operator, its Owners, employees, passengers, guests, invitees, suppliers of materials, and furnishers of service, without charge, subject to the terms of this Agreement and City’s operating rules and regulations. The Executive Director of Aviation shall have the right to modify or restrict Operator's access rights.

3.4 Designated Areas. The Designated Areas are the only authorized locations at which permitted activities, authorized under this Agreement, may be conducted. Owners conducting a hand-to-hand exchange in the Designated Areas are required to display a sign or placard on or in the vehicle identifying the vehicle as part of the Turo operations, as are all other Ground Transportation vehicles using this area. The Designated Areas to perform in-person exchanges at the curbside includes two parking positions alongside the curbside in front of Kirk Douglas Way are depicted below. Owners conducting an in-person exchange are authorized to park in the Designated Areas for no longer than five minutes prior to meeting the airport customer and then for an additional five minutes to conduct the hand-to-hand exchange. Owners are further authorized to use the airport parking facilities of public parking sections “A”, “B”, “C” and “D” along with the Overflow Parking Lots without displaying a sign or place card as designated below, in the same manner as any other airport customer and must be responsible for any applicable parking fees.

Section 4. Operating Procedures.

4.1 Operator agrees to observe, obey, and abide by any and all applicable rules, regulations, and operating procedures now in force or which hereafter are any adopted by City Item 1CC - Page 11
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 7 with respect to the operation of the Airport, any and all applicable laws, ordinances, statutes, rules, regulations or orders of any governmental authority, federal, state, or municipal, lawfully exercising authority over the Airport or Operator, or Operator's employees or agents, any and all applicable rules, regulations, and operating procedures of the City of Palm Springs, and any ground transportation program or resolutions implemented by the City Council, including rules of suspension. Operator agrees and understands that the rules, regulations, and operating procedures of the Executive Director of Aviation may change from time to time. Prior to said modification, Operator and Executive Director of Aviation may discuss such change to the rules, regulations, or procedures.

4.2 Operator agrees to, always, conduct its operations and maintain the quality of its service in a manner reasonably satisfactory to the Executive Director of Aviation. Owners shall maintain a professional look and appearance. Owners shall conduct themselves in a courteous and professional manner and treat members of the traveling public with the utmost respect at all times.

Owners shall not intentionally obstruct the movement of any person or Shared Vehicle. Owners shall not use offensive, abusive, or obscene language, gestures, or other forms of communication while at or on the Airport.

4.3 Operator shall be responsible to ensure that its Owners, members, agents, and employees comply with the provisions of this Agreement and specifically with the operating procedures stated herein. Failure to so ensure compliance may be considered sufficient cause to terminate this Agreement pursuant to Article 3, Section 3.

4.4 In the event an Owner violates the terms of this Agreement, as determined by City, the following violation warning system shall be followed, which will restart at the beginning of each calendar year:
(a) 1st Offense: Operator will give a verbal warning to Owner; (b) 2nd Offense: Operator will send a written warning to Owner and Operator will be subject to a $50 fine payable to City;
(c) 3rd Offense: Owner will be suspended from delivering Shared Vehicles to the Airport, and Operator will be subject to a $100 fine payable to the City.

Section 5. Authorized Vehicles.

5.1 Each vehicle operated at Airport shall be clean inside and out, free of exterior body damage, mechanically safe, and in excellent working order. City reserves the right to inspect and object to any of Operator’s/Owner’s vehicles, and to require that the vehicle be cleaned, repaired, and/or removed from service.

Section. 6. Notices.

6.1 Notice to City. Written notices to the City hereunder shall be given in the manner specified in Section 6.4, and shall be sent to the Executive Director of Aviation and addressed to said parties at:

Item 1CC - Page 12
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 8 City of Palm Springs
Attn: City Manager/Clerk
3200 E. Tahquitz Canyon Way, Suite 1
Palm Springs, CA 92262
or to such other address as the City may designate by written notice to Operator.

6.2 Notice to Operator. Written notices to Operator hereunder shall be given in the manner specified in Section 6.4, and shall be addressed to:

Turo Inc.

Attn: Legal - Airports
111 Sutter Street, Suite 1200
San Francisco, CA 94104
or to such other address as Operator may designate by written notice to the City.

6.3 The execution of any such notice by Executive Director of Aviation, or designee, shall be as effective as to Operator as if it were executed by the City, and Operator shall not question the authority of Executive Director of Aviation or his/her designee to execute any such notice.

6.4 Any notice required by this Agreement shall be in writing delivered by U.S. Postal Service first class registered or certified mail, postage prepaid, or by overnight delivery service, and shall be deemed to have been properly given, rendered or made: (i) five (5) days after deposit in the mail; (ii) the business day following the day on which the same has been delivered prepaid (or on an invoice basis) to a national overnight delivery service; or (iii) the day on which the same is delivered or delivery is first refused if sent by first class certified or registered mail with return receipt requested,
Rejection or refusal to accept, or the inability to deliver because of a changed address of which no notice was given in accordance with the terms of this Section, shall not affect the validity of notice given in accordance with this Section.

ARTICLE 3. STANDARD TERMS AND PROVISIONS
Section 1. Limitations on Use of Airport.

1.1 Operator shall not use the Airport, nor any portion thereof, for any purpose other than as specifically set forth in this Agreement, without first having had and obtained the written consent of the Executive Director of Aviation, which consent may be withheld in the Executive Director of Aviation’s sole and absolute discretion.

1.2 There is hereby reserved to City, its successors and assigns, for the use and benefit of the public, a right of flight for the passage of aircraft in the airspace above the surface of the Airport. This public right of flight shall include the right to cause in said airspace any noise, vibration, fumes, fuel particles, fuel consumption, dust, discomfort, illumination, currents, and Item 1CC - Page 13
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 9 other effects of air inherent in the operation of any aircraft of all kinds, now or hereafter known or used, for navigation or flight through said airspace or landing at, taking off from, or operating on Airport. Operator agrees to voluntarily assume all risks of loss, damage, or injury to the person and property of Operator, its agents, contractors, directors, employees, officers, and representatives, and not to make any claim or institute any action (legal, administrative, or otherwise) against City, City Council, each member of the City Council, City’s officers, directors, employees, agents, servants, volunteers, appointees and their successors and assigns under any theory of recovery which arise out of or relate to noise, vibration, currents, fumes, odors, dust, discomfort, fuel particles, and other effects of air, illumination, fuel consumption, or fear thereof, arising or occurring from or during such flight, or from or during the use by aircraft of the Airport, including but not limited to, landing, storage, repair, maintenance, operation, run-up, taxiing, and take-off of such aircraft, the approach and departure of aircraft to or from said Airport, or other aircraft or related facility operations to, from, or upon Airport.

1.3 Operator, by accepting this Agreement, agrees for itself and its successors and assigns that it will not make use of the Airport in any manner which might interfere with the landing and taking off aircraft from Airport or otherwise constitute a hazard to such operations. In the event the aforesaid covenant is breached, City reserves the right to take all action it deems necessary to cause the abatement of such interference at the expense of Operator.

1.4 Operator shall conduct its, and cause its sub operators to conduct their, operations on the Airport in such manner as to reduce as much as is reasonably practicable, considering the nature and extent of said operations, any and all activities which interfere unreasonably with the use of other premises at Airport, including, but not limited to, the emanation from the Airport of noise, vibration, movements of air, fumes, and odors.

1.5 Operator is prohibited from installing or using any wireless workstations, access control equipment, wireless internet servers, application, or system software such as transceivers, modems, or other interface units that access frequencies from 2.0 Gigahertz to 6.0 Gigahertz, inclusive, without first obtaining approval from the Executive Director of Aviation.

1.6 Operator has no rights under this Agreement to install or use any antennae or telecommunications equipment on the roof or exterior of any building or structure on the Airport unless such installation or use is directly related to the conduct of Operator’s business and in full compliance with City’s permit process and telecommunications policies as they may be modified from time to time at the sole discretion of the Executive Director of Aviation. Operator may not license or sublicense to others the right to install or use antennae or other telecommunications equipment on the Airport.

Section 2. Late Charge and Interest for Delinquent Payment.

2.1 The failure of Operator to pay any fees and charges on time is a breach of this Agreement for which City may terminate or take such other legal action as it deems necessary.

Operator agrees to pay on time.

2.2 Without waiving any rights available under this Agreement or by law, in the event of late or delinquent payments, Operator hereby acknowledges that late payment by Operator of Item 1CC - Page 14
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 10 compensation, fees and charges provided herein will cause City to incur costs not contemplated by this Agreement, the exact amount of which will be extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges. Accordingly, if any amount due to City or any Monthly Report required under this Agreement is not received by City within ten (10) days after such amount shall be due, then, in addition to the fees and charges owing and without any requirement for notice to Operator, Operator shall immediately pay to City a late charge equal to 10% of such overdue amount or $250, whichever is greater. The Parties agree that such late charge represents a fair and reasonable estimate of the costs the City will incur by reason of such late payment. Acceptance of such late charge by City shall in no event constitute a waiver of Operator's default or breach with respect to such overdue amount, nor prevent the exercise of any other rights and remedies (legal, administrative, or otherwise) available to City.

2.3 Any monetary payment due City hereunder shall bear interest from the date when due. The interest rate shall be 10% per annum, compounded monthly, but shall not exceed the maximum rate allowed by law. The interest that applies shall be in addition to the late charge.

Section 3. Default and Right of Termination.

3.1 In the event Operator fails to abide by the terms, covenants and conditions of this Agreement, including any default in the payment by Operator of any monetary obligation provided for herein, City may give Operator written notice to correct the defect or default and if the same is not corrected within ten (10) days after the effective date of such notification, City may terminate this Agreement forthwith.

3.2 In case of the bankruptcy of Operator, or the appointment of a receiver for Operator, or if a receiver is appointed to take possession of Operator's business operations as a result of any act or omission of Operator, or if Operator makes an assignment of this Agreement for the benefit of creditors, City, at its election, may, without notice, terminate this Agreement.

3.3 Cross Default. A material default or breach of the terms of any other lease, license, permit, or contract held by Operator with City shall constitute a material breach of the terms of this Agreement and shall give City the right to terminate this Agreement in accordance with the procedures set forth herein.

Section 4. Insurance.

4.1 Operator shall procure at its expense and always keep in effect during the term of this Agreement, the types and amounts of insurance specified on Insurance, Exhibit “A”, attached hereto and incorporated by reference herein.

Section 5. City Held Harmless. In addition to the foregoing insurance requirements, Operator shall indemnify, defend, keep, and hold City, the City’s officers, directors, employees, agents, servants, volunteers, it’s elected officials, appointees and their successors and assigns harmless from any and all costs, liability, damage, or expense (including costs of suit and fees, consultant fees, expert fees, executive and administrative expenses, and reasonable fees and costs of legal services) claimed by anyone by reason of injury to or death of persons, including Operator, Item 1CC - Page 15
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 11 or damage to or destruction of property, including property of Operator, sustained in, on, or about Airport arising out of Operator’s use or occupancy of Airport, or arising out of the acts or omissions of Operator, its agents, servants, or employees, acting within the scope of their agency or employment even if such claims are without merit, false, or fraudulent, provided that Operator need not indemnify, defend, keep, and hold harmless City, the City’s officers, directors, employees, agents, servants, volunteers, it’s elected officials, appointees and their successors and assigns harmless from any and all costs, liability, damage, or expense from damages resulting from the sole negligence or willful misconduct of City, the City’s officers, directors, employees, agents, servants, volunteers, it’s elected officials, appointees, officers, officials, agents, representatives, suppliers, invitees, contractors, subcontractors and employees. Operator’s obligations under this Section 5 shall survive the expiration or earlier termination or suspension of this Agreement.

Section 6. Attorneys’ Fees. If City is made a party to any litigation commenced by or against Operator arising out of Operator’s operations, then Operator shall pay all costs and reasonable attorneys’ fees incurred by or imposed upon City in connection with such litigation.

Each party shall give prompt notice to the other of any claim or suit instituted against it that may affect the other party.

Section 7. Independent Contractor.

7.1 It is the express intention of the Parties that Operator is an independent contractor, and neither Operator nor Operator’s employees or personnel, including Owners, shall be deemed an employee, agent, joint ventures, or partner of City. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between Operator, Operator’s employees, or personnel, and City, or between Operator, Operator’s employees or personnel, and any official, agent, or employee of City. Both Parties acknowledge that Operator and Operator’s employees or personnel are not employees of City.

7.2 Operator further acknowledges that Operator has the right to control and direct the means, manner, and method by which the services required by his Agreement will be performed. Operator shall have control over the order of the work. Neither Operator nor Operator’s employees or personnel shall receive any training from City in the professional skills necessary to perform the services required by this Agreement.

7.3 Neither Operator nor Operator’s employees or personnel shall be required by City to devote full time to the performance of the services required by this Agreement. Operator shall retain the right to perform services for others during the term of this Agreement, unless specified to the contrary herein or prohibited by conflict of interest or ethics laws, regulations, or professional rules of conduct.

Section 8. Hazardous and Other Regulated Substances.

8.1 Definition of "hazardous substances(s)". For the purposes of this Agreement, "hazardous substances" means:

Item 1CC - Page 16
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 12 8.1.1 Any hazardous or toxic substance, pollutant, material, or waste which is or shall become regulated by any governmental entity, including but not limited to City of Palm Springs, County of Riverside, the State of California, or the United States Government.

8.1.2 Any substance the presence of which requires the investigation or remediation under any federal, state, or local statute, regulation, rule, ordinance, order, action, policy, or common law; or

8.1.3 Any substance which is or becomes defined as a hazardous waste, extremely hazardous waste, restrictive hazardous waste, hazardous material, hazardous substance, hazardous chemical, toxic chemical, toxic substance, cancer causing substance, substance that causes reproductive harm, pollutant, contaminant, petroleum or a petroleum product or fraction thereof, asbestos or asbestos-containing materials, flammable or explosive substances, mold, mold spores or fractions thereof, substances designated by any governmental entity to cause cancer, and/or any substance under any federal, state or local statute, code, judgment, regulation, rule or ordinance or amendments thereto, including, without limitation, any regulation pertaining to the environment, Hazardous Substances, Pollutants, occupational safety and health, industrial hygiene or the environmental condition on, under or about the Airport; or

8.1.4 Any substance which is toxic, explosive, corrosive, flammable, infectious, radioactive, carcinogenic, mutagenic, or otherwise hazardous and is or becomes regulated by any governmental authority, agency, department, commission, council, board, or instrumentality of the United States, the State of California, the County of Riverside, or any political subdivision of any of them; or

8.1.5 Any substance the presence of which on the Airport causes or threatens to cause a nuisance upon the Airport or to adjacent properties or poses or threatens to pose a hazard to the health or safety of persons on or about the Airport; or

8.1.6 Any substance the presence of which on adjacent properties could constitute a trespass and/or nuisance by Operator; or

8.1.7 Any substance, without limitation, which contains gasoline, aviation fuel, jet fuel, diesel fuel or other petroleum hydrocarbons, lubricating oils, solvents, polychlorinated biphenyls (PCBs) asbestos, urea formaldehyde or radon gases.

8.2 Environmental Indemnity. Except for conditions existing prior to the use of the Airport by Operator, Operator agrees to accept sole responsibility for full compliance with any and all applicable present and future rules, regulations, restrictions, ordinances, statutes, laws, and/or other orders of any governmental entity regarding the use, storage, handling, distribution, processing, and/or disposal of hazardous substances, regardless of whether the obligation for such compliance or responsibility is placed on the owner of the land, on the owner of any improvements on the Airport, on the user of the land, or on the user of the improvements. Operator shall indemnify, defend (by counsel reasonably acceptable to City), protect, and hold City, the City’s elected officials, the City’s officers, directors, agents, servants, volunteers, it’s elected officials, appointees and employees free and harmless from and against any and all claims, liabilities, Item 1CC - Page 17
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 13 penalties, forfeitures, losses or expenses (including attorney fees), or death of or injury to any person or damage to any property whatsoever, arising from or caused in whole or in part, directly or indirectly, by: (i) the presence in, on, under or about the Airport, or discharge in or from the Airport of any hazardous substance; or (ii) Operator’s use, analysis, storage, disposal, release, threatened release, discharge or generation of hazardous substances to, in, on, under, about or from the Airport; or (iii) Operator’s failure to comply with any environmental law. Operator’s obligations under this Agreement shall include, without limitation, and whether foreseeable or unforeseeable, all costs of any required or necessary repair, cleanup or detoxification or decontamination of the Airport, or the preparation and implementation of any closure, remedial action, or other required plans in connection therewith and shall survive the expiration of the Term or earlier termination of the Agreement. For purposes of the release and indemnity provisions of this Agreement, any acts, or omissions of Operator, or by employees, agents, assignees, contractors or subcontractors of Operator or others acting for or on behalf of Operator (whether or not they are negligent, intentional, willful or unlawful) shall be strictly attributable to Operator.

8.3 In the case of any hazardous substance spill, leak, discharge, release, threatened release, or contamination by Operator or its employees, servants, agents, contractors, or subcontractors on Airport or as may be discharged or released in, on or under adjacent property which affects other property of City or its tenants, Operator agrees to make or cause to be made any necessary corrective actions to clean up and remove any such spill, leakage, discharge, release, threatened release, or contamination. If Operator fails to repair, clean up, properly dispose of, or take any other corrective actions as required herein, City may (but shall not be required to) take all steps it deems necessary to properly repair, clean up, or otherwise correct the conditions resulting from the spill, leak, discharge, release, threatened release, or contamination. Any such repair, cleanup, or corrective actions taken by City shall be at Operator’s sole cost and expense and Operator shall indemnify and pay for and/or reimburse City for all costs (including any administrative costs) City incurs because of any repair, cleanup, or corrective action it takes.

8.4 If Operator installs or uses already installed underground storage tanks, aboveground storage tanks, pipelines, or other improvements on the Airport for the storage, distribution, use, treatment, or disposal of any hazardous substances, Operator agrees, upon the expiration and/or termination of this Agreement, to remove and/or clean up, at the sole option of the Executive Director of Aviation, the above-referred-to improvements. Said removal and/or cleanup shall be at the Operator’s sole cost and expense and shall be undertaken and completed in full compliance with all federal, state, and local laws and regulations, as well as with the reasonable directions of the Executive Director of Aviation.

8.5 Operator’s Provision to City of Environmental Documents. Operator shall promptly supply City with complete and legible copies of all notices, reports, correspondence, and other documents sent by Operator to or received by Operator from any governmental entity regarding any hazardous substance. Such written materials include, without limitation, all documents relating to any threatened or actual hazardous substance spill, leak, or discharge, or to any investigations into or clean-up of any actual or threatened hazardous substance spill, leak, or discharge including all test results.

Item 1CC - Page 18
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 14 8.6 Survival of Obligations. This Section and the obligations herein shall survive the expiration or earlier termination of this Agreement.

Section 9. Assurances Required by Federal Aviation Administration.

9.1 Operator shall, at all times during the life of the permit conferred in this Agreement, comply with the provisions of the “Airport Sponsor Assurances" and any subsequent revisions, updates, or amendments thereto. The provisions of these assurances may change during the term of this Agreement, and those changes will be incorporated in this Agreement without the necessity of a formal amendment. City is not responsible for notifying Operator of any changes to the assurances. Operator is required to contact the Federal Aviation Administration for any updates or revisions. The assurances are available as a PDF document on line at the following URL:
https://www.faa.gov/airports/aip/grant_assurances/media/airport-sponsor-assurances-aip.pdf Section 10. Assignments and Encumbrances.

10.1 Operator shall not, in any manner assign, transfer or encumber this Agreement, or any portion thereof or any interest therein, nor shall Operator license or otherwise authorize the use of, in whole or in part, the rights granted by this Agreement, without the prior written consent of the Board. Any attempts to assign, transfer or encumber this Agreement, or any licensing or authorizing the use of, in whole or in part, the rights granted by this Agreement, shall be void and shall confer no right, title or interest in or to this Agreement, upon any such assignee, transferee, or encumbrancer. Consent to one assignment, transfer, or encumbrance shall not be deemed to be a consent to any subsequent assignment, transfer or encumbrance. This Agreement shall not, nor shall any interest therein, be assignable as to the interest of Operator by operation of law without the prior written consent of the City.

10.2 When proper consent has been given by the City, the provisions of this Agreement shall be binding upon, and shall inure to the benefit of, the heir(s), successor(s), executor(s), administrator(s) and assign(s) of the parties hereto.

Section 11. Nondiscrimination and Equal Employment Practices/Affirmative Action Program.

11.1 Federal Non-Discrimination Provisions.

11.1.1 Operator for itself, its heirs, personal representatives, successors in interest, and assigns, as a part of the consideration hereof, does hereby covenant and agree that in the event facilities are constructed, maintained, or otherwise operated on any areas occupied or utilized by Operator, for a purpose for which a Department of Transportation program or activity is extended or for another purpose involving the provision of similar services or benefits, the Operator shall maintain and operate such facilities and services in compliance with all other requirements imposed pursuant to Title 49 Code of Federal Regulations, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of TransportationEffectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended.

Item 1CC - Page 19
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 15 11.1.2 Operator for itself, its personal representatives, successors in interest, and assigns, as part of the consideration hereof, does hereby covenant and agree that: (1) no person on the grounds of race, color, religion, sex, or national origin or ancestry or age shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities, (2) that in the construction of any improvements on, over, or under such land and the furnishing of services thereon, no person on the grounds of race, color, religion, sex, national origin or ancestry, or age, shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination, (3) that the Operator shall use any areas occupied or utilized by Operator at the Airport in compliance with all other requirements imposed by, or pursuant to, Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, and as said Regulations may be amended.

11.1.3 Operator assures that it will comply with pertinent statutes, Executive Orders, and such rules as are promulgated to assure that no person shall, on the grounds of race, creed, color, national origin, sex, age, or handicap be excluded from participating in any activity conducted with or benefiting from Federal assistance. This provision obligates the Operator or its transferee for the period during which Federal assistance is extended to the airport program, except where Federal assistance is to provide, or is in the form of personal property or real property or interest therein or structures or improvements thereon. In these cases, the provision obligates Operator or any transferee for the longer of the following periods: (a) the period during which the property is used by the sponsor or any transferee for a purpose for which Federal assistance is extended, or for another purpose involving the provision of similar services or benefits; or (b) the period during which the airport sponsor or any transferee retains ownership or possession of the property.

11.1.4 Operator shall furnish its services on a reasonable and not unjustly discriminatory basis to all users and charge reasonable and not unjustly discriminatory prices for each unit or service, if Operator may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers.

11.1.5 Operator agrees that it shall insert the provisions found in Subsections 11.1.3 and 11.1.4 above in any assignment, license, transfer, or sublicense by which said Operator grants a right or privilege to any person, firm, or corporation to render accommodations and/or services to the public on the Airport.

11.1.6 That in the event of breach of any of the above non-discrimination covenants, City shall have the right to terminate this Agreement and to reenter and repossess any areas occupied or utilized by Operator and the facilities thereon and hold the same as if said Agreement had never been made or issued. This provision does not become effective until the procedures of 49 CFR, Part 21, are followed and completed including expiration of appeal rights.

Section 12. Laws, Rules and Regulations.

Item 1CC - Page 20
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 16 12.1 Operator shall be solely responsible for fully complying with all applicable present and /or future rules, regulations, restrictions, ordinances, statutes, laws, and/or orders of any federal, state and/or local government authority.

12.2 Operator shall be solely responsible for fully complying with all applicable present and /or future orders, directives, or conditions issued, given or imposed by the Executive Director of Aviation which are now in force, or which may be hereafter adopted by the City and /or the Executive Director of Aviation with respect to the operation of Airport, including, but not limited to, the Palm Springs International Airport Rules and Regulations.

12.3 Notwithstanding requirements of this Agreement, Operator shall be responsible for ensuring that all operators of motor vehicles operated on Operator's behalf possess current, valid, and appropriate driver's licenses.

12.4 Operator shall be solely responsible for all civil and /or criminal penalties assessed because of its failure to comply with any of these rules, regulations, restrictions, ordinances, statutes, laws, orders, directives and /or conditions.

Section 13. Taxes, Agreement Fees and Licenses.

13.1 Operator shall pay all taxes of whatever character that may be levied or charged upon Operator's operations at the Airport, or upon Operator's improvements, fixtures, equipment, or other property on the Airport, or upon Operator's use thereof.

13.2 Operator shall also pay for, and cause to be maintained in full force and effect during the term of this Agreement, all licenses or permits necessary or required by law or regulation for the conduct and operation of Operator's business authorized herein, or for use of Airport. Such licenses and permits shall cover not only Operator, but also all of Operator's employees and agents required to be licensed to transact Operator's business at the Airport.

13.3 If a claim is made against City for any of the above charges, City shall notify Operator in writing and Operator shall promptly pay said charges; provided, however, that failure by City to give such notice shall not constitute a waiver of Operator's obligation to pay such taxes, license and /or license fees.

13.4 The obligations of Operator under this Section, however, shall not prevent Operator from contesting the validity and /or applicability of any of the above charges and, during the period of any such lawful contest, Operator may refrain from making, or direct the withholding of, any such payment without being in breach of the above provisions. Upon a final determination in which Operator is held responsible for such taxes and /or fees, Operator shall promptly pay the required amount, plus all legally imposed interest, penalties, and surcharges. If all or any part of such taxes and /or fees, penalties, or surcharges are refunded to City, City shall remit to Operator such sums to which Operator is legally entitled.

13.5 In addition, by executing this Agreement and accepting the benefits thereof, a property interest may be created known as a "possessory interest." If such possessory interest is Item 1CC - Page 21
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 17 created, Operator, as the party in whom the possessory interest is vested, shall be subject to the payment of the property taxes levied upon such interest.

Section 14. Disabled Access.

14.1 Operator shall be solely responsible for fully complying with all applicable present and /future rules, regulations, restrictions, ordinances, statutes, laws, and /or orders of any federal, state, and /or local governmental entity and /or court regarding disabled access, including any services, programs, improvements, or activities provided by Operator. Operator shall be solely responsible for all damages caused by, and /or penalties levied as the result of, Operator's noncompliance. Further, Operator agrees to cooperate fully with the City in its efforts to comply with the Americans with Disabilities Act of 1990 and any amendments thereto, or successor statutes.

14.2 Should Operator fail to comply with this section, then City shall have the right, but not the obligation, to perform, or have performed, whatever work is necessary to achieve equal access compliance. Operator will be required to reimburse City for the actual cost of achieving compliance, plus a fifteen percent (15%) administrative charge.

Section 15. Waiver. The waiver by either party of any breach of any term, covenant, or condition herein contained shall not be deemed to be a waiver of any other term, covenant, or condition, or of any subsequent breach of the same term, covenant, or condition. The subsequent acceptance of compensation hereunder by City shall not be deemed to be a waiver of any preceding breach by Operator of any term, covenant, or condition of this Agreement other than the failure of Operator to pay the compensation so accepted, regardless of City's knowledge of such preceding breach at the time of acceptance of such compensation.

Section 16. City's Right to Contract with Others Regarding Agreement Rights. The rights granted hereunder by this Agreement are not exclusive in nature, and City specifically reserves the right to enter into similar additional agreements at Airport, at any time.

Section 17. Operator's Services.

17.1 Operator shall, always during the term of this Agreement, comply with all safety rules and regulations promulgated by any governmental authority having control over Operator's operations under this Agreement at Airport.

17.2 All vehicles, automotive equipment, machinery, appliances, underground installations and other equipment used by Operator in its operations under this Agreement shall, at no cost to City, be maintained in good mechanical condition and appearance and shall be modern up-to-date equipment which shall, at all times, meet all requirements necessary or lawfully required for fire protection and for the enhancement of the safety of operations considering the nature of the business in which Operator is engaged.

17.3 All employees of Operator engaged in rendering the services authorized in this Agreement shall, at all times while on duty, be neatly and cleanly dressed in accordance with the Item 1CC - Page 22
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 18 duty being performed by them, and they shall wear such identification and /or device as shall meet with the approval of City.

17.4 Operator shall furnish professional, prompt, and efficient service so as not to reflect any discredit on City or Airport.

Section 18. Miscellaneous Provisions.

18.1 Fair Meaning. The language of this Agreement shall be construed according to its fair meaning, and not strictly for or against either the City or Operator.

18.2 Section Headings. The section headings appearing herein are for the convenience of City and Operator, and shall not be deemed to govern, limit, modify, or in any manner affect the scope, meaning, or intent of the provisions of this Agreement.

18.3 Void Provisions. If any provision of this Agreement is determined to be void by any court of competent jurisdiction, then such determination shall not affect any other provision of this Agreement, and all such other provisions shall remain in full force and effect.

18.4 Two Constructions. It is the intention of the parties hereto that if any provision of this Agreement is capable of two constructions, one of which would render the provision void and the other of which would render the provision valid, then the provision shall have the meaning which renders it valid.

18.5 Laws of California. This Agreement shall be construed and enforced in accordance with the laws of the State of California and venue shall be had in a state court in San Bernardino County or in a United States District Court for the Central District of California.

18.6 Gender. The use of any gender herein shall include all genders, and the use of any number shall be construed as the singular or the plural, all as the context may require.

18.7 Non-Exclusivity. It is understood and agreed that nothing herein contained shall be construed to grant or authorize the granting of an exclusive right within the meaning of Section 308 of the Federal Aviation Act [49 U.S.C. 40103(e) and 47107(a)(4) (Public Law 103 -272; 108 STAT. 1102).

18.8 Rights of United States Government. This Agreement shall be subordinate to the provisions and requirements of any existing or future agreement between City and the United States relative to the development, operation, or maintenance of Airport.

18.9 War or National Emergency. This Agreement and all the provisions hereof shall be subject to whatever right the United States Government now has or in the future may have or acquire affecting the control, operation, regulation, and taking over of Airport or the exclusive or nonexclusive use of Airport by the United States during the time of war or national emergency.

Item 1CC - Page 23
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 19 18.10 Time. Time shall be of the essence in complying with the terms, conditions, and provisions of this Agreement.

18.11 Integration Clause. It is understood that no alteration or variation of the terms of this Agreement shall be valid unless made in writing and signed by the parties hereto, and that no oral understanding or agreement, not incorporated herein in writing, shall be binding on any of the parties hereto.

18.12 Force Majeure. Except as otherwise provided in this Agreement, whenever a day is established in this Agreement on which, or a period of time, including a reasonable period of time, is designated within which, either party hereto is required to do or complete any act, matter or thing, the time for the doing or completion thereof shall be extended by a period of time equal to the number of days on or during which such party is prevented from, or is unreasonably interfered with, the doing or completion of such act, matter or thing because of strikes, lockouts, embargoes, unavailability of services, labor or materials, disruption of service or brownouts from utilities not due to action or inaction of City, wars, insurrections, rebellions, civil disorder, declaration of national emergencies, acts of God, or other causes beyond such party's reasonable control (financial inability excepted); provided, however, that nothing contained in this Subsection shall excuse Operator from the prompt payment of any compensation, fees or other monetary charge required of Operator hereunder.

18.13 Approvals. Any approvals required by City under this Agreement shall be approvals of the City and shall not relate to, constitute a waiver of, supersede or otherwise limit or affect the governmental approvals or rights of the City as a governmental agency, including the approval of any permits required for construction or maintenance on the Airport and the passage of any laws including those relating to zoning, land use, building and safety.

18.14 Conflicts. If there are any direct conflicts between the provisions of Article 2 and Article 3 of this Agreement, the provisions of Article 2 shall be controlling.

18.13 Days. Unless otherwise specified, "days" shall mean calendar days.

18.18 Deprivation of Operator's Rights. City shall not be liable to Operator for any diminution or deprivation of Operator’s rights under this Agreement which may result from Operator’s obligation to comply with any and all applicable laws, rules, regulations, restrictions, ordinances, statutes, and/or orders of any federal, state and/or local government authority and/or court hereunder on account of the exercise of any such authority as is provided in this Subsection, nor shall Operator be entitled to terminate the whole or any portion of the Operator by reason thereof.

18.19 City's Consent. In each instance herein where City or the Executive Director of Aviation approval or consent is required before Operator may act, such approval or consent shall not be unreasonably withheld, unless otherwise provided.

Item 1CC - Page 24
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 20 SIGNATURE PAGE TO PEER-TO-PEER VEHICLE SHARING

NON-EXCLUSIVE OPERATING AGREEMENT
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

TURO INC.:

By: _______________________________________ By: _________________________________________ Alex Benn, President 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
Item 1CC - Page 25
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 CDocuSigned by:
~ ...

Ir DocuSigned by:
~!=al~b~
2023/11/10 2023/11/13
21 Exhibit "A"

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 1CC - Page 26
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 22 INSURANCE

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

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

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

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

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

3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is:
_________ required
_________ 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 Operator has no employees, Operator shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

3. Primary Insurance. For any claims related to this Agreement, Operator’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 Operator’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 X
Item 1CC - Page 27
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 23 contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.

4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Operator provides claims made professional liability insurance, Operator 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 Operator’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Operator’s services under this Agreement. Operator 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. Operator shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Operator’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.

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

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

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

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

Item 1CC - Page 28
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 24 D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.

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

All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Operator’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) Operator shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Operator guarantees payment of all deductibles and self-insured retentions.

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

Item 1CC - Page 29
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 25 Exhibit "B"

DESIGNATED AREAS
The Designated Areas are the only authorized locations at which permitted activities authorized under this agreement may be conducted by Peer-to-Peer vehicle owners conducting a hand-tohand exchange and the designated areas are required to display a sign or place card on or in the vehicle identifying the vehicle as part of the Turo operations, as are all other ground transportation vehicles using this area the designated areas to perform in-person exchanges at the Palm Springs International Airport and alongside the curbside in front of Kirk Douglas Way are depicted below. Owners conducting an in-person exchange are authorized to park in the Designated Areas for no longer than five minutes prior to meeting the airport customer and then for an additional five minutes to conduct the hand-to-hand exchange. Owners are further authorized to use the airport parking facilities of public parking sections “A”, “B”, “C” and “D” along with the Overflow Parking Lots without displaying a sign or place card as designated below, in the same manner as any other airport customer and must be responsible for any applicable parking fees.

Item 1CC - Page 30
DocuSign Envelope ID: 24828AFF-7F03-4800-88FB-936225E65307 Parking & Ground Transportation
Rental Car
Lot
Passenger
Terminal
Tahquitz Canyon Way
Airport Entrance
..... ,
~u"BSIDE TW

TURD PARKING
SPACES
Ramon Rood
Entrance to
Kirk Douglas Way
Overflow
Parking l ot
TNC Ove rflow
Waiting Parking
Lot lot
Cell Phone Lot
Taxi/Bus
Staging Area
• I ' t , I
EXHIBIT "C"

MONTHLY REPORT FORM
Turo Inc.

Palm Springs International Airport
Peer-to-Peer Vehcile Sharing Services Report
Monthly Detail
Fiscal Year Gross
Revenue
Specific
Exclusions
Reportable
Revenue
Fees Due
(10% of
Reportable
Revenue)
[Month] $ - $ - $ - $ -
Total $ - $ - $ - $ -
Transaction Detail
Trip Start
(Date/Time)
Trip End
(Date/Time) Reservation ID
Reservation
Created
(Date/Time) Invocie ID
Invoice Created
(Date/Time) Owner ID
License Plate
Number Trip Revenue Other Charges
Total Gross
Revenue
Specific
Exclusions
Reportable
Revenue
Permit Fee @
10% Comments
$ - $ - $ - $ - $ - $ -
Unique Shared Car Owners IDs at Airport
Authorized Signature Date
26 Item 1CC - Page 31

ATTACHMENT B

PUBLIC INTEGRITY BUSINESS DISCLOSURE
Item 1CC - Page 32

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 Fiduciaries (please specify) _________________________________________________ Officer Director Member Manager [name]
General Partner Limited Partner
Other ____________________________________ _________________________________________________ Officer Director Member Manager [name]
General Partner Limited Partner
Other ____________________________________
[name]
General Partner Limited Partner
Other __________________________________ _________________________________________________ Officer Director Member Manager Yes
Item 1CC - Page 33
DocuSign Envelope ID: B79FC640-FEBC-407F-865A-88D26D17BFC2 Turo Inc.
111 Sutter Street, Suite 1200, San Francisco, CA 94104
Delaware
M' n
[si • • • •
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 Andre Haddad (CEO)
g • • •
• •
•
Alex Benn (President)
M • • •
• •
•
Michelle Fang (Secretary)
[st • • •
• •
•

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
[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 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 Item 1CC - Page 34
DocuSign Envelope ID: B79FC640-FEBC-407F-865A-88D26D17BFC2

JANE DOE
IAC Inc.

G Squared
August Capital
Canaan IX, LP
Steven Peterso1
Sr. Director
50%, ABC COMPANY, Inc.
33% of Turo Inc.
15% of Turo Inc.
10% of Turo Inc.
9% of Turo Inc.
2023/11/22

CITY COUNCIL STAFF REPORT
12/14/2023 CONSENT CALENDAR
SUBJECT:

CITY OF PALM SPRINGS DEVELOPMENT PROJECT FEE REPORT FOR FISCAL YEAR 2022-23
RECOMMENDATION:

Receive and File the City’s Development Project Fee Report for Fiscal Year 2022-23.

Attachments
Item 1DD

CITY COUNCIL STAFF REPORT
DATE: DECEMBER 14, 2023 CONSENT CALENDAR
SUBJECT: CITY OF PALM SPRINGS DEVELOPMENT PROJECT FEE REPORT FOR FISCAL YEAR 2022-23
FROM: Scott C. Stiles, City Manager
BY: Department of Finance and Treasury
SUMMARY:

The City is required by Government Code Section 66000 to annually prepare a report for the prior fiscal year concerning the activity of the City’s development project fees. The report must be submitted to the City Council within 180 days of the end of the fiscal year.

RECOMMENDATION:

Receive and File the City’s Development Project Fee Report for Fiscal Year 2022-23.

STAFF ANALYSIS:

In 1987, Government Code Section 66000 became effective with the passage of Assembly Bill 1600. AB 1600 was enacted to regulate the establishment of any new development fee or fee increase after January 1, 1989.

A key provision of the legislation, namely, Section 66006 (b) (1) of the Government Code requires that local agency shall, within 180 days of the close of each fiscal year, make available to the public the following information for each separate account or fund:
(a) A brief description of the type of fee in the account. (b) The amount of the fee.
(c) The beginning and ending balance of the account.
(d) The amount of fees collected, and interest earned.
(e) An identification of each public improvement on which fees were expended and the amount of the expenditures on each improvement, including the total percentage of the cost of the public improvement that was funded with fees. (f) An identification of an approximate date by which construction of the public improvement will commence if the local agency determines that sufficient funds have been collected to complete financing on an incomplete public Item 1DD - Page 1
City Council Staff Report
December 14, 2023 -- Page 2
Development Project Fee Report for Fiscal Year 2022-23
improvement, as identified in paragraph (2) of subdivision (a) of Section 66001, and the public improvement remains incomplete.
(g) A description of each interfund transfer or loan made from the account, including the public improvement on which the transferred or loaned fees will be expended. In the case of an interfund loan, an identification of that date on which the loan will be repaid, and the rate of interest the account will receive on the loan.

In Fiscal Year 2022-23, the City has five developer project fees subject to the requirements of Government Code Section 66000 – Drainage Construction, Public Arts, Quimby Act Park, Sewer Connection Fees, and Special Development Fees. Staff has prepared the reports that provide an analysis of each fee.

The attached reports (Attachment A) have been submitted to the Desert Valleys Builders Association (DVBA) for their review and minimal comments were returned.

FISCAL IMPACT:

The City must expend or commit developer fees from Drainage Construction Fund, Wastewater Treatment Plant Fund, Quimby Act Park Fund, Public Arts Fund, and Special Development Fund within five years of their receipt and these fees must be accounted for in a separate fund. Most of the projects associated with these fees are a part of the 5- year Capital Improvement Plan, with the exception being the Public Arts Fund.

REVIEWED BY:

Department Director: Kristopher J. Mooney
Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles
ATTACHMENTS:

A. Development Project Fee Reports by Fund.

Item 1DD - Page 2

ATTACHMENT A
Item 1DD - Page 3
Government Code Section 66000 Annual Report
Special Development Fund, Fund 123
For Fiscal Year Ended June 30, 2023
Reconciliation of Fund Balance
Beginning Fund Balance 2,061,696 2,054,624
Revenues:

Developer Fees 29,754 6,497
Investment Income 36,155 -
Expenditures:

Capital Projects (55,093) -
Ending Fund Balance 2,072,512 2,061,120
Less: Committed Fund Balance (1,632,059) -
Balance Uncommitted 440,453 2,061,120
Five Year Financial Analysis
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/01/20 - 6/30/21 7/01/21 - 6/30/22 7/01/22 - 6/30/23 Beginning Balance 1,971,568 2,061,696 2,072,512 2,056,144 2,054,624 Developer Fees 27,898 29,754 8,405 14,894 6,497
Investment Income* 36,155 62,729 19,351 277 -
Total Revenue 90,628 65,909 27,756 15,171 6,497
Capital Project Expenditures 55,093 500 44,124 16,691 - Committed 1,632,059 1,778,809 1,632,059 1,630,262 -
Uncommitted 440,453 282,887 424,085 424,362 2,061,120
Transfers Out
Total 2,072,512 2,061,696 2,056,144 2,054,624 2,061,120 Five Year Revenue Test Using First In First Out
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Current 90,628 65,909 27,756 15,171 6,497
Prior Year (2-Years) 41,142 90,628 65,909 27,756 15,171 Prior Year (3-Years) 98,225 41,142 90,628 65,909 27,756 Prior Year (4-Years) 118,243 98,225 41,142 90,628 65,909 Prior Year (5-Years) 202,069 118,243 98,225 41,142 90,628 Prior Years (>5-Years) 1,511,889 1,713,458 1,776,608 1,830,709 1,855,160 (1) Balance 2,062,196 2,127,605 2,100,268 2,071,315 2,061,120 Capital Project Expenditures (500) (55,093) (44,124) (16,691) - Ending Balance 2,061,696 2,072,512 2,056,144 2,054,624 2,061,120 Description of Fee: Special Development fees are assessed on new development in the Canyon Area as defined by PSMC Chapter 9.69. Special Development Fees are assessed by
type of development in the Canyon Area in proportion to the costs of projects needed to be constructed due to such
development for flood control and storm drainage, Road
and Bridge, and Fire protection. Funding is ongoing
throughout the continued development of the Canyon Area.

Specified projects will be commenced when funding is
accumulated to fully fund the specific project pursuant to the Canyon Master Plan.

Amount of Fee: The fees per acre $4,478.42 per acre.

Interfund Transfer or Loan: None.

Amount of Refunds: None.
(1) The housing mitigation fees being held beyond the five years as described by AB 1600. This fee is being collected to finance drainage and flood control facilities, fire services, bridges and roads, needed due to new development within the canyon area.

Item 1DD - Page 4
Capital Projects
Description Expenditures
7/1/22 -
6/30/23
Future
Improvements
as of 06/30/23
% of Cost
Funded with Fee
Acanto Housing 100% June 2024 Not a project-removed
El Porto Housing 100% June 2024 Not a project-removed
Monte Sereno Drainage 100% June 2024 Not a project-removed Monte Sereno Housing 100% June 2024 Not a project-removed Fire Station & Equipment 100% June 2024 Not a project-removed Other Drainage 100% June 2024 Not a project-removed
Tract 36723 Housing 100% June 2024 Not a project-removed Bridges/Roads 100% June 2024 Not a project-removed
0 -
Anticipated Project Expenditures If
Sufficient Funds Collected

Item 1DD - Page 5
Government Code Section 66000 Annual Report
Drainage Construction, Fund 135
For Fiscal Year Ended June 30, 2023
Amount of Fee: Per acre fee based on region ranging from $4,898.47 to $10,961.65 (Excludes the Canyon Area) Interfund Transfer or Loan: None.

Amount of Refunds: None.

Reconciliation of Fund Balance
Beginning Fund Balance 1,340,433 2,049,965
Revenues:

Developer Fees 205,279 460,102
Investment Income 23,262 30,792
Expenditures:

Capital Projects (226,146) (45,674)
Ending Fund Balance 1,342,828 2,495,185
Less: Committed Fund Balance (499,624) (2,096,911)
Balance Uncommitted 843,204 398,274
Five Year Financial Analysis
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Beginning Balance 1,501,957 1,340,433 1,342,828 1,528,819 2,049,965 Developer Fees 188,574 205,279 335,196 626,038 460,102
Investment Income* 23,262 44,581 9,300 (32,291) 30,792
Total Revenue 233,155 228,541 344,496 593,747 490,894
Capital Project Expenditures 226,146 394,679 158,505 72,601 45,674 Committed 499,624 515,770 1,534,394 2,096,911 2,096,911 Uncommitted 843,204 824,663 (5,575) (46,946) 398,274
Transfers Out
Total 1,342,828 1,340,433 1,528,819 2,049,965 2,495,185 Five Year Revenue Test Using First In First Out
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Current 233,155 228,541 344,496 593,747 490,894
Prior Year (2-Years) 286,898 233,155 228,541 344,496 593,747 Prior Year (3-Years) 306,096 286,898 233,155 228,541 344,496 Prior Year (4-Years) 212,361 306,096 286,898 233,155 228,541 Prior Year (5-Years) 289,299 212,361 306,096 286,898 233,155 Prior Years (>5-Years) 407,303 301,923 288,138 435,729 650,026 Balance 1,735,112 1,568,974 1,687,324 2,122,566 2,540,859 (1) Capital Project Expenditures (394,679) (226,146) (158,505) (72,601) (45,674) Ending Balance 1,340,433 1,342,828 1,528,819 2,049,965 2,495,185 Descroiption of Fee: Drainage fees are assessed on new construction for the purpose of building and maintaining a drainage and flood control ( 1 ) The Drainage Fees are being held beyond the five years as described by AB1600. This fee is being collected for the construction of drainage in the drainage map zones and therefore must be retained until enough fees have been collected to start construction of the project.

Item 1DD - Page 6
Capital Projects
Improvement Description Expenditures
7/1/22 - 6/30/23
Future
Improvements
1 Future Zone Projects
North Zone Projects
Storm Drain Line 6A
Central Zone Projects- Drainage Prg
Tahquitz Creek Project
Storm Drain Line 9
South Zone Projects
Storm Drain Line 23 -
East Zone Projects -
Southeast Drainage -
Drain Line 1 -
Eagle Canyon Drainage -
19-15 Palm Springs Storm Drain
Line 20 2,096,911 45,674 100%
2,096,911 45,674
June 2025
Not a Current Project
Not a Current Project
Not a Current Project
Not a Current Project
Not a Current Project
Not a Current Project
Not a Current Project
Not a Current Project
Not a Current Project
Anticipated Project Expenditures If
Sufficient Funds Collected
Not a Current Project
Not a Current Project
Not a Current Project

Item 1DD - Page 7
Public Arts, Fund 150
For Fiscal Year Ended June 30, 2023
Reconciliation of Fund Balance
Beginning Fund Balance 435,689 1,113,205
Revenues:

Developer Fees 293,063 557,911
Investment Income 10,894 14,239
Expenditures:

Capital Projects (240,200) (248,447)
Ending Fund Balance 499,446 1,436,909
Less: Committed Fund Balance (499,446) (1,275,000)
Balance Uncommitted - 161,909
Five Year Financial Analysis
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Beginning Balance 411,892 435,689 499,446 561,395 1,113,205 Developer Fees 227,464 293,063 373,028 647,304 557,911
Investment Income* 10,894 8,184 3,790 (15,609) 14,239
Total Revenue 235,648 303,957 376,818 631,695 572,151
Capital Project Expenditures 240,200 211,851 314,869 79,885 248,447 Committed 499,446 380,595 561,395 1,193,282 1,275,000
Uncommitted - 55,094 - 161,909
Transfers Out
Total 499,446 435,689 561,395 1,113,205 1,436,909
Five Year Revenue Test Using First In First Out
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Current 235,648 303,957 376,818 631,695 572,151
Prior Year (2-Years) 220,741 235,648 303,957 376,818 631,695 Prior Year (3-Years) 309,230 220,741 235,648 303,957 376,818 Prior Year (4-Years) 337,235 309,230 220,741 235,648 303,957 Prior Year (5-Years) 251,863 337,235 309,230 220,741 235,648 Prior Years (>5-Years) 6,296,814 6,548,677 6,885,912 7,195,142 7,415,883 Balance 7,651,531 7,955,488 8,332,306 8,964,001 9,536,152 Capital Project Expenditures (7,215,842) (7,456,042) (7,770,911) (7,850,796) (8,099,243) Ending Balance 435,689 499,446 561,395 1,113,205 1,436,909 Description of Fee: Development fees are assessed on new and reconstruction, in lieu of providing public art, pursuant to PSMC Chapter

3.37 to develop and maintain a visual arts program, to add to the economic viability of the community, and to enhance the environment and Amount of Fee: Commercial/Industrial - 1/2% based on value; Residential - 1/4% based on value
Interfund Transfer or Loan: None.

Amount of Refunds: None.

Item 1DD - Page 8
Public Art Expenditures
Description Expenditures
7/1/22 - 6/30/23
Future
Improvements
as of 06/30/23
% of Cost
Funded with
Fee
Insurance 3,710 - 100%
Administrative Costs 17,684 - 100%
Art Show Awards & Supplies - - 0%
Contractual Services 92,320 - 100%
Specialized Equipment 2,648 - 100%
Acquisitions 39,000 - 100%
Misc. Artwork Maintenance 43,085 - 100%
Palm Springs Art Museum Sponsorship 50,000 - 100%
Art Installation -
FY23/24 Budget for Art Purchases &
Maintenance 100% 1,275,000
248,447 1,275,000
June 2024
Anticipated Project Expenditur
If Sufficient Funds Collected

Item 1DD - Page 9
Government Code Section 66000 Annual Report
Quimby Act Fees, Fund 152
For Fiscal Year Ended June 30, 2023
Interfund Transfer or Loan: None.

Amount of Refunds: None.

Reconciliation of Fund Balance
Beginning Fund Balance 4,362,730 3,249,942
Revenues:

Developer Fees 577,622 371,818
Investment Income 81,573 59,616
Expenditures:

Capital Projects (1,251,719) (68,616)
Ending Fund Balance 3,770,206 3,612,760
Less: Committed Fund Balance (3,610,955) (2,451,485)
Balance Uncommitted 159,251 1,161,275
Five Year Financial Analysis
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Beginning Balance 3,525,098 4,362,730 3,770,206 2,523,430 3,249,942 Developer Fees 807,973 577,622 1,033,767 1,256,792 371,818 Investment Income* 119,002 81,573 23,577 (54,378) 59,616 Total Revenue 926,975 659,195 1,057,344 1,202,414 431,434 Capital Project Expenditures 89,342 1,251,719 2,304,120 475,902 68,616 Committed 3,498,374 3,610,955 2,535,657 1,670,376 2,451,485 Uncommitted 864,356 159,251 (12,227) 1,579,566 1,161,275 Transfers Out
Total 4,362,730 3,770,206 2,523,430 3,249,942 3,612,760 Five Year Revenue Test Using First In First Out
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Current 926,975 659,195 1,057,344 1,202,414 431,434
Prior Year (2-Years) 490,808 926,975 659,195 1,057,344 1,202,414 Prior Year (3-Years) 619,574 490,808 926,975 659,195 1,057,344 Prior Year (4-Years) 334,128 619,574 490,808 926,975 659,195 Prior Year (5-Years) 448,873 334,128 619,574 490,808 926,975 Prior Years (>5-Years) 1,631,715 1,991,246 1,073,655 (610,891) (1) (595,985) Balance 4,452,073 5,021,926 4,827,551 3,725,845 3,681,376 Capital Project Expenditures (89,342) (1,251,719) (2,304,120) (475,902) (68,616) Ending Balance 3,770,207 4,362,730 2,523,430 3,249,942 3,612,761 Capital Projects
Description Expenditures 7/1/22
- 6/30/23
Future
Improvements
as of 06/30/23
1 Anticipated
Project
Expenditures If
Sufficient Funds
Collected
21-16 Demuth Park - Dog Park 6,991 1,708,053 100% June 2025 20-31 Restrooms @ Desert Highland Park - 58,273 100% Completed 15-07 Downtown Park 3,351 18,432 100% June 2024
22-24 Pickelball Courts 725,000 100% June 2025
68,615 2,451,485
Description of Fee: Quimby fees are assessed on new residential construction for the purpose of funding public park acquisition and capital improvements to park facilities. The City has a Parks and Recreation Master Plan and the General Plan Amount of Fee: Based on number of bedrooms per residential dwelling unit ranging f (1) Quimby fees being held beyond the five years as described by AB 1600. These fees are assessed in proportion to new residential development in the City to ensure the expansion of park and recreational facilities to meet the needs of the rising population caused by the new residential development.

Item 1DD - Page 10
Government Code Section 66000 Annual Report
Wastewater Treatment, Fund 420
For Fiscal Year Ended June 30, 2023
Amount of Fee: Residential - $1,006 / dwelling unit; Commercial Industrial - Variable per fixture rate Interfund Transfer or Loan: None.

Amount of Refunds: None.

Reconciliation of Fund Balance
Beginning Fund Balance 6,049,531 8,017,870
Revenues:

Developer Fees 608,185 169,202
Investment Income 38,556 -
Expenditures:

Capital Projects (45,739) (436,533)
Ending Fund Balance 6,650,533 7,750,540
Less: Committed Fund Balance (826,321) (3,298,115)
Balance Uncommitted 5,824,212 4,452,424
Five Year Financial Analysis
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/22 - 6/30/23 Beginning Balance 5,845,742 6,049,531 6,650,533 7,659,128 8,017,870 Developer Fees 947,157 608,185 1,019,845 573,704 169,202 Investment Income* 38,556 51,358 - - -
Total Revenue 998,516 646,741 1,019,845 573,704 169,202 Capital Project Expenditures 45,739 794,726 11,250 214,962 436,533 Committed 826,321 5,271,478 7,170,244 7,009,517 3,298,115 Uncommitted 5,824,212 778,053 488,884 1,008,353 4,452,424 Total 6,650,53 6,049,531 3 7,659,128 8,017,870 7,750,540 Five Year Revenue Test Using First In First Out
7/1/18 - 6/30/19 7/1/19 - 6/30/20 7/1/20 - 6/30/21 7/1/21 - 6/30/22 7/1/21 - 6/30/22 Current 646,741 998,516 1,019,845 573,704 169,202
Prior Year (2-Years) 753,467 998,516 646,741 1,019,845 573,704 Prior Year (3-Years) 878,441 753,467 998,516 646,741 1,019,845 Prior Year (4-Years) 888,557 878,441 753,467 998,516 646,741 Prior Year (5-Years) 1,114,692 888,557 878,441 753,467 998,516 Prior Years (>5-Years) 2,530,550 2,210,585 3,373,368 4,240,560 4,779,065 (1) Balance 6,844,257 6,696,272 7,670,378 8,232,832 8,187,073 Capital Project Expenditures (45,739) (794,726) (11,250) (214,962) (436,533) Ending Balance 6,650,533 6,049,531 7,659,128 8,017,870 7,750,540 Description of Fee: Sewer connection fees are assessed to recover the costs of wastewater infrastructure needed to serve new development, as well as the costs for increasing capacity of existing facilities to serve growth. ( 1 ) The Sewer Connection Fees are being held beyond the five years as described by AB1600. This fee is being collected to recover the costs of wastewater infrastructure needed to serve new development, as well as the costs for increasing capacity of existing facilities to serve growth. The City adopted a 5-Year Capital Repair and Rehabilitation Plan ("CIP"), on April 22, 2021, identifying $76,000,000, in infrustructure repairs, replacement, of rehabilitation; and therefore these fees must be retained until enough fees have been collected to construct the project.

Item 1DD - Page 11
Capital Projects
Expenditures
7/1/22 - 6/30/23
Future Total
Project
Improvements
as of 06/30/23
% of Cost
Funded with
Fee
Project Cost
Funded by
Sewer
Connection
Anticipated
Project
Expenditures If
Sufficient Funds
01-11 Indian Canyon Widening over
UPRR and Sewer Line Extension 4,907,734 236 5.46% 267,918 June 2026 08-26 Tahquitz Creek Levee Certification 100.00% - Completed Solar PV at Wastewater Treatment Plant 100.00% - Completed 18-18 Bogert Trail Sewage Lift Station 5.46% 153,649 2,814,548 June 2024 21-07 WWTP Digester No. 2 and Gas
Flare Improvements 6,233,203 7,852,229 5.46% 340,277 June 2024 21-04 WWTPGeneral Sitework and
Paement Replacement 100.00% 1,600,000 1,600,000 June 2024 21-05 WWTP Sludge Drying Beds 1,649,342 48,686 5.46% 90,039 June 2025 21-06 WWTP demolition of Abandoned
Headworks, Primary Clarifier, Sand Filter 3,685,500 156 5.46% 201,195 June 2026 WWTP Filtrate Pump Station Upgrades - 100.00% - Combined with 21-07 21-08 WWTP Biosoldis Dewatering
Facility Projects 5.46% 602,131 11,029,867 June 2026
WWTP Block Wall 100.00% - Cancelled
21-17 Arnico Tract Sewer Phase 4 784,950 51,530 5.46% 42,851 June 2024 22-42 WWTP Lift Station One 1,007 43,593 5.46% 55 Completed 32,706,152 7,996,430 3,298,115
Description

Item 1DD - Page 12

CITY COUNCIL STAFF REPORT
12/14/2023 CONSENT CALENDAR
SUBJECT:

APPROVE CONTRACT SERVICES AGREEMENT NO. 23P368 WITH ADVANCED MANAGEMENT TECHNOLOGY, INC. DBA TETRA TECH AMT, A TETRA TECH

COMPANY, FOR AIRPORT SAFETY MANAGEMENT SYSTEM SERVICES FOR

THE PALM SPRINGS INTERNATIONAL AIRPORT
RECOMMENDATION:

Approve Contract Services Agreement No. 23P368 with Advanced Management Technology, Inc. dba Tetra Tech AMT to provide the development and implementation of an Airport Safety Management System for the Palm Springs International Airport for an eighteen-month term in an amount not to exceed $198,762.62 beginning January 1, 2024, through June 30, 2025.

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

Attachments
Item 1EE

CITY COUNCIL STAFF REPORT
DATE: DECEMBER 14, 2023 CONSENT CALENDAR
SUBJECT: APPROVE CONTRACT SERVICES AGREEMENT NO. 23P368 WITH ADVANCED MANAGEMENT TECHNOLOGY, INC. DBA TETRA TECH

AMT, A TETRA TECH COMPANY, FOR AIRPORT SAFETY

MANAGEMENT SYSTEM SERVICES FOR THE PALM SPRINGS

INTERNATIONAL AIRPORT
FROM: Scott C. Stiles, City Manager
BY: Department of Aviation
SUMMARY:

This action will approve Contract Services Agreement No. 23P368 with Advanced Management Technology, Inc. dba Tetra Tech AMT, in an amount not to exceed $198,762.62 for development and implementation of an Airport Safety Management System for the Palm Springs International Airport (Airport).

RECOMMENDATION:

1. Approve Contract Services Agreement No. 23P368 (Attachment A) with Advanced Management Technology, Inc. dba Tetra Tech AMT to provide the development and implementation of an Airport Safety Management System for the Palm Springs International Airport for an eighteen-month term in an amount not to exceed $198,762.62 beginning January 1, 2024, through June 30, 2025.

2. 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 October 31, 2023, Advanced Management Technology, Inc. dba Tetra Tech AMT, a Tetra Tech Company, is registered in the states of Virginia and California.

BACKGROUND:

In April 2023, the Federal Aviation Administration (FAA) finalized a requirement for all commercial airports in the United States to develop and implement a Safety Management Item 1EE - Page 1
City Council Staff Report
December 14, 2023 -- Page 2
Award Airport Safety Management System Contract
System (SMS) Program. An SMS Program is a formal method of managing safety with a focus on proactive risk mitigation, and the FAA is requiring commercial service airports to conduct a gap analysis and to submit a formal SMS implementation plan to the FAA by April 24, 2024. The FAA is also requiring that a completed SMS manual be developed and submitted to the FAA by April 24, 2025, and full implementation of the SMS Program must be completed by April 24, 2026.

The Airport recorded its busiest year in history in 2022 with 2,981,844 total passengers served, an increase of 16.3% over its previous record set in 2019. Currently, the Palm Springs International Airport does not have a formal SMS Program in place for risk analysis and mitigation, and with the expected growth in air transportation, the FAA’s SMS requirement will improve aviation safety by helping the Airport detect and correct safety problems before they result in aircraft accidents or incidents, which benefits Airport staff, tenants, stakeholders, and the community.

STAFF ANALYSIS:

The Aviation Department worked with the Procurement and Contracting Department to issue a Request for Proposals (RFP) to find a contractor for the needed services. The RFP was advertised in the local newspaper and published on the PlanetBids website. Six proposals were received by the deadline of October 31, 2023, as follows:
• Aspen Risk Management, San Diego, CA
• Futron Aviation Corporation, Norfolk, VA
• JYB Training Solutions, Casper, WY
• Landry Consulting LLC, Vancouver, WA
• RS&H, Los Angeles, CA
• Tetra Tech, Arlington, VA
The evaluation team made up of City staff from the Aviation and Safety departments evaluated the proposals received against published criteria that included the firms experience, the staff experience, the understanding of the scope of work, local preference, and price.

Advanced Management Technology, Inc. dba Tetra Tech AMT, a Tetra Tech Company, was ranked the highest by the evaluation team and is being recommended for award of the contract. The Airport staff have determined that Contract Services Agreement No. 23P368 with Tetra Tech AMT is necessary to develop the FAA required SMS Program.

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 Item 1EE - Page 2
City Council Staff Report
December 14, 2023 -- Page 3
Award Airport Safety Management System Contract
the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is to approve contracts for the above-mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment.

ALIGNMENT WITH STRATEGIC PLANNING:

Approval of this action supports City Council priority 2C, Community Design.

FISCAL IMPACT:

Funding in the amount of $198,762.62 is budgeted and available in the current Fiscal Year 2023-24 Department of Aviation Terminal Building Operations account number 4157050-40105.

REVIEWED BY:

Department Director: Harry Barrett Jr.

Procurement & Contracting Director: Kim Baker
City Attorney: Geremy Holm
City Manager: Scott Stiles
ATTACHMENTS:

A. Contract Services Agreement No. 23P368
B. Public Integrity Disclosure Form
Item 1EE - Page 3

ATTACHMENT A
CONTRACT SERVICES AGREEMENT NO. 23P368

WITH ADVANCED MANAGEMENT
TECHNOLOGY, INC. DBA TETRA TECH AMT
Item 1EE - Page 4
Revised 4.13.23 Page 1 of 68
CONTRACT SERVICES AGREEMENT 23P368

AIRPORT SAFETY MANAGEMENT SYSTEM FOR PALM SPRINGS

INTERNATIONAL AIRPORT
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on January 1, 2024, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Advanced Management Technology, Inc. (dba Tetra Tech AMT) a Tetra Tech Inc Company, a Virginia Corporation, (“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 qualified firms and experienced consultants to provide the development and implementation of an Airport Safety Management System (SMS) per the requirements of FAA orders, for the Palm Springs International Airport, (“Project”).

B. Contractor has submitted to City a proposal to provide development and implementation of an Airport Safety Management System (SMS) per the requirements of FAA orders, for the Palm Springs International Airport, to City under the terms of this Agreement.

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

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

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

AGREEMENT

1. CONTRACTOR SERVICES

1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”).

Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees.

Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern.

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

Item 1EE - Page 5
Revised 4.13.23 Page 2 of 68

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

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

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

3. COMPENSATION OF CONTRACTOR

3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $198,762.62.

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

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

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

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

Item 1EE - Page 6
Revised 4.13.23 Page 3 of 68

4. PERFORMANCE SCHEDULE

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

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

4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of eighteen months, commencing on January 1, 2024, and ending on June 30, 2025, unless extended by mutual written agreement of the Parties.

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

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5. COORDINATION OF WORK

5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Bryant Helms, Vice President. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer.

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

5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City.

5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review 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’ compensation insurance. Contractor shall not have any authority to bind City in any manner.

5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel Item 1EE - Page 8
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without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor.

Name: Title:

C.R. Bramble Project Manager
Shawn Sutherland ICAO SMS Subject Matter Expert/Senior Airport Kim Berry FAA SMS Subject Matter Expert – Part 139
Dave Fleet SMS Program Manager/Principal Investigator
Heidi Benaman Part 139 Compliance and Integration SMS Subject Matter Expert
Mike Meigs FAA SMS Subject Matter Expert

5.6 California Labor Code Requirements.

A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1).

B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements.

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

7. INDEMNIFICATION.

7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or 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 limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault.

8. RECORDS AND REPORTS

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

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

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

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

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

9. ENFORCEMENT OF AGREEMENT

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

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

9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs.

9.3 Waiver. No delay or omission in the exercise of any right or remedy of a nondefaulting 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.

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9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party.

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

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

10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

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

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

10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall 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 non-discrimination in city contracting.

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11. MISCELLANEOUS PROVISIONS

11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below.

Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing.

To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Contractor: Advanced Management Technology, Inc
(dba Tetra Tech AMT) a Tetra Tech Inc
Company
Attention: Bryant Helms
1515 Wilson Blvd., Suite 150
Arlington, VA 22209

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

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

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

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

11.6 Third Party Beneficiary. Except as may be expressly provided for in this 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.

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

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

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

12. COMPLIANCE WITH ECONOMIC SANCTIONS IN RESPONSE TO RUSSIA'S ACTIONS IN UKRAINE.

When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section.

13. 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 “D” attached hereto and incorporated 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 law, the more stringent requirement shall control. [SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ADVANCED MANAGEMENT TECHNOLOGY, INC. (DBA TETRA TECH

AMT) A TETRA TECH INC COMPANY
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.

CONTRACTOR:

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

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No.

APPROVED AS TO FORM: ATTEST:

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

By: _______________________________ Date:

City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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EXHIBIT “A”
CONTRACTOR’S

SCOPE OF SERVICES/WORK
Including,
Schedule of Fees
And
Schedule of Performance
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1. Background:

A. Palm Springs International Airport (Airport) is owned and operated by the City of Palm Springs (City) and serves as the only commercial service airport for the Coachella Valley. The airport is located two miles east of Downtown Palm Springs and encompasses 940 acres of land situated between Palm Springs and Cathedral City, CA. It is in close proximity to Interstate 10 providing access to the Los Angeles Metropolitan Area, and PSP Airport is the closes airport to the popular Joshua Tree National Park. The Airport’s catchment area extends from the Salton Sea to the south, north to Yucca Valley including Joshua Tree National Park, and west into the Inland Empire. PSP is served by 12 airlines with nonstop service to more than 30 airports in season.

B. The Airport is designated by the Federal Aviation Administration as a smallhub airport, and the airport recorded its busiest year in history in 2022 with 2,981,844 total passengers served, which is an increase of 16.3% over its previous record set in 2019. PSP has traditionally been viewed as a seasonal airport with the bulk of passenger traffic occurring during the area’s primary tourist season spanning October through April each year. However, the Airport has grown significantly since 2019 and the summer months are seeing more passengers and flights. The Total Passenger Count for Summer 2022 grew by 35% compared to Summer 2019. PSP now has 12 air carries offering nonstop service over 30 airports across the USA and Canada in season, and PSP will offer year-round service to 14 cities in the summer of 2023 up from 10 in 2019.

C. There are over 3.9 million residents within 60 miles of the Airport, and the Airport is seeing an increase of Inland Empire residents choosing to fly from PSP vs. other airports in the Los Angeles area. Passenger traffic averaged for Q1, Q2, and Q4 shows that approximately 33% of the Airport’s passenger traffic originates at the Airport and the remaining 67% is inbound. However, the percentage of traffic that originates at the Airport increases to approximately 44% in Q3. The Coachella Valley is home to over 400,000 year-round residents and grows to over 800,000 between October and April when the valley’s “Snowbirds” return each year. The majority of the Coachella Valley’s winter season residents come from Canada and northern US states.

The dominate inbound passenger segment at the Airport consists of tourists and those visiting friends and relatives that winter in the valley..

D. The Airport’s passenger terminal is the famed mid-century modern terminal designed by Donald Wexler with an outdoor courtyard post-security offering plenty of space for passengers to relax and enjoy before boarding their flight.

The courtyard connects to two concourses, the Sonny Bono Concourse offering eight gates with boarding bridges, and the Regional Jet concourse with eight ground boarding gates. There are two additional ground boarding gates located off the courtyard area as well.

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E. Parking facilities at the Airport consist of one main lot in front of the terminal with nearly 1,000 spaces, and in the fall of 2023 the airport plans to open a year-round economy lot with over 1,000 parking spaces.

2. Scope:

A. Create, write, edit, and publish an Implementation Plan for FAA approval that contains the following:

1. A detailed proposal on how the Palm Springs International Airport will meet the SMS requirements;

2. A schedule for implementing SMS components and elements prescribed. The schedule must include timelines for:
a. Developing the safety policy statement and when it will be made available to all employees and tenants;
b. Identifying and communicating the safety organizational structure; c. Establishing a system for identifying operational safety issues; d. Establishing a safety reporting system;
e. Developing, providing, and maintaining safety awareness orientation materials;
f. Providing SMS specific training to employees with responsibilities under the airport operator’s SMS; and
g. Developing, implementing, and maintaining formal means for communicating important safety information.

3. A description of any existing programs, policies, or procedures that the certificate holder intends to use to meet the SMS requirements.

4. The development of the Implementation Plan must include the following steps:
a. Assess the current safety organization and its resources. b. Inventory existing safety processes, review existing SMS programs in place by the airport and airport tenants (e.g., voluntary implemented programs), and understand the current safety culture of the organization. c. Identify and mitigate the gaps in the airport’s program relative to the requirements of 14 CFR Part 139.
d. Conduct a GAP Analysis. Develop a map or strategy on how to achieve the 14 CFR Part 139 SMS requirements using current identified processes.
e. Create the Implementation Plan and document how the organization will go from the current state to the required state and will meet all regulatory requirements in 14 CFR Part 139.

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B. Create, write, edit, and publish an SMS Manual in a form acceptable to the Executive Director of Aviation and in compliance with 14 CFR Part 139 Amendment, Subpart E.

1. The SMS Manual and program plan should not simply apply existing guidance that has been developed in other countries with their own safety oversight rules, or duplicate SMS plans of airports subject to those rules.

Rather, the SMS Manual and plan should complement existing U.S. safety requirements in 14 CFR Part 139, and be consistent with 14 CFR Part 139, FAA Advisory Circulars, and the Airport Certification Manual specific to Palm Springs International Airport’s current operation.

2. The SMS Manual must be a stand-alone document and not a new section of the Palm Spring International Airport’s Airport Certification Manual.

3. The SMS manual must include landside and terminal areas which must be kept separate from the airside applications.

3. Schedule:

Work will commence on the issuance of a notice to proceed and will continue for one year with one one-year option to renew to be exercised at the City’s sole discretion.

Implementation Plan must be submitted to the FAA for approval before April 24, 2024.

SMS Manual must be submitted to the FAA for approval before April 24, 2025.

4. Compensation:

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

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Item 1EE - Page 20
ATTACHMENT "G"

COST PROPOSAL
REQUEST FOR PROPOSAL (RFP 42-23)

AIRPORT SAFETY MANAGEMENT SYSTEM FOR

PALM SPRINGS INTERNATIONAL AIRPORT

THIS FORM MUST BE COMPLETED AND SUBMITTED IN SEPARATE ELECTRONIC FILE #2 "Cost Proposal", tlQL.with Electronic File #1, TechnicallWork Proposal•) ITEM DESCRIPTION Unit of Measure TOTAL
1 Complete SMS Plan Lump Sum $198,762.62
Firm Name : Advancecl Management Technology Inc. (dba Tetra Tech AMT) ~I)' J,t<\C<I by 8ftV\I
Bryant Helms ~ lOU .IOJ O 1•11:20
Signature of Authorized Person: ------ - ~-"~""~ -------- Printed Name: ~B",y"'a"'nc, t H.c•=.lmc,•c... _________________ _ Trtle : Vace President. Contracts and Finance
Date: ___ 10-3_ 0-2023 ______________________ _
Revised 4.13.23 Page 17 of 68
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)
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INSURANCE

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

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

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

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

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

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

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

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

3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and Item 1EE - Page 22
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contribution it may have against City, its elected officials, officers, employees, agents, and volunteers.

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

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

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

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

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

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

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

Item 1EE - Page 23
Revised 4.13.23 Page 20 of 68
D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers.

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

All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them.

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

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

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Revised 4.13.23 Page 21 of 68
Exhibit C
Item 1EE - Page 25
ATTAGHMIENliT "F"
EXEOUTirVE ORDER N-6~22 1CERTIFICATI.ON
REQUESTS, FOR PROPOSALS, ,(RFP '42-23)
A RPORT SAFETY MA! AGEMENT SYSTEM FOR
PALM SPRINGS INrTERNATIIONAL AIRPORT
Execuliilie Order N-6-22 iss11Jed by Governm Ga.vill ewsom O il March 4, 2022, directs all agenicies and departments ~hat are subject to tlie Governor's auUmrity to ,(a} temriinate any oonlracis with aniy ind ividwials or elltities ~hat are determined to be a tar,get of eooniomio sanctions a.gaillst Russia and R11Jssian1 elltities and illdii!iiduals; alld (b) rrel'rain from entering into any llew oonkacts with sudh individ11Jals or entities wh ile the aforemenilioned sanctions are ill effect.

Executiilie Order N-6-22 al.so req11Jires that ally corTlractor ~hat: (1), cllJrrellUy lias a. oonlraol w ith tlie City of Palm Sprillgs funded thro1L1gh grallt f11.mds provided by ~he Sl:ate of Caliromia; anid/or ,(2) s11Jhm its a bid or pmposal m otherwise proposes to m enter into or renew a oonlract w ith ·the City of Palm Springs with State ,of California, grant unds, certify ·that the person is mot the tar,get of any· eoollomic sanctionis a.ga inst R!Llssia anid R11Jssian entities and i rndividuals_
The colltractor hereby certifies, SUBJECl 10 PENAL n' FrOR PiERJURY, tliat a) tlhe oonlractor is not a ta rget of ally ecollonnic sanctiolls agairnst R11Jssian anid R11Jssian entities anid individuals as disc11Jssed in Executive Order N-6-22 arid b) the person signillg below is duly a11Jtllim~d lo legally· bind ~he Gontra.ctor. T11 is oetti 1catioll is made 11Jnder ·the laws of the State of California_
Bryant
Sigrnature:: Helms
Digjt,ly~odby
BrpnlHelms
Dote: 1013. 10,30
11'1 ·2!·02 .04'00'
Printed Name--=8!Y= • =an=i~H=•= 8~---------
Tille:: Vice Prasidanl, Oanbracts and Finance
Firm Name- Advanced ManagemantTechoolDqll', Inc. {dba Tebra Tecll AMT) Date::---~1=0-3~ •"2023 ~ · =~----------
'1 •-30-2023
Revised 4.13.23 Page 22 of 68
Exhibit D

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
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Revised 4.13.23 Page 23 of 68
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 their 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 1EE - Page 27
Revised 4.13.23 Page 24 of 68
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, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways or other changes or improvements to real property, including facilities providing utility 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 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 a manufacturer’s plant (e.g., firefighting and snow removal vehicles).

Professional Services – any professional service agreement if the professional services agreement includes tasks that meet the definition of construction work [as defined 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 acquisition 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: [Not Applicable] 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 established for such geographical area where the work is actually performed. With regard to this 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 Opportunity 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 substantially Item 1EE - Page 28
Revised 4.13.23 Page 25 of 68
uniform throughout the length of the contract, 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 for 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 shall provide written notification to the Director of the 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 contract resulting from this solicitation. The notification shall list the name, address, and telephone number of the subcontractor; employer identification number of the subcontractor; estimated dollar amount of the subcontract; estimated starting and completion dates of the subcontract; and the geographical area in which the subcontract is to be performed.

4. As used in this notice and in the contract resulting from this solicitation, the “covered area” is California, Riverside County, Palm Springs.

Reference: 41 CFR Part 60-4
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Revised 4.13.23 Page 26 of 68
FAA – 03 Breach of Contract
APPLICABILITY – required for all contracts that exceed the simplified acquisition threshold as stated in 2 CFR 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)
Item 1EE - Page 30
Revised 4.13.23 Page 27 of 68
FAA – 04 Buy American Preferences
APPLICABILITY – required for contracts defined as follows:
• Construction Projects involving the replacement, rehabilitation, reconstruction of airfield surfaces such as on runways, taxiways, taxilanes, aprons, roadways, parking lots, etc. – Insert the Certificate of compliance to FAA Buy American Preference based on Construction Projects.
• Equipment and Buildings Projects involving and including the acquisition of 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 iron 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 cables); glass (including optic glass); lumber; or drywall used in the project are manufactured in the U.S.

Reference: Title 49 USC § 50101
Item 1EE - Page 31
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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 program, 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 person shall, on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability be excluded from participating 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, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following nondiscrimination 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 programs of the Department 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 whose 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 (Nondiscrimination 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 Improvement Act of 1982 (49 USC § 47123), as amended (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights 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 Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act of 1990 (42 USC § 12101, et seq) (prohibit discrimination on the basis of disability in the operation of public entities, public and private transportation systems, places of 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 Nondiscrimination 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 nondiscrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations); • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination Item 1EE - Page 33
Revised 4.13.23 Page 30 of 68
because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs [70 Fed.

Reg. 74087 (2005)];
• Title IX of the Education Amendments of 1972, 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 Regulations: The Contractor (hereinafter includes consultants) will 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 performed by it during the contract, will not discriminate on the grounds of race, color, national origin (including limited English proficiency), creed, sex (including sexual orientation and gender identity), age, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited 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 Materials and Equipment:

In all solicitations, either by competitive bidding or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the Contractor’s obligations 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 directives issued pursuant thereto and will permit access to its books, records, accounts, 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 information, the Contractor 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 with the nondiscrimination provisions of this contract, the City will impose such contract sanctions as it or the Federal Aviation Administration may determine to be appropriate, including, but not limited to:
a. Withholding payments to the Contractor under the contract until the Contractor complies; and/or
Item 1EE - Page 34
Revised 4.13.23 Page 31 of 68
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, including procurements of materials and leases of equipment, unless 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 Aviation 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 Contractor may request the City to enter into any litigation to 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
Item 1EE - Page 35
Revised 4.13.23 Page 32 of 68
FAA – 07 Clean Air/Water Pollution Control
APPLICABILITY – This provision is required for all contracts and lower 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 Clean Air Act (42 USC § 7401-7671q) 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 notifying the Environmental Protection Agency (EPA) and the Federal Aviation Administration.

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

Reference: 2 CFR § 200, Appendix II(G); 42 USC § 7401; 33 USC § 1251 Item 1EE - Page 36
Revised 4.13.23 Page 33 of 68
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 contracts to pay laborers and mechanics employed in the performance of the contracts not less than one and one-half times their basic rate of pay for all hours worked over 40 in a workweek. CWHSSA prohibits unsanitary, 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 requirements of this Act, while DOL’s Occupational Safety and Health Administration (OSHA) enforces the safety and health requirements.

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

Equipment – This provision applies to any equipment project exceeding $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 most land transactions 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 part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic, including watchmen and guards, in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.

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

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

3. Withholding for Unpaid Wages and Liquidated Damages.

Item 1EE - Page 37
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The Federal Aviation Administration (FAA) 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 any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same prime Contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime Contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this clause.

4. Subcontractors.

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

Reference: 2 CFR Part 200, Appendix II(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 contractor 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 provision applies to all construction contracts and subcontracts financed under the AIP that exceed $2,000.

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) include 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 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 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.

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 and subcontractors are prohibited from inducing, by any means, any person employed on the project to give up any part of the compensation 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 prior week. City must report any violations of the Act to the Federal Aviation Administration.

Reference: 2 CFR Part 200, Appendix II(D); 29 CFR Parts 3 and 5 Item 1EE - Page 39
Revised 4.13.23 Page 36 of 68
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 contracts and subcontracts that exceed $2,000 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 determination Item 1EE - Page 40
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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 determination (including any additional classification and wage rates conformed under (1)(ii) of this section) and the Davis-Bacon poster (WH-1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can easily be seen by the workers. (ii)(A) The contracting officer shall require that any class of laborers or mechanics, including helpers, which is not listed in the wage determination and which is to be employed under the contract shall be classified in conformance with the wage determination. The contracting officer shall approve an additional classification and wage rate and fringe benefits therefore only when the following criteria have been met:
(1) The work to be performed by the classification requested is not performed by a classification in the wage determination;
(2) The classification is utilized in the area by the construction industry; and (3) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination. (B) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the Administrator of the Wage and Hour Division, U.S. Department of Labor, Washington, DC 20210. The Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(C) In the event the Contractor, the laborers, or mechanics to be employed in the classification, or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Administrator for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary.
(D) The wage rate (including fringe benefits where appropriate) determined pursuant to subparagraphs (1)(ii) (B) or (C) of this paragraph, shall be paid to all workers performing work in the classification under this contract from the first day on which work is performed in the classification.
(iii) Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.

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(iv) If the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program, Provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.

2. Withholding. The Federal Aviation Administration or the 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 Federal contract with the same prime contractor, or any other federally-assisted contract subject to Davis-Bacon prevailing wage requirements, which is held by the same prime contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the contract. In the event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of 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 be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased.

3. Payrolls and Basic Records.
(i) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker; his or her correct classification; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in 1(b)(2)(B) of the Davis-Bacon Act); daily and weekly number of hours worked; deductions made; and actual wages paid. Whenever the Secretary of Labor has found under 29 CFR 5.5(a)(1)(iv) that the wages of any laborer or mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B) of the Davis-Bacon Act, the Contractor shall maintain records that show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and that the plan or program has been communicated in writing to the laborers or mechanics affected, and 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 registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (ii)(A) The Contractor shall submit weekly for each week in which any contract work 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 case may be, for transmission to the Federal Aviation Administration. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under 29 CFR § 5.5(a)(3)(i), except that full social security numbers and home addresses shall not be included on weekly transmittals. Instead the payrolls shall only need to Item 1EE - Page 42
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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 contractor is responsible for the submission of copies of payrolls by all subcontractors.

Contractors and subcontractors shall maintain the full social security number and current address of each covered worker and shall provide them upon request to the Federal Aviation Administration if the agency is a party to the contract, but if the agency is not such a party, the Contractor will submit them to the applicant, the City, or Owner, as the case may be, for transmission to the Federal Aviation Administration, the Contractor, or the Wage and Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing wage requirements. It is not a violation of this section for a prime contractor to require a subcontractor to provide addresses and social security numbers to the prime contractor for its own records, without weekly submission to the sponsoring government agency (or the applicant, City, or Owner).
(B) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract and shall certify the following:
(1) That the payroll for the payroll period contains the information required to be provided under 29 CFR § 5.5(a)(3)(ii), the appropriate information is being maintained under 29 CFR § 5.5 (a)(3)(i), and that such information is correct and complete; (2) That each laborer and mechanic (including each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in Regulations, 29 CFR Part 3;
(3) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the contract. (C) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the “Statement of Compliance” required by paragraph (3)(ii)(B) of this section. (D) The falsification of any of the above certifications may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 231 of Title 31 of the United States Code.
(iii) The Contractor or subcontractor shall make the records required under paragraph (3)(i) of this section available for inspection, copying, or transcription by authorized representatives of the City, the Federal Aviation Administration, or the Department of Labor and shall permit such representatives to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit the required records or to make them available, the Federal agency may, after written notice to the Contractor, 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.

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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 Apprenticeship 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 the entire work force under the registered program. Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the journeyman’s hourly rate) specified in the Contractor’s or subcontractor’s registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice’s level of progress, expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. In the event the Office of Apprenticeship Training, Employer and Labor Services, or a State Apprenticeship Agency recognized by the Office, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(ii) Trainees. Except as provided in 29 CFR § 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration. The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Every trainee must be paid at not less than the rate specified in the approved program for the trainee’s level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination.

Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Item 1EE - Page 44
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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 contained in 29 CFR Parts 1, 3, and 5 are herein incorporated by reference in this contract.

9. Disputes Concerning Labor Standards.

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

10. Certification of Eligibility.

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

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

Reference: 2 CFR 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 non-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 or 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 neither 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 administering each lower tier subcontract that exceeds $25,000 as a “covered transaction”, must verify each lower tier participant of a “covered transaction” under the project is not presently debarred or otherwise disqualified from participation in this federally assisted project. The Contractor will accomplish this by:

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

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

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

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

Reference: 2 CFR part 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 subcontractor shall not discriminate on the basis of race, color, national 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 administration 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 contractor agrees further to return retainage payments to each subcontractor within [30 days] days after the subcontractor’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 termination of its subcontract and why the City should not approve the prime Contractor's action. If required Item 1EE - Page 48
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in a particular case as a matter of public necessity (e.g., safety), 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 Leadership on Reducing Text Messaging While Driving”, (10/1/2009) and DOT Order 3902.10, “Text Messaging While Driving”, (12/30/2009), the Federal Aviation Administration encourages recipients of Federal grant funds to adopt and enforce safety policies that decrease crashes by distracted drivers, including policies to ban text messaging while driving when performing work related to a grant or subgrant.

In support of this initiative, the City encourages the Contractor to promote policies and initiatives for its employees and other work personnel that decrease crashes by distracted drivers, including policies that ban text messaging while driving motor vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all subtier 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 1EE - Page 51
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FAA – 15 Drug Free Workplace Requirements
APPLICABILITY - This provision applies to all AIP funded projects, but not to the contracts between the City and a contractor, subcontractors, suppliers, or subgrantees.

The Drug-Free Workplace Act of 1988 requires some Federal contractors and all Federal grantees to agree that they will provide drug-free workplaces 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 grantees workplace may be where the contractors, 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 race, color, 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 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 – 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, sexual orientation, gender identity, or national origin. The Contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identify, or national origin. Such action shall include, but not be limited to, the 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. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The Contractor will, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.
(3) The contractor will not discharge 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 apply to instances in which an employee who has access Item 1EE - Page 53
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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 action, including an investigation conducted by the employer, 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 notice 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 conspicuous places available to employees 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 information 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 thereto, and will permit 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 noncompliance with the nondiscrimination clauses of this contract or with any such rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the Contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (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 section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The Contractor will take such action with respect to any subcontract or purchase order as may be directed by the 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 such 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” means the geographical area described in the solicitation from which 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 social security number used on the Employer’s Quarterly Federal Tax Return, U.S. Treasury Department Form 941; d. “Minority” includes:
(1) Black (all persons having origins in any of the Black African racial groups not of Hispanic origin);
(2) Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish culture or origin, regardless of race);
(3) Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (4) American Indian or Alaskan native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and participation or community identification).

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

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

4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through 7p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. Covered construction contractors performing construction work in a geographical areas where they do not have a Federal or federally assisted construction contract shall apply the minority and female goals established for the geographical area where the work is being performed. Goals are published periodically in the Federal Register in notice form, and such notices may be obtained from any Office of Federal Contract Compliance Programs office or from Federal Item 1EE - Page 55
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procurement contracting officers. The Contractor is expected to make substantially uniform progress in meeting its goals in each craft during the period specified.

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

6. In order for the nonworking training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees must be employed 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 trained pursuant to training programs approved by the U.S. Department of Labor.

7. The Contractor shall take specific affirmative actions to ensure equal employment opportunity. The evaluation of the Contractor’s compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully, and shall implement affirmative action steps at least as extensive as the following:
a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at all sites, and in all facilities at which the Contractor’s employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Contractor shall specifically ensure that all foremen, superintendents, and other onsite supervisory personnel are aware of and carry out the Contractor’s obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities. b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or its unions have employment opportunities available, and maintain a record of the organizations’ responses. c. Maintain a current file of the names, addresses, and telephone numbers of each minority and female off-the-street applicant and minority or female referral from a union, a recruitment source, or community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefor, along with whatever additional actions the Contractor may have taken. d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or woman sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor’s efforts to meet its obligations.
e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minorities and women, including upgrading programs and Item 1EE - Page 56
Revised 4.13.23 Page 53 of 68
apprenticeship and trainee programs relevant to the Contractor’s employment needs, especially those programs funded or approved by the Department of Labor. The Contractor shall provide notice of these programs to the sources compiled under 7b above.
f. Disseminate the Contractor’s EEO policy by providing notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bulletin boards accessible to all employees at each location where construction work is performed.
g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination, or other employment decisions including specific review of these items with onsite supervisory personnel such superintendents, general foremen, etc., prior to the initiation of construction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. h. Disseminate the Contractor’s EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor’s EEO policy with other contractors and subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female, and community organizations, to schools with minority and female students and to minority and female recruitment and training organizations serving the Contractor’s recruitment area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations such as the above, describing the openings, screening procedures, and tests to be used in the selection process. j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer, and vacation employment to minority and female youth both on the site and in other areas of a contractor’s 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 inventory and evaluation at least of all minority and female personnel, for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. m. Ensure that seniority practices, job classifications, work assignments, and other personnel practices do not have a discriminatory effect by continually monitoring all Item 1EE - Page 57
Revised 4.13.23 Page 54 of 68
personnel and employment related activities to ensure that the EEO policy and the Contractor’s obligations under these specifications are being carried out. n. Ensure that all facilities and company activities are nonsegregated except that separate or single-user toilet and necessary changing facilities shall be provided to assure privacy between the sexes.
o. Document and maintain a record of all solicitations of offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations.
p. Conduct a review, at least annually, of all supervisor’s adherence to and performance under the Contractor’s EEO policies and affirmative action obligations.

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

9. A single goal for minorities and a separate single goal for women have been established. The Contractor, however, is required to provide equal employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non-minority. Consequently, 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 generally, the Contractor may be in violation of the Executive Order if a specific minority group of women is underutilized).

10. The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because of race, color, religion, sex, 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 carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination, and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance Programs. Any contractor who fails to carry out such sanctions and penalties shall be in violation of these specifications and Executive Order 11246, as amended.

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

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

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

Reference: 2 CFR 200, Appendix II(C), 41 CFR § 60-1.4, 41 CFR § 60-4.3, Executive Order 11246
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FAA – 17 Federal Fair Labor Standards Act
APPLICABILITY – Contract Types – Per the Department of Labor, all employees of certain enterprises having workers engaged in interstate commerce; producing goods for interstate commerce; or handling, selling, or otherwise 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 subcontractors 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 that are not covered by this exemption, the agreement with a professional services firm must include the FLSA provision.

REQUIREMENT -
The provisions of 29 CFR part 201, the Federal Fair Labor Standards Act (FLSA), are incorporated by reference with the same force and effect as if given in full text. The FLSA sets minimum wage, overtime pay, recordkeeping, and child 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
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FAA – 18 Lobbying and Influencing Federal Employees
APPLICABILITY- all contracts exceeding $100,000.

REQUIREMENT -
Consultants and contractors that apply or bid for an award of $100,000 or more must have certified that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant, or another award covered by 31 USC §1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award.

For an award over $100,00, the bidder or offeror certifies by signing and 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 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. • 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.
• 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 grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction 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
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FAA – 19 Prohibition of Segregated Facilities
APPLICABILITY - The Contractor must comply with the requirements of the EEO clause by ensuring that facilities they provide for employees are free of segregation on the basis of race, color, religion, sex, sexual orientation, gender identity, or national origin. This clause must be included in all contracts that include the equal opportunity 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 work means construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways, or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction.

Equipment – On site installation of equipment such as airfield lighting control equipment meets the definition of construction and thus this provision would apply. This provision does not apply to equipment projects involving manufacture of the item at a vendor’s manufacturing 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 monitoring equipment.

Property/Land – Land acquisition contracts that include tasks that qualify as construction work as defined by 41 CFR part 60-1. Examples include 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 clause 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 rooms and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees that are segregated by explicit directive or are in fact segregated on the basis of race, color, religion, sex, 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 1EE - Page 62
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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. Department of Labor Occupational Safety and Health Administration (OSHA) oversees the workplace health and safety standards wage provisions from OSH.

REQUIREMENT -
All contracts and subcontracts that result from this solicitation incorporate by reference the requirements of 29 CFR Part 1910 with the same force and effect as if given in full text. The employer must provide a work environment that is free from recognized hazards that may cause death or serious physical harm to the employee. The employer retains full responsibility to monitor its compliance and their subcontractor’s compliance with the applicable requirements of the Occupational Safety and Health Act of 1970 (29 CFR Part 1910). The employer must address any claims or disputes that pertain to a referenced requirement directly with the U.S. Department of Labor – Occupational Safety and Health Administration.

Reference: 29 CFR part 1910
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FAA – 21 Procurement of Recovered Materials
APPLICABILITY – Contract Types – This provision applies to any contracts 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 the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act, and the regulatory provisions of 40 CFR Part 247. In the performance of this contract and to the extent practicable, the Contractor and subcontractors are to use products containing the highest percentage of recovered materials for items designated by the Environmental Protection Agency (EPA) under 40 CFR Part 247 whenever:
1) The contract requires procurement of $10,000 or more of a designated item during the fiscal year; or
2) The contractor has procured $10,000 or more of a designated item using Federal funding during the previous fiscal year.

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

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

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

REQUIREMENT -
Contracts or agreements that include the performance of experimental, developmental, or research work must provide for the rights 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 Business Firms under Government Grants, Contracts, and Cooperative Agreements. This contract incorporates by reference the patent and inventions rights as specified within 37 CFR §401.14. Contractor must include this requirement in all sub-tier contracts involving experimental, developmental, or research work.

Reference: 2 CFR § 200, Appendix II(F), 37 CFR 401
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FAA - 23 Seismic Safety
APPLICABILITY – Contract Types – This provision applies to construction 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 construction 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 addition 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 performance of design services, the Consultant agrees to furnish a building design and associated construction specification that conform to a building code standard that provides a level of seismic safety substantially 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 of the design services, the Consultant agrees to furnish the Owner a “certification of compliance” that attests conformance of the building design and the construction specifications with 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 subcontractors, conforms to a building code standard that provides a level of seismic safety substantially equivalent to standards established by the National Earthquake Hazards Reduction Program (NEHRP). Local building codes that model their code after the current version of the International Building Code (IBC) meet the NEHRP equivalency level for seismic safety.

Reference: 49 CFR Part 41
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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
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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 1EE - Page 68
Revised 4.13.23 Page 65 of 68
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 contract or subcontract for this project with a person that is a citizen or national of a foreign country included on the list of countries 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 on the list of countries that discriminate against U.S. firms published by the USTR.

This certification concerns a matter within the jurisdiction of an agency of the United States of America and the making of a false, fictitious, 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 circumstances. The Contractor must require subcontractors provide immediate written notice to the Contractor if at any time it learns that its certification was erroneous by reason of changed circumstances.

Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR 30.17, no contract shall be awarded to an Offeror or subcontractor:
1) who is owned or controlled by one or more citizens or nationals of a foreign country included on the list of countries that discriminate against U.S. firms published by the USTR or 2) whose subcontractors are owned or controlled by one or more citizens or nationals 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 discriminate against Item 1EE - Page 69
Revised 4.13.23 Page 66 of 68
U.S. firms as published by USTR, unless the Contractor has knowledge that the certification is erroneous.

This certification is a material representation of fact upon which reliance was placed when making an award. If it is later determined that the Contractor or subcontractor knowingly rendered an erroneous certification, the Federal Aviation Administration (FAA) may direct through the City cancellation of the contract or subcontract for default at no cost to the City or the FAA.

Reference: 49 USC § 50104, 49 CFR part 30
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FAA – 27 Veteran’s Preference
APPLICABILITY – This provision applies to all AIP funded projects that involve labor to carry out the project. This preference, which excludes executive, administrative, and supervisory 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 executive, 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. Covered veterans include Vietnam-era veterans, Persian Gulf veterans, 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)
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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 1EE - Page 72

ATTACHMENT B

PUBLIC INTEGRITY BUSINESS DISCLOSURE
Item 1EE - Page 73

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity
Advanced Management Technology, Inc (dba Tetra Tech AMT)a Tetra Tech Inc Company

2. Address of Entity (Principal Place of Business)
1515 Wilson Boulevard, Suite 1100 Arlington, VA 22209

3. Local or California Address (if different than #2)
3475 East Foothill Boulevard Pasadena, California 91107-6024

4. State where Entity is Registered with Secretary of State Virginia
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 Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity
Dan L. Batrack  Officer  Director  Member  Manager
[name]  General Partner  Limited Partner
 Other Vice President
Terrence N. Blair  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
 Other Vice President
William R. Brownlie  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
 Other Vice President
X
X
X
X
X
Item 1EE - Page 74
Steven M. Burdick  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
 Other Treasurer
Bryant D. Helms  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
Other Assistant Secretary
Preston Hopson  Officer  Director  Member  Manager
[name]  General Partner  Limited Partner
Other Secretary
Olivier H. Jeannot  Officer  Director  Member  Manager [name]  General Partner  Limited Partner
OtherPresident
Richard A. Lemmon  Officer  Director  Member 
Manager [name]  General Partner  Limited Partner
Other Vice President
William R. Brownlie  Officer  Director  Member 
Manager [name]  General Partner  Limited Partner
 Other Director

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.

Sole Owner
[percentage of beneficial interest in entity
and name of entity]
Tetra Tech, Inc
[name of owner/investor]
B.
[percentage of beneficial interest in entity
and name of entity]
[name of owner/investor]
X
X
X
X
X
X
Item 1EE - Page 75
C.
[percentage of beneficial interest in entity
and name of entity]
[name of owner/investor]
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
Bryant Helms - Vice President, Contracts and Finance
Digitally signed by Bryant
Bryant Helms Helms
Date: 2023.10.30 14:20:41
-04'00'
Date
10-30-2023
Item 1EE - Page 76

CITY COUNCIL STAFF REPORT
12/14/2023 CONSENT CALENDAR
SUBJECT:

APPROVAL OF SPECIFICATIONS AND ESTIMATE, AND AUTHORIZATION TO BID THE 2024 PAVEMENT REHABILITATION, CITY PROJECT NO. 24-01 (MEASURE J FUNDS)
RECOMMENDATIONS:

Approve the plans, specifications and estimate and authorize Staff to advertise and solicit bids for the 2024 Pavement Rehabilitation, City Project 24-01.

Attachments
Item 1FF

CITY COUNCIL STAFF REPORT
DATE: DECEMBER 14, 2023 CONSENT CALENDAR
SUBJECT: APPROVAL OF SPECIFICATIONS AND ESTIMATE, AND
AUTHORIZATION TO BID THE 2024 PAVEMENT REHABILITATION,
CITY PROJECT NO. 24-01 (MEASURE J FUNDS)
FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:

The construction documents (Plans, Specifications and Estimate) are completed and in accordance with Section 7.04.040 of the Procurement and Contracting Code, the City Council shall approve and adopt the plans, specifications and work details, and authorize the bid request for all public projects in excess of $200,000. Approval of this item will allow Staff to proceed with the 2024 Pavement Rehabilitation, City Project 24-01. This project is funded through the use of Measure J funds.

RECOMMENDATION:

Approve the plans, specifications and estimate and authorize Staff to advertise and solicit bids for the 2024 Pavement Rehabilitation, City Project 24-01 (“Project”).

BACKGROUND:

On June 29, 2023, the City Council reviewed and approved the Final Report for the City of Palm Springs Pavement Management Program 2023 Update. The 2023 Update reassessed the condition of all city streets and identified and characterized different types of failures of each street segment in order to determine an overall Pavement Condition Index (PCI). The PCI is rated from 100 (perfect condition/new) to 0 (worst condition).

Specific ranges of PCI ratings are given a letter grade and an associated condition, as shown in Table 1.

Item 1FF - Page 1
City Council Staff Report
December 14, 2023 -- Page 2
Authorize RFP 2024 Pavement Rehabilitation, City Project 24-01 Table 1
PCI Range Grade Condition Description
90-100 A Good Little or no distress.
70-89 B Satisfactory Little or no distress, with the exception of utility patches in good condition, or minor to moderate hairline cracks; lightly weathered. 50-69 C Fair Light to moderate weathering, light load-related base failure, moderate linear cracking.
25-49 D Poor Moderate to severe weathering, moderate levels of base failure, moderate to heavy linear cracking.
0-24 E Very Poor Extensive weathering, moderate to heavy base failure, failed patches, extensive network of moderate to heavy linear cracking.

All streets require regular maintenance to improve the condition and extend the life of the pavement, with the type of maintenance dictated by the PCI index. The following table lists the various typical maintenance treatment applied per Condition/PCI range. See Table 2 below.

Table 2
Condition Grade PCI Range Typical Maintenance Treatment Good A 90-100 • Do nothing
Satisfactory B 70-89 • Slurry Seal & Crack Seal
Fair C • Edge Grind and 2" Overlay 60-69
50-59
Poor D 25-49 • AC (Asphalt/Concrete) Surface
Reconstruction
Very Poor E 0-24
• Full Depth AC (Asphalt/Concrete) and
Base Reconstruction
• Reconstruction Structure (PCC)
STAFF ANALYSIS:

The proposed project will generally address streets with PCIs ranging from 27 to 62, with a few streets included outside of this range for continuity purposes within groupings of segments. While there are a handful of streets ranging from 0 to 30 PCI, these streets are either incorporated into other projects, or deferred at the request of the Desert Water Agency (DWA) so there is no conflict between City and DWA projects.

Pavement treatments will consist of either a 2-inch grind and overlay or complete Asphalt/Concrete (AC) surface reconstruction. The previous pavement projects primarily focused on residential streets; this Project will incorporate more arterials and collectors.

The Project will include approximately 1.84 million square feet of pavement rehabilitation and associated utility/monument cover adjustments. As part of the street reconstruction, any curb ramps adjacent to the streets selected for complete AC surface reconstruction will be brought up to current Americans with Disabilities Act (ADA) standards. Where Item 1FF - Page 2
City Council Staff Report
December 14, 2023 -- Page 3
Authorize RFP 2024 Pavement Rehabilitation, City Project 24-01 there are gaps in arterial segments due to DWA or upcoming City Capital Projects, these segments will be striped to enhance lane visibility and pedestrian crosswalks.

Given the variability in material costs over the last three (3) years, the cost in material can be significantly more between now and when bids open in January 2024. Because of this, the street list will be split into 3 bid schedules with two of them being additive bid schedules that the City can select to include or not include into the construction contract.

The list and maps of recommended streets for the 2024 Pavement Rehabilitation is included as Attachment A.

With City Council approval, Staff will advertise the Project in The Desert Sun, plan rooms, and through PlanetBids™, to allow the submission of bids electronically. The following tentative schedule has been identified for the bid process:

Notice Inviting Bids to be posted: December 18, 2023
Deadline for receipt of bids: January 17, 2024
Contract awarded by City Council: February 8, 2024
ENVIRONMENTAL ASSESSMENT:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines Section 15301 “Existing Facilities”, Class 1 projects consist of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public structures, facilities, mechanical equipment, or topographical features involving negligible or no expansion of existing or former use. Therefore, Staff has determined that the 2024 Pavement Rehabilitation, City Project No. 24-01, is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority 2A Improve City Facilities – Prioritize deferred maintenance.

FISCAL IMPACT:

The City has allocated $9,000,000 in Measure J funding for this project. The estimated construction and administrative costs to complete the project are indicated in the table below.

Table of Project Costs Amount
Measure J Funds $9,000,000
Project Administration ($10,000)
Construction Administration/Inspection ($300,000)
Construction Contract ($7,900,000)
Contingency (10%) ($790,000)
Total $0
Item 1FF - Page 3
City Council Staff Report
December 14, 2023 -- Page 4
Authorize RFP 2024 Pavement Rehabilitation, City Project 24-01 REVIEWED BY:

City Engineer Joel Montalvo
Deputy City Manager: Flinn Fagg
City Manager: Scott Stiles
ATTACHMENTS:

A. List of Streets and Maps
Item 1FF - Page 4

ATTACHMENT A
Item 1FF - Page 5

STREET FROM TO CLASS
ALLEY @ CABRILLO AVENUE 280 FT. S/O CABRILLO ROAD N/S RACQUET CLUB ROAD Residential ALLEY @ RACQUET CLUB RD S/S RACQUET CLUB ROAD 420 FT. S/O RACQUEST CLUB ROAD Residential ARNICO STREET (E&W) W/S NORLOTI STREET W/S JASON COURT Residential ARNICO STREET (N&S) W/S JASON COURT S/S VIA ESCUELA Residential BELARDO ROAD S/S TAHQUITZ CANYON WAY N/S ARENAS ROAD Collector BIRDIE WAY N/S WAVERLY DRIVE S/S EAGLE WAY Residential
BROADMOOR DRIVE S/S CHERRY HILLS DRIVE N/S WAVERLY DRIVE Residential CALLE ENCILIA ANDREAS ROAD TAHQUITZ CANYON WAY Collector CALLE ENCILIA S/S TAHQUITZ CANYON WAY N/S ARENAS ROAD Collector CALLE ENCILIA N/S ARENAS ROAD N/S RAMON ROAD Collector
CAMINO REAL ‐ CAM REAL S/S GRANVIA VALMONTE N/S ALEJO ROAD Residential CAMINO BUENA VISTA W/S MESA DRIVE W END Residential
EAST PALM CANYON DRIVE E/S SOUTH PALM CANYON DRIVE S INDIAN TRAIL Arterial EAST PALM CANYON DRIVE S INDIAN TRAIL W/S SUNRISE WAY Arterial EAST PALM CANYON DRIVE E/S SUNRISE WAY W/S SMOKETREE LN/CERRITOS RD Arterial EAST PALM CANYON DRIVE W/S SMOKETREE LN/CERRITOS DR W/S FARRELL DRIVE Arterial EAST PALM CANYON FRONTAGE BARONA ROAD E END (CAROB CIRCLE) Collector EXECUTIVE DRIVE S/S VIA ESCUELA N/S VISTA CHINO Collector GAYLE WAY (ALLEY) N/S VIA ENTRADA S/S AVENIDA OLANCHA Residential GRANVIA VALMONTE W/S VIA MIRALESTE E/S VIA CORTA Residential HILLVIEW COVE E/S BOGERT TRAIL W/S ANDREAS HILLS DRIVE Residential LILLIANA DRIVE W/S S PALM CANYON DRIVE S/S W LILLIANA DRIVE Residential MARISCAL ROAD W/S MIRA VISTA E/S VIA NORTE Residential
MURRAY CANYON DRIVE W/S TOLEDO AVENUE E/S CAMINO REAL Collector MURRAY CANYON DRIVE E/S CAMINO REAL E/S S PALM CANYON DRIVE Collector NORLOTI STREET S/S VIA ESCUELA N/S ARNICO STREET Residential OVERLOOK ROAD S/S CRESTVIEW DRIVE W/S MESA DRIVE Residential RADIO ROAD ‐ RADIO RD W/S INDIAN CANYON DRIVE 135 FT.  W/O ANZA ROAD Residential RADIO ROAD 465 FT. W/O ANZA ROAD E/S MCCARTHY ROAD Residential SALVIA ROAD E/S GENE AUTRY TRAIL SE END Collector
SEVEN LAKES DRIVE W/S MIRAMONTE CIRCLE E/S CHEROKEE WAY Residential VALMONTE NORTE W/S VIA CORTA E/S VIA CHICA Residential
VALMONTE SUR E/S VIA CHICA W/S VIA CORTA Residential
VIA CORTA N/S VIA COLUSA S/S VIA ALTAMIRA Residential
VIA ESCUELA E/S GENE AUTRY TRAIL W/S EXECUTIVE DRIVE Collector VIA NORTE S/S VIA ESCUELA N/S MARISCAL ROAD Residential VISTA CHINO 1605 FT. E/O GENE AUTRY TRAIL CITY LIMITS (END) Collector 2024 PAVEMENT PROJECT ‐ STREET LIST
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CITY COUNCIL STAFF REPORT
12/14/2023 CONSENT CALENDAR
SUBJECT:

DESERT COMMUNITY ENERGY GUARANTY
RECOMMENDATION:

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

OF PALM SPRINGS, CALIFORNIA, APPROVING AN UNCONDITIONAL GUARANTY

OF THE ELECTRICITY PROCUREMENT OBLIGATIONS OF DESERT COMMUNITY ENERGY, NOT TO EXCEED $25 MILLION, UNDER A RESOURCE MANAGEMENT AGREEMENT WITH THE ENERGY AUTHORITY, INC.”

1. Authorize the City Manager, in consultation with the City Attorney, to negotiate and take such actions necessary and appropriate to finalize and execute the Guaranty and associated documents.

2. Attachments
Item 1GG

CITY COUNCIL STAFF REPORT
DATE: DECEMBER 14, 2023 CONSENT CALENDAR
SUBJECT: DESERT COMMUNITY ENERGY GUARANTY
FROM: Scott C. Stiles, City Manager
BY: Office of Sustainability
SUMMARY:

Desert Community Energy (DCE), which procures electricity for residents and businesses across the City, is requesting the City enter into a Guaranty in favor of The Energy Authority, Inc. (TEA), guaranteeing DCE’s electricity procurement obligations to TEA, not to exceed $25 million, pursuant to DCE’s Resource Management Agreement (RMA) with TEA. Replacing the existing guaranty mechanism, which is financed through TEA, under the RMA with the City’s guaranty would save DCE customers approximately $400,000 per year. These savings will contribute to DCE’s reserves, which can be used for rate stabilization, programs for DCE customers and other uses in accordance with DCE’s Financial Reserve Policy. The savings will also facilitate DCE’s ability to enter into additional power purchase agreements to provide more locally produced, cleaner energy to residents and businesses in Palm Springs.

RECOMMENDATION:

1. Adopt Resolution No. _____, “A RESOLUTION OF THE CITY COUNCIL OF THE

CITY OF PALM SPRINGS, CALIFORNIA, APPROVING AN UNCONDITIONAL

GUARANTY OF THE ELECTRICITY PROCUREMENT OBLIGATIONS OF
DESERT COMMUNITY ENERGY, NOT TO EXCEED $25 MILLION, UNDER A

RESOURCE MANAGEMENT AGREEMENT WITH THE ENERGY AUTHORITY, INC.”

2. Authorize the City Manager, in consultation with the City Attorney, to negotiate and take such actions necessary and appropriate to finalize and execute the Guaranty and associated documents.

BACKGROUND:

Desert Community Energy (DCE) was created in October 2017 as a joint powers agency to provide a Community Choice Aggregation (CCA) program to member agencies, which Item 1GG - Page 1
City Council Staff Report
December 14, 2023 - Page 2
Desert Community Energy Guaranty
are currently the cities of Palm Springs and Palm Desert. In June 2019, the Palm Springs City Council voted unanimously to move forward with a CCA program for the City. As part of the City’s commitment to sustainability and saving the planet, Palm Springs customers were enrolled in the 100% Carbon Free product and became DCE customers beginning April 1, 2020. The City of Palm Desert has not yet determined its launch plans. Therefore, the City is currently the only member, with residents and businesses, including the City of Palm Springs’ own accounts that are served by DCE.

By June 2023, DCE served approximately 4,500 non-residential and 28,800 residential customer accounts, for a total of approximately 33,300 Palm Springs accounts, representing about 84% of all eligible electricity customers in Palm Springs. The DCE Carbon Free plan has been critical to the City’s efforts to reduce greenhouse gas (GHG) emissions. The City assessed its GHG emissions for 2020 and found that it had exceeded the State of California’s ambitious goals to reduce emissions and help fight climate change. This accomplishment is the direct result of the majority of the City’s residents and businesses receiving 100% Carbon Free electricity from DCE. Without DCE, the assessment showed that Palm Springs would have had nearly a 4% increase in greenhouse gas emissions over the past decade.

Since January 2018, The Energy Authority, Inc. (TEA), has been contracted to provide operational services to DCE, including power procurement and supply, credit support and analysis, power purchase agreement negotiation, rate design, risk management, financial planning, scheduling coordination, and related services, all of which would otherwise require significant staffing and financial resources if managed internally by DCE. TEA is a non-profit corporation providing wholesale power and portfolio management services to more than 50 public power agencies across the country. TEA is currently providing operational services to several other CCAs in California, including Redwood Coast Energy Authority and Valley Clean Energy Alliance.

TEA’s services are carried out under its Resource Management Agreement (RMA) with DCE. Under the RMA, DCE’s transactions for the purchase and sale of electricity products not covered by long-term agreements are executed by TEA as principal, using TEA’s counterparty credit and contracts. These purchases are currently guaranteed by two of TEA’s Equity Owners (EOs), who are public power agencies. In exchange for using TEA credit and contracts, DCE pays TEA a $1.00/Megawatt hour (MWh) “credit solution fee,” which costs DCE customers about $400,000 per year. The credit solution fee has always been intended as an interim solution that enables DCE to procure power until DCE establishes credit worthiness on a stand-alone basis.

The RMA expires on January 22, 2024. In connection with an amendment extending its term another three years, TEA advised DCE staff that its EOs intend to cease providing guaranties of TEA’s purchases of electricity products, effective December 29, 2023.

DCE staff has evaluated the feasible alternative options, which are limited but include expanding DCE’s existing revolving line of credit with River City Bank (RCB) or obtaining Item 1GG - Page 2
City Council Staff Report
December 14, 2023 - Page 3
Desert Community Energy Guaranty
other commercial lines of credit. DCE staff concluded that the most efficient, and least cost option, for replacing the TEA credit solution is for the City of Palm Springs to guaranty market purchases executed by TEA for the benefit of DCE customers. Based on TEA’s analysis of DCE’s market exposure, the City of Palm Springs guaranty would be for an amount not to exceed $25 million. This guaranty amount was derived by TEA’s credit risk team and reviewed by DCE staff and includes three key metrics: i) prior month activity that has been billed; ii) current month activity that has not been billed; and iii) mark-tomarket exposure on fixed-priced energy contracts that DCE has entered into with TEA for future periods.

TEA’s credit and risk group assesses the City of Palm Springs as a financially strong, creditworthy entity in contrast to DCE, which currently has no formal credit rating. With the City’s guaranty, TEA would continue transacting on DCE’s behalf using TEA’s credit and contracts. However, TEA would remove the first priority security interest and lien on DCE financial reserves and the credit solution fee. In essence, TEA would treat DCE like its traditional public power electric utility clients.

The City’s guaranty to TEA would be in addition to the guaranty the City provided last year related to DCE’s $13 million revolving line of credit with RCB, which is available for DCE’s working capital needs (up to $8 million) and issuance of letters of credit to DCE energy counterparties, such as Southern California Edison. Although there are currently no outstanding drawings on the line of credit, the RCB arrangement is not able to take the place of the TEA guaranty.

The DCE Board, at its November 20 meeting, authorized DCE’s Executive Director to take the necessary steps to secure from the City of Palm Springs a guaranty of DCE’s power procurement obligations to TEA, not to exceed $25 million. DCE legal counsel, the City Attorney, and TEA legal counsel have worked together to prepare the Guaranty included in this agenda packet.

If Council approves the Guaranty, DCE staff will bring back to the DCE Board at its next meeting – currently scheduled for January 8, 2024 – the proposed amendments to its agreements with TEA related to the RMA and Task Order 2 and replace the credit solution provided by the EOs with the guaranty provided by the City of Palm Springs. As an added benefit, this action will remove the security interest and lien on any DCE financial reserves.

Backing in the form of the Guaranty from the City of Palm Springs, with its long existing, high quality credit rating, is the key to making this process a success, allowing DCE to secure its obligations to TEA and providing DCE the continued financial flexibility it requires over the next few years as it builds reserves.

Guaranty Key Elements:

The key elements of the Guaranty include:

Item 1GG - Page 3
City Council Staff Report
December 14, 2023 - Page 4
Desert Community Energy Guaranty
• The Guaranty is effective as of December 29, 2023, when the guaranties provided by the TEA EOs expire.
• Palm Springs is the guarantor of DCE’s transactions for the purchase of power and other electricity products under the RMA with TEA, up to a maximum aggregate liability of $25 million.
• Palm Springs’ guaranty is limited to any unpaid amounts that may be outstanding and due for transactions for the purchase of electricity products under the RMA. • Palm Springs’ credit support obligations would commence only if DCE defaults in its payment obligations for purchases of electricity products under the RMA. • In the event that DCE has posted any cash collateral or irrevocable letter of credit with TEA to secure the electricity product purchase transactions, TEA will attempt to enforce its rights in such collateral prior to seeking payment from Palm Springs.

STAFF ANALYSIS:

The proposed Guaranty (Attachment A) identifies the City of Palm Springs as the Guarantor and commits the city to guaranty all obligations of DCE for electricity product transactions under the RMA. The maximum and most unlikely risk for the City of Palm Springs would result from a sudden and unexpected event that might cause the cessation of DCE’s power business operations and a subsequent default under the RMA. In this event, the risk to Palm Springs would be the requirement to repay any then outstanding balance owed for purchases of electricity products under the RMA, after DCE has undertaken all available steps to repay any outstanding amounts through rate actions, sale of already procured power, or other available financial avenues.

It should be noted that DCE’s recent audit showed Fiscal Year 2022/23 marked a significant turning point for DCE as it was able to accumulate necessary reserve levels to temper cash flow variability and did not have an outstanding balance on the RCB line of credit since February 2023. This is also evident in the year-over-year growth in DCE's Net Position, which increased nearly three-fold from June 30, 2022.

While there is risk associated with the proposed Guaranty, that risk is limited given the following mitigating factors:
• DCE is the default local electricity provider in Palm Springs, with a stable customer base and revenue stream. About 84% of Palm Springs electricity accounts are DCE customers and most are enrolled in DCE’s 100% Carbon Free product. • DCE is able to raise rates as may be necessary to enhance revenues to meet operating requirements.
• DCE currently holds a $13 million revolving line of credit facility with RCB, with no drawings currently outstanding which could be utilized for payment of electricity product transactions to TEA before the proposed Guaranty would be actuated.

Item 1GG - Page 4
City Council Staff Report
December 14, 2023 - Page 5
Desert Community Energy Guaranty
• As of September 30, 2023, DCE had an unrestricted cash balance of approximately $16.3 million and a total net position of approximately $23.5 million, corresponding to 176 days adjusted days of liquidity on hand. • Projections target DCE having $40.9 million in cash reserves by the end of 2025. • DCE has prudent fiscal policies, sound financial practices, and active risk management efforts.

There are also risks if the Guaranty required for DCE to replace the expiring guaranties from TEA’s EOs is not consummated. Potential negative outcomes that would likely occur absent the proposed Guaranty:
• Significant challenges for DCE to procure power and other electricity products absent collateral postings to counterparties that will tie up DCE’s cash reserves. • Increased cost of credit and power transactions, which may translate to increased rates and higher cost of electricity for Palm Springs customers. • Increased indirect costs and DCE staff time required to bring the necessary functions currently served by TEA in-house.
• Impacts to DCE’s ability to provide 100% Carbon Free electricity and the associated positive GHG emissions reduction and climate mitigating benefits made possible by Palm Springs and its residents and businesses.

As a relatively new entrant in the CCA business, DCE has been particularly vulnerable to market volatility and energy price increases not evident since the California energy crisis of 20 years ago. This volatility has further increased since the extended heat storm of September 2022, which led to exceedingly high energy prices on the spot market. The Palm Springs guaranty of DCE’s electricity procurement obligations to TEA will be a significant positive step to help DCE continue to build reserves to manage this volatility, revenue accrual swings, and uncertainty regarding factors out of DCE’s direct control. In a time of challenging market conditions since DCE’s 2020 launch, DCE has implemented strategies and taken other steps to reduce costs, manage volatility and promote rate stability for its customers. DCE remains on track in pursuing those strategies and steps.

ALIGNMENT WITH STRATEGIC PLANNING:

This agenda item aligns with sustainability, one of the overarching principles in the City’s 2023/25 Strategic Plan. DCE’s Carbon Free product is a relatively cost-effective way for the City to help achieve GHG reduction goals. As noted above, the participation in DCE’s Carbon Free energy by the City and Palm Springs residents and businesses helped the City meet its state-mandated goal of reducing 2020 GHG emissions levels below those of 1990.

Approval of the Guaranty will provide DCE with additional financial stability so that it may offer new programs and procure additional energy resources in Palm Springs. DCE recently entered into a 15-year Energy Storage Agreement with a subsidiary of NextEra Item 1GG - Page 5
City Council Staff Report
December 14, 2023 - Page 6
Desert Community Energy Guaranty
Energy Resources for a 25 megawatt / 200 megawatt hour lithium-ion battery storage facility located in North Palm Springs. DCE is also working with Coachella Valley Association of Governments (CVAG) on a two-mile solar shade structure as part of the infrastructure project along Indian Canyon Drive at the wash to reduce the frequent closures from flooding and blows, for which CVAG has just been awarded a $50 million grant from the California Transportation Commission.

ENVIRONMENTAL ASSESSMENT:

The proposed action does not result in 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.

FISCAL ANALYSIS:

There is no immediate fiscal impact of the proposed Guaranty provided DCE meets its obligations as provided in the RMA. Should DCE not meet its obligations then the City will be liable for such obligations as provided in the terms of the of Guaranty. However, this potential liability risk is mitigated by DCE’s prudent fiscal management noted above.

It should also be noted that the City of Palm Springs is one of the largest power customers of DCE for the City’s electricity usage. The Guaranty will assist DCE in providing increased rate certainty for its customers, whereas failure to approve the Guaranty could lead to increased rates and higher cost of electricity for Palm Springs customers, including the City of Palm Springs.

REVIEWED BY:

Department Director: Lindsey-Paige McCloy
Deputy City Manager: Flinn Fagg
City Attorney: Jeffrey S. Ballinger
City Manager: Scott Stiles
ATTACHMENTS:

A. Draft Guaranty by City of Palm Springs
B. Draft Resolution
Item 1GG - Page 6

ATTACHMENT A
Item 1GG - Page 7

GUARANTY
This guaranty, as may be amended from time to time in accordance with its terms, (the “Guaranty”) is made effective as of December 29, 2023 (the (“Effective Date”) by the City of Palm Springs (the “Guarantor”) in favor of The Energy Authority, Inc. (the “Beneficiary”).

WHEREAS, Desert Community Energy (“Company”) is a joint powers authority that serves energy to commercial and residential customers within the boundaries of Guarantor and Guarantor is a member of Company; and
WHEREAS, the Beneficiary and Company are parties to that certain Resource Management Agreement dated as of January 22, 2018 (the “RMA”); and WHEREAS, Guarantor acknowledges that it will benefit directly or indirectly from the transactions made pursuant to the RMA (the “Client Transactions”); and WHEREAS, the Guarantor has agreed to enter into this Guaranty to provide assurance for the payment obligations of Company in connection with the Client Transactions.

NOW, THEREFORE, for good and valuable consideration, the adequacy, receipt and sufficiency of which are hereby acknowledged, and as inducement to the Beneficiary entering into the Client Transactions, the Guarantor hereby agrees as follows:

1. Guaranty. The Guarantor hereby unconditionally guarantees the punctual payment when due (subject to written demand in accordance with Section 10 below) of Company’s payment obligations arising under any Client Transactions (the “Guaranteed Obligations”) up to a maximum aggregate liability of Guarantor under this Guaranty in the amount of twenty-five million dollars ($25,000,000.00) (“Liability Cap”). If Company fails to pay any Guaranteed Obligation when due, Guarantor shall, as an independent obligation, promptly upon receiving notice of such failure from the applicable Beneficiary or its agent, pay such Guaranteed Obligation to such Beneficiary in accordance with the terms and provisions of the Client Transactions and all applicable transaction documents.

Notwithstanding anything contained herein to the contrary, any payment made by Guarantor to Beneficiary pursuant to this Guaranty shall reduce the monetary obligation of Guarantor under this Guaranty by the amount of the payment made by Guarantor.

If all or a part of any payment made by Guarantor to Beneficiary hereunder is later determined to have been improper because such amount was not actually owed by Company to Beneficiary under the Client Transactions or such payment was otherwise unjustified or has been successfully disputed by Company in accordance with the terms of the RMA, Beneficiary shall repay such amount to Guarantor within ten (10) business days after the date of the determination of an improper or unjustified payment, together with any interest, reasonable attorneys’ fees, and/or costs of collection, if any, required by the Client Transactions to be paid by Beneficiary in the collection of such amount.

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2 2. Guaranty of Payment. The Guarantor’s obligations and liability under this Guaranty shall be limited to payment obligations only and the Guarantor shall have no obligation to perform under any Client Transactions, including, without limitation, to sell, deliver, supply or transport gas, electricity or any other commodity. In the event that Company has posted any cash collateral or irrevocable letter of credit with Beneficiary to secure the Client Transactions, Beneficiary will attempt to enforce its rights in such collateral prior to seeking payment from Guarantor. This Guaranty is one of payment and not of collection and shall apply regardless of whether recovery of all such Guaranteed Obligations may be discharged, or uncollectible in any bankruptcy, insolvency, reorganization, liquidation, receivership, or similar proceeding affecting Company or its assets.

3. Guaranty Unconditional. The liability of Guarantor under this Guaranty shall be unconditional irrespective of:
(a) Any modification, extension or waiver of any of the terms of any Client Transactions;
(b) Any change in the time, manner, terms or place of payment of or in any other term of, all or any of the Guaranteed Obligations, or any other amendment or waiver of or any consent to departure from any term or condition of the Client Transactions or any other agreement or instrument executed in connection therewith; (c) Any release or amendment or waiver of or consent to departure from any other guaranty, for all or any of the Guaranteed Obligations; (d) Except as to applicable statutes of limitation, the failure, omission, delay, waiver or refusal by the Beneficiary to exercise, in whole or in part, any right or remedy held by the Beneficiary with respect to any Client Transactions; or (e) Any change in the existence, structure or ownership of the Guarantor or Company, or any bankruptcy, insolvency, reorganization, liquidation, receivership, or similar proceeding affecting Company or its assets.

The obligations of the Guarantor hereunder are several and not joint with Company or any other entity, and are primary obligations for which the Guarantor is the principal obligor.

4. No Conditions Precedent. There are no conditions precedent to the enforcement of this Guaranty, except as expressly contained herein. It shall not be necessary for the Beneficiary, in order to enforce payment by the Guarantor under this Guaranty, to exhaust its remedies against Company, any collateral pledged by Company except as set forth in Section 2, any other guarantor, or any other entity liable for the payment or performance of the Guaranteed Obligations.

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3 5. Waiver. Guarantor hereby waives:
(a) notice of acceptance of this Guaranty, notice of the creation or existence of any of the Guaranteed Obligations and notice of any action by the Beneficiary in reliance hereon or in connection herewith;
(b) notice of the entry into any Client Transactions between Company and the Beneficiary and notice of any amendments, supplements or modifications thereto; (c) except as expressly set forth herein, presentment, demand for payment, notice of dishonor or nonpayment, protest and notice of protest or any other notice of any other kind with respect to the Guaranteed Obligations; and
(d) any requirement that suit be brought against, or any other action by the Beneficiary be taken against, or any notice of default or other notice be given to, or any demand be made on, Company or any other entity, or that any other action be taken or not taken as a condition to the Guarantor’s liability for the Guaranteed Obligations under this Guaranty or as a condition to the enforcement of this Guaranty against the Guarantor.

6. Bankruptcy and Other Actions. Guarantor shall reimburse Beneficiary for all sums paid to Beneficiary by Company with respect to such Guaranteed Obligations which Beneficiary is subsequently required by a final ruling of a court of competent jurisdiction to return to Company or a representative of Company’s creditors as a result of Company’s bankruptcy, insolvency, reorganization, liquidation, receivership, or similar proceeding. Without limiting Guarantor’s own defenses and rights hereunder, Guarantor reserves to itself all rights, setoffs, counterclaims and other defenses to which Company is or may be entitled to arising from or out of the Client Transactions, except as limited herein and except for defenses arising out of the bankruptcy, insolvency, reorganization, liquidation, receivership, or similar proceeding affecting Company or its assets.

7. Reinstatement. This Guaranty shall continue to be effective or be reinstated, as the case may be, if at any time any payment of any Guaranteed Obligation is rescinded or must otherwise be returned by a Beneficiary upon the insolvency, bankruptcy or reorganization of Company or otherwise, all as though the payment had not been made.

8. Subrogation. The Guarantor shall be subrogated to all rights of the Beneficiary against Company in respect of any amounts paid by the Guarantor pursuant to the Guaranty, provided that the Guarantor waives any rights it may acquire by way of subrogation under this Guaranty, by any payment made hereunder or otherwise (including, without limitation, any statutory rights of subrogation under Section 509 of the Bankruptcy Code, 11 U.S.C. §509, or otherwise), reimbursement, exoneration, contribution, indemnification, or any right to participate in any claim or remedy of the Beneficiary against Company or any collateral which the Beneficiary now has or acquires, until all of the Guaranteed Obligations shall have been irrevocably paid to the Beneficiary in full. If (a) the Guarantor shall perform and shall make payment to the Beneficiary of all or any part of the Guaranteed Obligations and (b) all the Guaranteed Obligations shall have been paid in full, the Beneficiary shall, at the Guarantor’s request, execute and deliver to the Guarantor Item 1GG - Page 10
4 appropriate documents necessary to evidence the transfer by subrogation to the Guarantor of any interest in the Guaranteed Obligations resulting from such payment by the Guarantor.

9. Notices. All demands, notices and other communications provided for hereunder shall, unless otherwise specifically provided herein, (a) be in writing addressed to the party receiving the notice at the address set forth below or at such other address as may be designated by written notice, from time to time, to the other party, and (b) be effective upon delivery, when sent by commercial overnight courier, or personally delivered. Notices shall be sent to the following addresses:

If to Beneficiary:

The Energy Authority, Inc.

Attn: Legal Department
1301 Riverplace Blvd., Suite 2700
Jacksonville, FL 32207
Phone: (904) 356-3900
Fax: (904) 665-0314
If to Guarantor:

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

10. Demand and Payment. Beneficiary is not entitled to make demand upon Guarantor until a default occurs in payment of any Guaranteed Obligations by Company to Beneficiary.

Any demand by the Beneficiary for payment hereunder shall be in writing, reference this Guaranty, reference the Guaranteed Obligations, be signed by a duly authorized representative of the Beneficiary and be delivered to the Guarantor pursuant to Section 9 contained herein. There are no other requirements of notice, presentment or demand. The Guarantor shall pay, or cause to be paid, such Guaranteed Obligations within ten (10) business day of receipt of such demand.

11. No Waiver; Remedies. Except as to applicable statutes of limitation, no failure on the part of Beneficiary to exercise, and no delay in exercising, any right hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right hereunder preclude any other or further exercise thereof or the exercise of any other right. The remedies herein provided are cumulative and not exclusive of any remedies provided by law.

12. Term; Termination. Unless otherwise extended in writing by the Guarantor, this Guaranty shall continue in full force and effect from the Effective Date until payment-in-full of the Guaranteed Obligations with respect to such Client Transactions have been fully satisfied.

Notwithstanding the foregoing, no such expiration or termination of this Guaranty shall (a) affect Guarantor’s obligations hereunder with respect to any Client Transactions entered Item 1GG - Page 11
5 into prior to such expiration or termination; or (b) prevent reinstatement of this Guaranty with respect to any such Guaranteed Obligations in accordance with Section 7 contained herein.

13. Assignment; Successors and Assigns. The Guarantor and the Beneficiary shall not assign its rights hereunder without the prior written consent of the other party, and any assignment without such prior written consent shall be null and void and of no force or effect. This Guaranty shall be binding upon and inure to the benefit of each party hereto and its respective successors and permitted assigns.

14. Amendments and Waivers. Subject to Section 12 of this Guaranty, no provision of this Guaranty shall be waived, amended, terminated or supplemented except by a written instrument executed by Guarantor and Beneficiary.

15. Captions. The captions in this Guaranty have been inserted for convenience only and shall be given no substantive meaning or significance whatsoever in construing the terms and provisions of this Guaranty.

16. Representation and Warranties.

The Guarantor represents and warrants to Beneficiary that, as to Guarantor, the following statements are true, correct and complete on and as of the date hereof:
(a) Organization and Qualification; Authority; Consents. Guarantor is a municipal corporation duly organized, validly existing under and operating pursuant to the laws of the State of California and the City Charter of the City of Palm Springs. Guarantor has full right and authority to enter into this Guaranty and to perform each and all of the matters and things herein provided for; and this Guaranty does not, nor does the performance or observance by Guarantor of any of the matters or things herein or therein provided for, contravene any provision of law or any organizational document of Guarantor or any covenant, indenture or agreement of or affecting Guarantor. The execution, delivery, performance and observance by Guarantor of this Guaranty and any other instruments and documents executed by Guarantor in connection with this Guaranty do not and, at the time of delivery hereof, will not require any consent or approval of any other Person, other than such consents and approvals that have been given or obtained. (b) Legal Effect. This Guaranty constitutes a legal, valid and binding agreement of Guarantor, enforceable in accordance with its terms, subject to laws relating to bankruptcy, insolvency or other laws affecting the enforcement of creditors' rights generally and the application of equitable remedies if equitable remedies are sought. (c) Litigation. There is no litigation or governmental proceeding pending, nor to the knowledge of Guarantor threatened in writing, against Guarantor which if adversely determined would result in any material adverse change in the financial condition of Guarantor.

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6 (d) Other Agreements. Guarantor is not in default under the terms of any covenant, indenture or agreement of or affecting Guarantor, which default if uncured would have a material adverse effect on the financial condition of Guarantor.

17. GOVERNING LAW. THIS GUARANTY SHALL BE GOVERNED BY, AND SHALL

BE CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF THE

STATE OF CALIFORNIA WITHOUT REGARD TO PRINCIPLES OF CONFLICT OF LAWS. However, if any provision of this Guaranty shall be prohibited by or invalid under such law, such provision shall be ineffective to the extent of such prohibition or invalidity without invalidating the remainder of such provision or the remaining provisions of this Guaranty.

18. Counterparts. This Guaranty and any amendments, waivers, consents or supplements may be executed in any number of counterparts and by different parties hereto in separate counterparts, each of which when so executed and delivered shall be deemed an original, but all such counterparts together shall constitute but one and the same instrument.

19. Entire Agreement. This Guaranty constitutes the entire understanding between Guarantor and Beneficiary with respect to the Guaranteed Obligations and supersedes and replaces in its entirety any and all guaranties previously issued by Guarantor to Beneficiary with respect to the Guaranteed Obligations, or any part of them. [remainder of page intentionally left blank]
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7 IN WITNESS WHEREOF, the Guarantor has caused this Guaranty to be executed and delivered by its duly authorized representative effective as of the Effective Date.

City of Palm Springs
By: ______________________________________
Name: Scott C. Stiles
Title: City Manager
APPROVED AS TO FORM:

By: ___________________________
City Attorney
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ATTACHMENT B

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RESOLUTION NO. _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

PALM SPRINGS, CALIFORNIA, APPROVING AN

UNCONDITIONAL GUARANTY OF THE ELECTRICITY

PROCUREMENT OBLIGATIONS OF DESERT
COMMUNITY ENERGY, NOT TO EXCEED $25 MILLION,

UNDER A RESOURCE MANAGEMENT AGREEMENT WITH
THE ENERGY AUTHORITY, INC..

A. Desert Community Energy (“DCE”) is a joint powers authority established on October 30, 2017, for the purpose of implementing community choice aggregation programs under Public Utilities Code Section 366.2.; and B. DCE currently provides clean energy for the residents and businesses of the City, which has resulted in a substantial reduction in greenhouse gas emissions within the City; and
C. DCE’s contracts for power procurement and other services under a Resource Management Agreement with The Energy Authority, Inc. (TEA), a non-profit corporation providing wholesale power and portfolio management services to more than 50 public power agencies across the country.

D. DCE’s transactions for the purchase and sale of electricity products not covered by long-term agreements are executed by TEA as principal, using TEA’s counterparty credit and contracts. These purchases are currently guaranteed by two of TEA’s Equity Owners (EOs), who are public power agencies.

E. TEA advised DCE staff that its EOs intend to cease providing guaranties of TEA’s purchases of electricity products, effective December 29, 2023.

F. DCE has asked the City to provide a guaranty of DCE’s power procurement obligations under the Resource Management Agreement with TEA, not to exceed $25 million, to replace the expiring guaranties.

G. The City Attorney has reviewed and approved the attached form of Guaranty.

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

SECTION 1. That the findings and determinations reflected above are true and correct, and are incorporated by this reference herein as the cause and foundation for the action taken by the and through this Resolution.

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Resolution No. ______