Palm Springs City Council
January 9, 2025

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 thereafte r. 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 expressi on, 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, up grading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; ra tes of pay or other forms of compensation; and selection for training, including apprenticeship; a nd further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting.

11. MISCELLANEOUS PROVISIONS

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

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

To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Contractor: Desert Fire Extinguisher Co., Inc.

Attention: Garrett Williams
558 E Industrial Place
Palm Springs, CA 92264

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 Item 1T - Page 12

any one or more of the phrases, sentences, clause s, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceabl e 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 se ctions of this Agreement, which shall be interpreted to carry out the intent of the Parties.

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

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

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

11.8 Authority . 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]

Item 1T - Page 13

SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT

BY AND BETWEEN THE CITY OF PALM SPRINGS AND DESERT FIRE EXTINGUISHER CO., INC.

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

CONTRACTOR:

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

Date: ___________________________ Date: ___________________________

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: ________________ Item No. ________________

APPROVED AS TO FORM: ATTEST:

By: _____________________________ By: _____________________________ City Attorney City Clerk

APPROVED:

By: _____________________________ Date: ____________________________ City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000

Item 1T - Page 14

EXHIBIT “A”

SCOPE OF SERVICES/WORK

Including,

Schedule of Fees

And

Schedule of Performance

Item 1T - Page 15

1.1 Background:

The Contractor will provide the Palm Springs International Airport (PSP) fire suppression equipment maintenance, testing, inspection, and repair services for all fire safety equipment within the 953 acres that comprise Palm Springs International Airport. This includes publicly accessible Terminals and C oncourses, IT/Server Rooms, and private facilities that the airport leases. Work may include any type of Fire Suppression Equipment including but not limited to: Dry Chemical, Water, Clean Agent, Inert gas or Foam Suppression Systems.

1.2 Scope:

A. Contractor shall furnish labor, materials and equipment to perform fire suppression and fire extinguisher maintenance, testing, and inspection services (Work) on an as requested basis in Airport facilities.

B. Contractor shall inspect and service fire extinguisher equipment in accordance with NFPA standards as well as the manufacturer’s instructions.

C. Contractor shall conduct an “Even-Exchange” program that enables their technicians to provide extinguishers of like or better quality, same year of manufacture or newer, that have alr eady been tested in a Regional Processing Center in trade for a City of Palm Springs extinguisher due for testing at the quoted service cost on the bid form. The Contractor must contact the City Representative and show him/her the extinguisher to be exchanged as well as the replacement extinguisher. For any extinguisher that is replaced, Contractor shall update the inventory spreadsheet and provide an updated copy to the City Contract Manager within 7 days.

D. Contractor shall conduct both annual and as requested inspections or tests of any fire sprinkler system on Airport property. The testing and inspections shall conform to NFPA 25, Chapter 5 Regulations. The Contractor shall provide a report detailing any deficiencies or repairs needed ensure the associated Fire Sprinkler System will operate nominally.

E. Contractor shall conduct both annual and as requested inspections of Siemens Sinorix 5112 or NXN N2 Fire suppression systems on property ( Kitchens and IT Server rooms). Testing and inspections shall conform to NFPA 2001 standards.

The Contractor shall provide a report detailing any deficiencies or repairs needed ensure the associated Fire Suppression System will operate nominally.

F. Contractor shall have the ability to perform repairs to any Fire Suppression System located on Airport Property. Requests for repairs shall be quoted within 3 business days of the request being made by an Airport representative.

G. Fire Extinguisher, Suppression S ystem Type, Quantities, Locations:

Location Address Equipment Type Quantity
Palm Springs
International
Airport
3400 E.

Tahquitz
Canyon Way
Palm
Springs, CA
92262
Fire
Extinguishers 5 LB ABC 47
Item 1T - Page 16

Fire
Extinguishers 10 LB ABC 44
Fire
Extinguishers 20 LB ABC 12
Fire
Extinguishers 13 LB Halon 1

(2-main
terminal, 1-
regional
terminal, 7-
bono
terminal)
Fire
Sprinklers Risers 10

Las Casuelas
– Main
Terminal
Kitchen Fire
Suppression
Ansul Fire
Suppression
System
1 Commissary
- Main
Terminal
Kitchen Fire
Suppression
Ansul Fire
Suppression
System
1 Trio- Bono
Concourse
Kitchen Fire
Suppression
Ansul Fire
Suppression
System
1 H. Correction of work deficiencies:

1. Contractor shall correct work rejected by the Airport (PSP) as failing to conform to the requirements in the project documents within thirty days. The Contractor shall bear the cost of correcting such rejected work, including the costs of uncovering, replacement, and additional testing.

2. If the Contractor fails to commence correction of nonconforming work within a seven day period after written notice, the city may correct the deficiencies by other means. In such case, the Airport (PSP) may exercise rights and remedies as provided in section 9.4 of agreement.

3. In addition to the Contractor’s other obligations, the contractor shall, for a period of one year after substantial completion, correct work not conforming to the requirements of the work.

I. Compliance with regulations and permits: Contractor shall comply with or exceed all relevant statutes, codes, rules, and regulations as may be applicable to this contract and shall be responsible for securing any and all permits as required by the governing authority. The Airport (PSP) shall reimburse the Contractor for only the actual cost of said permits, excluding Security Access permits and badges required for operations at the Airport (PSP).

J. Equipment and supplies: Contractor is to provide, at no additional cost to the Airport (PSP), all necessary equipm ent, hand, and power tools and supplies typically used by the job classification and/or assigned trade person. Mechanical or other equipment used for Work must be of a type that is approved by the industry and shall be operated in such a manner as not to cause danger of any nature to employees or other persons or damage to the building structure, fixtures, furnishings, etc. Airport (PSP), at its sole and absolute discretion, may approve to Item 1T - Page 17

pay for equipment, tools, or materials it determines is not typical of that job classification. Contractor must not store equipment and/or supplies on any Airport (PSP) property.

K. General safety requirements: The Contractor shall be responsible for all safety precautions required in connection with their work, including regulations of the Occupational Safety and Health Administration (OSHA) and other governing agencies. The Airport (PSP) reserves the right to oversee all service work from a safety standpoint and require the Contractor to take appropriate action to ensure safety and code compliance.

L. Security: The Contractor is responsible for Security Access Badging for all staff necessary to conduct work at the Airport. The Contractor is responsible for the Signatory Authority for all SIDA area badges issued to their employees. Additional information regarding secure access to the Airport can be found here: Badging & AOA Permits - Palm Springs International Airport (PSP) - Palm Springs, California (flypsp.com).

M. Disposal and salvage of waste material: Contractor must dispose of or salvage all waste material generated by its service operations under the contract in an off-site location, in compliance with all applicable laws and regulations. The Airport(PSP) encourages Contractor to salvage material in an environmentally friendly manner if possible. The Airport(PSP) retains the right to retain materials or have another party salvage material, at the discretion and direction of the facility manager.

N. Uniforms and vehicles:

1. The Contractor shall be required to properly uniform its service personnel and they shall present a clean and neat appearance at all times. Day service personnel shall have color-coordinated shirts with company name and/or logo provided by the Contractor. Contractor must abide by City’s requirements for visiting City buildings.

2. Contractor vehicles must display company logo and name.

O. Contractor’s employees must act in a professional manner at all times and abide by all local, state and federal laws. Contractor’s employees deemed noncompliant will be removed immediately and replaced within twenty-four (24) hours.

Contractor’s employees must submit to weapons screening as directed.

Contractor’s employees must be able to understand, read and communicate in English under the performance of this Contract.

1.3 Pricing:

A. The pricing included in this Contract s hall be firm for the initial 3-year term.

B. The unit prices may be adjusted (decreased or increased) for optional years 4 and 5, to correspond with the most recent annual change to the Consumer Price Index for All Urban Consumers as published by the U.S. Bureaus of Labor Statistics for the Riverside-San Bernardino-Ontario Areas.

C. The City will only pay for the items listed on the bid form. The City will not pay for subcontractors, rental of equipment/tools, and purchase of materials/supplies unless the City authorized payment of the applicable items.

1.4 Payment:

The resulting contract for these services is an on-call as needed contract. No specific amount of work is guaranteed. The contract value is an estimated value only. All work Item 1T - Page 18

authorized under the contract will be compensated on a time and material basis as outlined in the Invoicing Section.

1.5 Invoicing:

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

Item 1T - Page 19

Item 1T - Page 20

Item 1T - Page 21

Item 1T - Page 22

EXHIBIT “B”

I

NSURANCE 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 1T - Page 23

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 Invitation for Waiver of Workers’ Compensation Insurance Requirement form.

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

Item 1T - Page 24

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

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

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

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

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

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, t he 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 res pect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions.

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

Item 1T - Page 25

EXHIBIT “C”
Item 1T - Page 26

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 Bu y American Preference * 6
FAA – 05 Civil Ri ghts General 7
FAA – 06 Civil Ri ghts – Title VI Assurances * 8
FAA – 07 Clean Air and Water Pollution Control 11
FAA – 08 Contract Work Hours and Safet y 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 Disadvanta ged Business Enterprise * 23
FAA – 13 Distracted Drivin g 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 Emplo yment Opportunity 28
FAA – 17 Federal Fair Labor Standards Act * 36
FAA – 18 Lobb ying and Influencing Federal Employees 37 FAA – 19 Prohibition of Se gregated Facilities 38
FAA – 20 Occupational Safet y and Health Act of 1970 39 FAA – 21 Procurement of Recovered Materials * 40
FAA – 22 Ri ght to Inventions 41
FAA – 23 Seismic Safet y 42
FAA – 24 Tax Delinquenc y and Felony Convictions* 43
FAA – 25 Termination of Contract 44
FAA – 26 Trade Restriction Certification (Foreign) * 45 FAA – 27 Veteran’s Preference 47
FAA – 28 Domestic Preferences for Procurements * 48

*Solicitation Clause also
Updated 2.8.2023
Item 1T - Page 27

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 1T - Page 28

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, rehabilit ation, 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: [N/A]
Goals for female participation in each trade: [N/A]
These goals are applicable to all of the Contractor ’s construction work (whether or not it is Federal or federally assisted) performed in th e 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 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 Item 1T - Page 29

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

Item 1T - Page 30

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 1T - Page 31

FAA – 04 Buy American Preferences
APPLICABILITY – required for contracts defined as follows:
x 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.
x 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 ma terials, 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 1T - Page 32

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 Englis h 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
Item 1T - Page 33

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 Cont ractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following non- discrimination statutes and authorities; including but not limited to:
• Title VI of the Civil Rights Act of 1964 (42 USC § 2000d et seq., 78 stat. 252) (prohibits discrimination on the basis of race, color, national origin); • 49 CFR part 21 (Non-discrimination in Federally-Assisted 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 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)];
Item 1T - Page 34

• 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 Cont ractor, 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 Nondiscrim ination 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 t he 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 non- discrimination 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
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 Item 1T - Page 35

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 1T - Page 36

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 1T - Page 37

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. Ex amples 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 labor er 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.

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 Item 1T - Page 38

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
Item 1T - Page 39

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 Agreem ents (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 Subcontra ctor 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 1T - Page 40

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 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 classi fication for the time actually worked therein:

Item 1T - Page 41

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 mec hanics 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.
(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 Item 1T - Page 42

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 t he 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 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 Item 1T - Page 43

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.

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 Item 1T - Page 44

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 recogni zed 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 ha s 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 shal l 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 unle ss the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate on the wage determination that provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. In the event the Employment and Training Administration withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved.
(iii) Equal Employment Opportunity. The utilization of apprentices, trainees, and journeymen under this part shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30.

Item 1T - Page 45

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.
(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 secti on 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
Item 1T - Page 46

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 fr om participation in this federally assisted project. The Contractor will accomplish this by:

1. Checking the System for Award Managem ent 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
Item 1T - Page 47

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 in a particular case as a matter of public necessity (e.g., safety), the City may provide a response period shorter than five days.

Item 1T - Page 48

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
Item 1T - Page 49

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 moto r vehicles while performing work activities associated with the project. The Contractor must include the substance of this clause in all sub- tier contracts exceeding $10,000 that involve driving a motor vehicle in performance of work activities associated with the project.

Reference: Executive Order 13513, DOT Order 3902.10
Item 1T - Page 50

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 1T - Page 51

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)

Item 1T - Page 52

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 DUHWZRSURYLVLRQVʊDFRQVWUXFWLRQFODXVHDQGDVSHFLILFDWLRQFODXVH 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 to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses t he compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such Item 1T - Page 53

disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an inve stigation 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 c onspicuous places available to employees and applicants for employment.
(5) The Contractor will comply with all provisi ons 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 prov isions, 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 re sult 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;
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:

Item 1T - Page 54

(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 th e 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 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 Item 1T - Page 55

apprentices and trainees at the completion of thei r 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 affi rmative 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 bar gaining 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 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.

Item 1T - Page 56

g. Review, at least annually, the company’s EEO policy and affirmative action obligations under these specifications with all employ ees 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 servin g 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 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 Item 1T - Page 57

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 me et 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 subst antially 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 ti metables 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.

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, apprentic e, 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 Item 1T - Page 58

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

Item 1T - Page 59

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
Item 1T - Page 60

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 discl ose 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:
x 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. x 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.
x 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
Item 1T - Page 61

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 i dentity, 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 serv ices. 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 1T - Page 62

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
Item 1T - Page 63

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-procurement- guidelines-construction-products.

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

Reference: 2 CFR § 200.323, 2 CFR Part 200, Appendix II (J); 40 CFR part 247, 42 USC § 6901, et seq (Resource Conservation and Recovery Act)
Item 1T - Page 64

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 constr uction, equipment, or professional service contracts unless the cont ract 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

Item 1T - Page 65

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
Item 1T - Page 66

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 liabi lity for which all judicial and administrative remedies have lapsed or been exhausted.

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

DOT Order 4200.6 – Appropriations Act Requirements for Procurement and Non-Procurement Regarding Tax Delinquency and Felony Convictions

Item 1T - Page 67

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 1T - Page 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 in cluded 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 ju risdiction 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 Cont ractor 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 provis ion 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 U.S. firms as published by USTR, unless the Contractor has knowledge that the certification is erroneous.

Item 1T - Page 69

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 Ad ministration (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

Item 1T - Page 70

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)
Item 1T - Page 71

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 pref erence for the purchase, acquisition, or use of goods, products, or materials produced in the Unit ed 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 1T - Page 72
ATTACHMENT 
Wh>//Ed
'Z/dzh^/E
^^/^>K^hZ

Item 1T - Page 73
Item 1T - Page 74
Item 1T - Page 75

CITY COUNCIL STAFF REPORT
DATE: JANUARY 9, 2025 CONSENT CALENDAR
SUBJECT: APPROVE AMENDMENT 1 TO AGREEMENT 24S123 WITH
ARCHITECTRUAL RESOURCES GROUP, INC. FOR A PEER REVIEW
OF THE SECTION 14 HISTORICAL CONTEXT STUDY
FROM: Scott C. Stiles, City Manager
BY: Procurement and Contracting Department
SUMMARY:

This action will approve an amendment to th e agreement with Architectural Resources Group, Inc. for a peer review of the Section 14 Historical Context study for an amount not to exceed $32,500.

RECOMMENDATION:

1. Approve Amendment 1 (Attachment A) to Agreement 24S123 (Attachment B) with Architectural Resources Group, Inc. for a peer review of the Section 14 Historical Context Study in the amount not to exceed $32,500 and a revised agreement amount of $107,490.

2. Appropriate $32,500 into the Department’s contractual services budget to cover this added work.

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

BUSINESS PRINCIPAL DISCLOSURE:

According to the Public Integrity Disclosure form (Attachment C) , Architectural Resources Group, Inc. is a corporation registered in the state of California.

BACKGROUND:

Architectural Resources Group, Inc. (ARG) was hired to conduct a historical context study of Section 14, after the City Council made a decision to not approve the contract with Columbia University for a full reparations study that had been solicited under a formal process. The agreement for the historical context study was approved under the Special Item 1U - Page 1
City Council Staff Report
January 9, 2025 -- Page 2
Amendment to Section 14 Historical Context Study

Expertise Section 7.05.030 of Title 7 of the Municipal Code, after a fairly extensive search to find a firm that had the expertise in Southern California to conduct the research and produce a historical context study for the City related specifically to the Section 14 area.

ARG has conducted several studies in Southern California including studies for the cities of West Hollywood, Culver City, Los Angeles and Pasadena and has serviced as a consultant to the City’s Planning Department on historical architectural matters which afforded the firm an opportunity to be fa miliar with our community. The Agreement was authorized by the City Manager on June 10, 2024, in an amount not to exceed $74,990 and the study was completed in October of 2024 and was presented to Council for review and comment.

After releasing the study to the public, a local historian in the community provided feedback to the City Council indicating that there were some minor inaccuracies in the report and wanted to understand why a peer review was not conducted. After these comments were received by the public, Council directed staff to perform a peer review of the document and give people in the community that have historical context an opportunity to provide feedback and documentation to substantiate the report and improve the accuracy of the report as much as possible.

STAFF ANALYSIS:

ARG provided a proposal and draft plan to complete the peer review in an amount not to exceed $32,500, which was reviewed and accepted by City executive staff as fair and reasonable to the effort. Upon approval of this amendment, ARG will have the peer review conducted and any comments incorporated into a final report. The peer review and revised report are expected to be completed by May of 2025.

Therefore, staff is requesting approval of Amendment No. 1 to Agreement 24S123 with Architectural Resources Group, Inc. in an amount not to exceed $32,500 and revised agreement amount of $107,490 to conduct a peer review and to finalize the Section 14 Historical Context Study.

ENVIRONMENTAL ASSESSMENT
:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines the requested City Council action is not a “Project” pursuant to Section 15378(b)(5).

Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment are not considered a “Project”.

ALIGNMENT WITH STRATEGIC PLANNING:

This action falls within the overarching principals of the City Council of Social Equity.

Item 1U - Page 2
City Council Staff Report
January 9, 2025 -- Page 3
Amendment to Section 14 Historical Context Study

FISCAL IMPACT:

This work will be funded by the department’s contractual services budget; however, the work was unexpected and unfunded; therefore, upon approval by City Council, an appropriation of $32,500 will be added to the Procurement and Contracting Department’s contractual services budget.

REVIEWED BY:

Department Director: Kim Baker
Finance Director: Kristopher Moone
y
Assistant City Manager: Teresa Gallavan
City Manager: Scott Stiles

ATTACHMENTS:

A. Amendment 1
B. Agreement 24S123
C. Public Integrity Disclosure Form
Item 1U - Page 3

ATTACHMENT A

Item 1U - Page 4

Revised: 10.31.23

AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENT
24S123 SECTION 14 HISTORICAL CONTEXT STUDY

BETWEEN THE CITY PALM SPRINGS AND ARCHITECTURAL
RESOURCES GROUP, INC.

1. Parties and Date.

This Amendment No. 1 to the Section 14 Histor ical Context Study is made and entered into as of this 13th day of Janua ry, 2025, by and between the City of Palm Springs (“City”) and Architectural Resources Group, Inc., a California Cor poration with its principal place of business at 360 E. 2
nd Street, Suite 225, Los Angeles, CA 92262 ( “C ontractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. The City and Contractor have entered into an agreement entitled “Section 14 Historical Context Study” dated June 10, 2024 (“Agreement”) for the purpose of retaining the services of Contr actor to provide a historical c ontext study for Section 14 in Palm Springs for an amount not to exceed $74,990 and a term of June 10, 2024 to December 31, 2024.

2.2 Amendment. The City and Contractor de sire to amend the Agreement scope to add a peer review process for the completed document , increase the compensation accordingly, and to extend the term of the contract for this work to take place.

2.3 Amendment Authority. This Amendment N o. 1 is authorized pursuant to Section 4.4 of the Agreement.

3. Terms.

3.1 Section 1.1 Scope of Services. Section 1.1 of the Agreement is hereby amended to add the following scope of work for a peer review:

Task 1. Management and Meetings
The Contractor will continue working closely with the City of Palm Springs to initiate and complete th e peer review, to include ongoing communication and remote meetings with City staff as needed. The Contractor will participate in a maximum of one remote meeting with the peer reviewers and will maintain email communication with them on an ongoing, as-needed basis.

Task 2. First Revision
The Contractor will review preliminar y comments already provided, conduct supplemental research as needed, and revi se the existing Study as appropriate. The revised Study shall be submitted to the City and peer reviewers in Word format to allow markup within the document if desired.

Task 3. Peer Review
Item 1U - Page 5

Revised: 10.31.23

The peer reviewers will review the re vised Study and provide comments for revision, in markup within the Word docum ent, in a separate Word/Excel/PDF table, or both. Reviewers w ill convey all feedback via co mments for the Contractor to use in revision, rather than making edits to the text directly. After receipt of all comments, the Contractor and review ers will discuss questions and make clarifications in a remote meeting as needed.

Task 4. Second Revision
Following receipt of peer reviewer comments, the Contractor will review all, conduct supplemental research as need ed, and revise the existing Study as appropriate. The revi sed Study will be submitted to the City in Word format for review.

Task 5. Final Revision
Following receipt of City comments, the Contractor will revise accordingly and submit the final Study in PDF format. The Contractor will also revise the Key Findings document to reflect the final Study findings and submit it in PDF format.

3.2 Section 3.1 Compensation of Contractor. Section 3.1 of the Agreement is hereby amended to add the additional cost for this peer review of a not to exceed $32,500 and a revised contract amount not to exceed $107,490.

3.3 Section 4.4 Term. Section 4.4 of the Agreement is hereby amended to add the additional time for this peer review and therefore revising the term of the contract to commencing on June 10, 2024 and ending on May 5, 2025

3.4 Continuing Effect of Agreement. Exce pt as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1.

3.5 Adequate Consideration. Th e Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

3.6 Severability. If any porti on of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.7 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.

[SIGNATURES ON FOLLOWING PAGE]
Item 1U - Page 6

Revised: 10.31.23

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND [***INSERT NAME***]

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

CONTRACTOR:

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

Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No.

APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk

APPROVED:

By: _______________________________ Date:

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

Item 1U - Page 7
ATTACHMENT %
Item 1U - Page 8
Revised 12.21.23 Page 1 of 22
CONTRACT SERVICES AGREEMENT 24S123
SECTION 14 HISTORICAL CONTEXT STUDY
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on June 10, 2024, by and between the City of Palm Springs, a Califor nia charter city and municipal corporation (“City”), and Archite ctural Resources Group , Inc., a California 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 histori cal research consultant, for a historical context study for Section 14 in Palm Springs, (“Project”).

B. Contractor has submitted to City a proposal dated May 10, 2024 to provide a historical context study of Section 14 in Palm Springs, 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 servi ces of Contractor for the Project.

NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contai ned 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 sha ll be performed in a comp etent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qua lified members of the profession currently practicing under similar conditions. In the event of any inconsis tency 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 an d 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 1U - Page 9

Revised 12.21.23 Page 2 of 22

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 sh ould 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 a dditional 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 $74,990.

3.2 Method of Payment . In any month in which C ontractor wishes to receive payment, Contractor shall submit to City an invoi ce 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 sha ll be based on the schedule of fees set forth in Exhibit “A” for authorized services performed. City shall pay C ontractor 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 add itional 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 1U - Page 10

Revised 12.21.23 Page 3 of 22

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 unde r this Agreement shall be performed under the agreed upon schedule of perform ance set forth in Exhibit “A.” Any time period extension must be approved in writing by the Contract Officer.

4.3 Force Majeure . The time for performance of 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 ev ent 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 qua rantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, em ergency 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 th e Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusi ve 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 acco rdance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of approximately six months, commencing on June 10, 2024, and ending on December 31, 2024, 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 cau se, 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 te rmination, Contractor sh all immediately cease all Services except such as may be specifically a pproved by the Contract Offi cer. Contractor shall be entitled to compensation for all Services rendere d 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 Se rvices and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action.

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














Item 1U - Page 11

Revised 12.21.23 Page 4 of 22

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: Katie Horak , Principal . It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for C ity to enter into this Agreement. Therefore, the foregoing principal shall be re sponsible during the term of th is 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"). C ontractor shall be responsible fo r 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 Cont ract 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, a nd 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 appr oval. In addition, neither this Agreement nor any interest may be assi gned 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 Agreemen t including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsi ble 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 spec ified. Contractor sha ll perform all required Services as an independent contractor of City and shall not be an empl oyee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all repor ts and obligations respecting such personnel, including, but not limited to: so cial security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contract or 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 1U - Page 12

Revised 12.21.23 Page 5 of 22

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 a ny personnel assigned by Contractor by providing written notice to Contractor.

Name: Title:

Katie Horak Principal-In-Charge
Mary Ringhoff Senior As sociate/Project Manager
Andrew Goodrich Senior Associate
Elysha Paluszek Associate
Brannon Smithwick Architectural Historian

5.6 California Labor Code Requirements .

A. Contractor is aware of the requireme nts 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 requireme nts on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are bei ng 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 maintena nce or $25,000 or more for construction, alteration, demolition, insta llation, or repair, Contractor agre es to fully comply with such Prevailing Wage Laws. Contract or 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 a pprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Secti ons 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarm ent of contractors and subcont ractors (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 comp ensation is $15,000 or more for maintenance or $25,000 or more for construction, a lteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contract or and all subcontractors performing such Services must be registered w ith the Department of Industria l Relations. Contractor shall maintain registration for the duration of the Proj ect and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Re lations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. 













Item 1U - Page 13

Revised 12.21.23 Page 6 of 22

6. INSURANCE
Contractor shall procure and ma intain, 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), indemn ify, 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, se ttlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (coll ectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s em ployees included), for damage to property, including property owned by City, for any viol ation 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 willf ul misconduct committed by Contract or, 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 Indemn ified Parties. Under no circ umstances 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, an d/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 rela te to the negligence, recklessnes s, 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 juri sdiction, 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 Servi ces 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 a nd free access to such books and records at all 













Item 1U - Page 14

Revised 12.21.23 Page 7 of 22

reasonable times, including the right to inspect, copy, audit, and make re cords and transcripts from such records.

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

8.4 Release of Documents . All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly wit hout 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 sha ll 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 accoun ting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and docume nts 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 fo r 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 cons trued 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 a ny dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the C ounty 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 ambiguitie s 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 conve nience 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 exer cise of any right or remedy of a non- defaulting Party on any de fault shall impair such right or reme dy or be construed as a waiver. 













Item 1U - Page 15

Revised 12.21.23 Page 8 of 22

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 sh all be a waiver of any other de fault concerning the same or any other provision of this Agreement.

9.4 Rights and Remedies are Cumulative . Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Part y 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 th e Parties with respect to this Agreement results in litigation or any non-judici al 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 EMPL OYEES: 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 whic h 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 orienta tion, gender identity, gender expression, physical or mental disability, or medical cond ition (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 













Item 1U - Page 16

Revised 12.21.23 Page 9 of 22

in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment a dvertising; 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 th e provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting.

11. MISCELLANEOUS PROVISIONS

11.1 Notice . Any notice, demand, request, consen t, approval, or communication that either Party desires, or is required to give to the other Pa rty or any other person shall be in writing and either served personally or sent by pr e-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 S ection. 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 Ma nager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262

To Contractor: Architectural Resources Group
360 E. 2
nd Street, Suite 225
Los Angeles, CA 90012
Attention: Katie Horak, Principal

11.2 Integrated Agreement . This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotia tions, 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 ot her 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 applic able law. In the event that any one or more of the phrases, sentences, clause s, paragraphs, or secti ons contained in this Agreement shall be declared invalid or unenforc eable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenfor ceability 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.















Item 1U - Page 17

Revised 12.21.23 Page 10 of 22

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, includi ng, without limitation, any ri ghts as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement.

11.7 Recitals. The above-referenced Recitals ar e hereby incorporated into the Agreement as though fully set forth in this Ag reement 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.

11.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provide d, 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 Sancti ons 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. [SIGNATURES ON NEXT PAGE]














Item 1U - Page 18

Revised 12.21.23 Page 11 of 22

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND ARCHITECTURAL RESOURCES GROUP, INC.

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

CONTRACTOR:

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

Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No.

APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk

APPROVED:

By: _______________________________ Date:

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















 

Item 1U - Page 19

Revised 12.21.23 Page 12 of 22

EXHIBIT “A”

SCOPE OF SERVICES/WORK

Including,

Schedule of Fees

And

Schedule of Performance














Item 1U - Page 20

Revised 12.21.23 Page 13 of 22

SECTION 14 – SCOPE OF WORK

1.1 Background:

A. Between 1930 and 1965, Section 14, which is property held in trust by the federal government on behalf of members of the Cahuilla Band of Agua Caliente Indians and the Tribe itself, was home to many reside nts, including Black, Indigenous, and other minority residents. Restrictive federal la nd leasing laws kept the Agua Caliente from developing their land until the Tribe sought Congressional approval to allow longer term leases in the late 1950s. During th e 1960’s, and after changes in Federal Law allowed for longer term leases of Tribal Land, the City of Palm Springs participated in the eviction of Section 14 residents, including the destruction of homes and personal property, so that the Section 14 property could be developed commercially.

B. On September 29, 2021, the Palm Springs City Council issued a formal apology for the City’s role in evicting individuals from Section 14 in the 1960’s, and at the meeting of November 18, 2021, Staff issued a report to facilitate consideration of a reparations program.

C. On April 11, 2022, Staff met with represen tatives (Community Group) from Desert Highland Gateway Estates Community Acti on Association, Section 14 Survivors, Black History Committee, and Where is My Land? (an organization dedicated to helping Black Americans reclaim stolen land and secure restitution).

D. During the conversation, the Community Group expressed a desire that the City focus its efforts on first providing direct payments to former residents (who actually lived on Section 14), as opposed to focusing on housing and other programs related to reparations. Several of the former resi dents are now seniors and housing programs may not be their top priority. The Commun ity Group also expressed that, in addition to other reparations programs, there should al so be monetary restitution and that this effort be fast tracked.

E. The Community Group informed Staff th at they conducted a survey and have produced a list of approximately 120 survivor s, the majority of whom no longer live in Palm Springs. They are also working with two certified public accountants and investigators to identify and verify de scendants. Other comments made by the Community Group include the following:

1. Some felt that housing programs may fu lfill a community need separate from reparations.

2. The Desert Highlands Gateway neighbor hood, where some former residents of Section 14 relocated, already suffers fro m a 41% poverty rate for children under 18 and has been historically underserved.

3. Oversight of any programs developed or funds to be provided should include someone from the Community Group.

4. This is an opportunity for the City to be a trailblazer in regard to reparations and restitution.














Item 1U - Page 21

Revised 12.21.23 Page 14 of 22

F. At a City Council meeting on April 21, 2022, the City Council discussed potential reparations programs. At that time, the City Council provided direction to City staff regarding the exploration of programma tic reparations and direct monetary compensation.

G. On May 4, 2022, the City received a Gove rnment Claim, on behalf of former residents of Section 14. And, on Novemb er 29, 2022, the City received a document entitled “Amended Claim Form” on behalf of former residents of Section 14.

H. At this point in time the City Council is r eady for staff to move forward with a study to provide a complete history of the communities in the City that were impacted by the displacement of residents of Section 14. This study is intended to be used by the City Council in its desire to explore possi ble programmatic reparations and/or direct monetary compensation.

1.2 Scope:

A. Program - Former Residents. The scope of services will involve extensive research to document the former residents that lived in the area during the timeframe of when the land was redeveloped, and when the residents were required to leave their homes.

B. Kickoff Meeting. A kickoff meeting will be he ld to start the process and City staff will provide any additional information or source documents the Contractor may need to complete these tasks.

C. Historical Context. The Contractor shall validate the history of the displacement of this community and provide a dditional historical research that may be necessary to develop a complete understanding of what occurred before, during and after the displacement took place. The report should include a historical analysis of the efforts of the Aqua Caliente Band of Cahuilla Indians to reclaim the ability to use their land as they believed mo st appropriate. The histor ical context should include the history of how control of the Tribe’ s land was taken from them and then what efforts, including those of the City, gave control back to the Tribe. In addition, the historical context study shall analyze the effects on the former residents and the subsequent communities in Palm Springs where they now reside, especially in the areas related to the quality of life today. Such research and validation shall include, but not be limited to, the people affected, demographic shifts of inhabitants, racially and culturally and discriminatory policies that may have existed in the area during the 1950s and 1960s when the residents were displaced. The report should include an analysis of the specific actions take n by the City of Palm Springs, including the specifics of the City’s participation in the evictions. Without limiting the general nature of the foregoing, the report should address the following questions regarding the eviction process:
a. When did it begin?
b. Who led the process and w ho else was involved?
c. When and how did the City become involved?
d. What were steps taken by the others and by the City? 













Item 1U - Page 22

Revised 12.21.23 Page 15 of 22

e. What notices were provided, by whom and when?
f. What news reports and publicity at th e time should residents of Section 14 have seen and heard?
g. Who was present on Section 14 and when?
h. What was the general racial compos ition of the Section 14 population at the relevant times?
i. Who left generally when, and unde r what circumstances specifically? j. What role did race, and ethnicity play in the eviction process? k. Were the evictions legally carried out in accord with the law at the time of the evictions? If not, where, and how to the greatest extent possible did they fail to follow the legal demands of the time?
l. What efforts were made, if any, to protect the personal property within the homes?
m. How many, and whose, homes were burned and raised?
n. What general injuries/socioeconomic impacts resulted to the residents of Section 14 due to evictions?
The report should indicate what eviction procedures were in place at the relevant times, whether and to what extent they were they followed, and what was initiated by the City of Palm Springs versus other parties. The report should also include analysis of what the regulations were (and if they were later changed) regarding residents who build their own houses but ar e evicted from the property. Lastly, for historical context, the report should indicate, to the extent ascertainable, whether the residents made aware, when they leased the land, about what could happen regarding evictions and the homes that they built. The report shall not include any discussion about reparations options, as that will be the subject of future consideration by the City.

D. Research. The Contractor shall provide a co mplete vetting of the affected residents of Section 14 to determine who was impacte d directly by the displacement. This may require an extensive outreach and ve rification process to determine a fully vetted list of former residents. This would involve resear ch utilizing various sources, including official public and cour t records, contemporaneous newspaper publications, academic resources, oral hist ories and any other reliable sources of information.

E. Feedback/Reviews. The Contractor shall pr epare an initial draft of the study along with resident list and be prepared to meet and gain feedback from the City Council and staff. Incorporate any feedback from this session into a second draft. After any further comments submit a third draft for review by City Council and staff and be prepared to meet and gain final feedback for the final draft. Once the final study is submitted, the Contractor shall be prepared to make a presentation of the summary of its findings in an in-person public Council Meeting. 













Item 1U - Page 23

Revised 12.21.23 Page 16 of 22

F. Reference Documents. A few reference documents have been attached to this scope of work to assist the Contractor in beginning these work tasks. These documents are not meant to be all inclusive, but to provi de some context to the background of what has been completed in the past. These documents include:

1. Citywide Historical Context Statemen t and Survey Findings by the Historic Resources Group

2. City Council Staff Report dated November 18, 2021 – initial report on reparations program discussion

3. City Council Staff Report dated April 21, 2022 – follo w up report on reparations program discussion now also including demographics and community proposal

4. Government Claim and “Ame nded Claim Form” filed on behalf of the former residents of Section 14.

5. Links to the related listening sessions as follows:

City Council | Listening Session ENG - YouTube
City Council | Apr 21 2022 - YouTube

1.3 Deliverables:

The Contractor shall provide the following deliverables:

1. Historical Context Study (three drafts plus final)

2. Vetted list of former residents affected by the redevelopment of Section 14 land (three drafts plus final)

1.4 Schedule:

Work shall be completed within six months following issuance by the City of a notice to proceed.

1.5 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 monthl y payments based on the per centage of work completed for the previous month as long as a detaile d progress report is provided to support the amount requested. No additional compensa tion will be due by the City unless the contract is modified for additional work requested by the City.















Item 1U - Page 24

Revised 12.21.23 Page 17 of 22















Item 1U - Page 25

Revised 12.21.23 Page 18 of 22

EXHIBIT “B”

INSURANCE PROVISIONS

Including

Verification of Coverage,

Sufficiency of Insurers,

Errors and Omissions Coverage,

Minimum Scope of Insurance,

Deductibles and Self-Insured Retentions, and

Severability of Interests (Separation of Insureds)














Item 1U - Page 26

Revised 12.21.23 Page 19 of 22

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 Cont ractor’s performance under this Agreement.

Contractor shall procure and maintain all insuran ce 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 sha ll be kept in full force and effect during the term of this Agreement, including any extensi ons. 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 designati ng 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 comme ncement of services. The procuring of such insurance and the delivery of policies, certificat es, and endorsements evid encing 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 singl e 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 oc currence 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, empl oyees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contri bute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and 













Item 1U - Page 27

Revised 12.21.23 Page 20 of 22

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 insura nce 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 Agreem ent for at least three years af ter completion of Contractor’s services under this Agreement. C ontractor 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 St ate 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, in cluding additional insured endorse ments, affecting all of the coverages required by this Agreement. The cer tificates 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 e ndorsements are not required for Errors and Omissions and Workers’ Compensation policies.

Verification of Insurance cove rage 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 approve d Additional Insured Endorsement with the following endorsements stated on the certificate:

A. "The City of Palm Springs, its offici als, 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-contri butory over any insurance or self- insurance the City may have..." ("as respects City of Palm Springs Contract No.___ " or "for any and all work performed with the City" may be included in this statement).

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















Item 1U - Page 28

Revised 12.21.23 Page 21 of 22

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

In addition to the endorsement s listed above, the City of Pa lm 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 in surance must be authorized by a person with authority to bind coverage, whether that is the au thorized 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. Contr actor guarantees payment of a ll 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 1U - Page 29

Revised 12.21.23 Page 22 of 22

EXHIBIT “C”
EXECUTIVE ORDER N-6-22 CERTIFICATION

Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.

Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California gr ant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.

The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) th e person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.

Signature:

Printed Name:

Title:

Firm Name:

Date:





























Item 1U - Page 30

ATTACHMENT C

Item 1U - Page 31

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principal Place of Business)

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

4. State where Entity is Registered with Secretary of State

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

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

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

________________________ F Officer F Director F Member F Manager [name] F General Partner F Limited Partner
FOther ___________________________

_______________________________ F Officer F Director F Member F Manager [ n a m e ] F General Partner F Limited Partner
F Other __________________________

________________________________ F Officer F Director F Member F Manager [ n a m e ] F General Partner F Limited Partner
F Other __________________________
Architectural Resources Group, Inc.

Pier 9, the Embarcadero, #107, San Francisco, CA 94111
360 E. 2nd Street, #225, Los Angeles, CA 90012
California
X
Naomi Miroglio
x
Katie Horak x
Lisa Yergovich x
Item 1U - Page 32

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

EXAMPLE

JANE DOE

[name of owner/investor]

50%, ABC COMPANY, Inc.

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

[name of owner/investor]

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

[name of owner/investor]

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

[name of owner/investor]

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

[name of owner/investor]

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

[name of owner/investor]

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

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

Signature of Disclosing Party, Printed Name, Title

Date

Naomi Miroglio 26%, Architectural Resources Group
Katie Horak 13%, Architectural Resources Group
Debbie Cooper 13%, Architectural Resources Group
Kitty Vieth 13%, Architectural Resources Group
Maya Foty 13%, Architectural Resources Group
December 19, 2024
Item 1U - Page 33

City of Palm Springs, CA.

Business Disclosure Supplementary Instructions

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

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

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

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

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

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

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

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

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

4. Acme Brothers 2, LLC, a California limited liability company a. Managers: George Doe
b. Ownership:
i. 50%
Item 1U - Page 34

CITY COUNCIL STAFF REPORT
DATE: JANUARY 9, 2025 CONSENT CALENDAR
SUBJECT: ACCEPTANCE OF THE 2024 PAVEMENT REHABILITATION PROJECT, CITY PROJECT 24-01, AND APPROVAL OF A SECOND TASK ORDER UNDER ON-CALL AGREEMENT NO. A8566 WITH DUDEK, INC.

FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:

Formal City Council acceptance of the 20 24 Citywide Pavement Rehabilitation, City Project No. 24-01 (“the Project”), is required to document the completion of the public works improvements, and to allow for the City’s filing of a Notice of Completion with the Riverside County Recorder in accordance with Section 9200 of the California Civil Code.

Approval is needed for Dudek, Inc.’s, second task order which is required to cover the additional project management time, inspection services, and material testing that were required to complete the Project.

RECOMMENDATION:

1. Accept the subject Project as completed in accordance with the contract documents;

2. Authorize the City Manager to approve Task Order No. 2 for additional project management and inspection services from an on-call engineering services firm, Dudek, Inc., for $71,500 and a new not-to-exceed limit of $286,500; and

3. Authorize the City Engineer to execute and file a Notice of Completion for recordation with the Riverside County Recorder.

BUSINESS PRINCIPAL DISCLOSURE:

The Public Integrity Disclosure documents for Matich and Dudek are included as Attachment A.

Item 1V - Page 1
City Council Staff Report
January 9, 2025 -- Page 2
Pavement Rehabilitation Notice of Completion

BACKGROUND:

On February 29, 2024, the City Council awarded a construction contract in the amount of $8,799,456 to Matich Corporation (the “Contractor”), $215,000 to Dudek, Inc. (Construction Management with material inspections), and $15,410 to The Solis Group (Work Force Agreement administrator) for the Project.

STAFF ANALYSIS:

Construction of the Project started on April 15, 2024, and was substantially completed by October 28, 2024. The Project included approximately 2.15 million square feet of full pavement reconstruction and approximately 46,000 tons of new asphalt placed throughout the City. In addition, the Wastewater Treatment Plant asked Engineering Services for assistance in the repair of failing access roads inside the plant under this contract. On July 9, 2024, additional funding was appropriated from the Wastewater Fund Balance in the amount of $347,380 for a new not-to-exceed contract amount of $9,146,836.

During construction, the Project required ex tensive material and compaction testing beyond what Dudek originally anticipated. In addition, the Project timeline was extended approximately two months beyond the original completion date. As the Project came to a close at the end of October, the final costs for construction management were still being negotiated. Staff and Dudek concluded negotiations on the final costs to close out the Project in early November. A copy of Dudek’s proposal for additional services is included as Attachment B.

In a noted difference from past pavement projects, the Staff allotted approximately 30% of the pavement budget to rehabilitate arterials such as East Palm Canyon from South Palm Canyon to Farrell Drive. The work on the arterials was received well by the residents with requests to include more arterials in future pavement projects. A copy of the Notice of Completion is included as Attachment C.

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 subject Project, is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority “Community Infrastructure”, specifically area 2B, 5-Year Capital Improvement Plan (Accelerate Street Paving).

Item 1V - Page 2
City Council Staff Report
January 9, 2025 -- Page 3
Pavement Rehabilitation Notice of Completion

FISCAL IMPACT:

During construction there were quantities that were reduced or increased by Matich, Dudek, and The Solis Group. The original and final amounts are listed along with changes in the final balance costs for each contract in Table 1 below:

Contractor/Consultant Purchase Order Ad
justments Final Balancin g Amount
Matich Corporation $9,146,836 ($832,608.88) $8,314,227 Dudek, Inc. $215,000 $71,500 $286,500
The Solis Group $15,410 $5,000 $20,410
Total $9,377,246 ($756,109) $8,621,137
Table 1

There is an overall project savings of $756,109 as shown in the final balancing change order included as Attachment D.

The City is holding retention in the amount of $415,711.36 for Matich, pending the acceptance of improvements and filing the Notice of Completion with the County Recorder’s Office. The Project account will be closed out upon final payment to the Contractor.

REVIEWED BY:

City Engineer: Joel Montalvo
Deputy City Manager: Flinn Fa gg
City Manager: Scott Stiles

ATTACHMENTS:

A. Public Integrity Disclosure – Matich and Dudek
B. Dudek, Inc. Proposal
C. Notice of Completion
D. Final Balancing Change Order – Matich

Item 1V - Page 3

Attachment A
Item 1V - Page 4
Item 1V - Page 5
Item 1V - Page 6
Item 1V - Page 7
Item 1V - Page 8

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principle Place of Business)

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

4. State where Entity is Registered with Secretary of State

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

5. Type of Entity

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

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

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

F Other _______________________________

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

F Other _________________________________

______________________________________________ F Officer F Director F Member F Manager [name]
F General Partner F Limited Partner
Dudek
605 Third Street, Encinitas, CA 92024
78-075 Main Street, Suite G-203, La Quinta, CA 92253
California
X
Frank Dudek
X
Mark Girard, Member
Joseph Monaco, Member
Peter Quinlan, Member
Robert Ohlund, Member
Gerry Salontai, Member
Tom Larkin, Member
X
X
Item 1V - Page 9

F Other _______________________________

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

EXAMPLE

JANE DOE

[name of owner/investor]

50%, ABC COMPANY, Inc.

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

[name of owner/investor]

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

[name of owner/investor]

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

[name of owner/investor]

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

[name of owner/investor]

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

[name of owner/investor]

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

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

Signature of Disclosing Party, Printed Name, Title

Date

Frank Dudek 24%
ESOP 35%
George Litzinger
CM Division manager April 24, 2020
Item 1V - Page 10

Attachment B
Item 1V - Page 11
Item 1V - Page 12

Attachment C
Item 1V - Page 13

Name
Street
Address
City &
State

SPACE ABOVE THIS LINE FOR RECORDERS USE

NOTICE OF COMPLETION
(CA Civil Code §§ 8180-8190, 8100-8118, 9200-9208)
NOTICE IS HEREBY GIVEN THAT:

1. The undersigned is an owner of an interest of estate in the hereinafter described real property , the nature of which interest or estate is:
_________________________________________________________________________________ (e.g. fee, leasehold, joint tenancy, etc.)

2. The full name and address of the undersi gned owner or reputed owner and of all co-owners or reputed co-owners are:

Name Street and No. City State
__________________________________________________________________________________________________________

3. The name and address of the direct contractor for the work of improvement as a whole is:
__________________________________________________________________________________________________________

4. This notice is given for (check one):
 Completion of the work of improvement as a whole.
 Completion of a contract for a particular portion of the work of improvem ent (per CA Civ. Code § 8186).

5. If this notice is given only of completion of a contract for a particular portion of the work of improvement (as provided in CA Civ. Code § 8186), the name and address of the direct contractor under that contract is:
___________________________________________________________________________________________________________

6. The name and address of the construction lender, if any, is:
___________________________________________________________________________________________________________

7. On the ____________ day of ___________, 20___, there was completed upon the herein described property a work of improvement a s a whole (or a particular portion of the work of improvement as provided in CA Civ. Code § 8186) a general description of the work provided:
___________________________________________________________________________________________________________

8. The real property herein referred to is situated in the City of __________________________, County of _______________________ _ State of California, and is described as follows:
___________________________________________________________________________________________________________

9. The street address of said property is:
___________________________________________________________________________________________________________

10. If this Notice of Completion is signed by the owner’s succe ssor in interest, the name and address of the successor’s transfe ror is:
___________________________________________________________________________________________________________ I certify (or declare) under penalty of perjury under the laws of the State of California that the foregoing is true and correc t.

Date: _______________________________________ By : ________________________________________________________ Signature of Owner o U Owner’s Authorized Agent
&LW\RI3DOP6SULQJV 

Recording Requested By:

When Recorded Mail To:

Item 1V - Page 14
City of Palm Springs
Brenda Pree, City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Fee
City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 Matich Corporation, 1596 Harry Sheppard Blvd, San Bernardino, CA 92408 ✔
Not Applicable
Not Applicable
28 October 28
Pavement rehabilitation at various streets throughout the City for CP No. 24-01 Palm Springs Riverside
Various - See attached map
Various - See attached map
Not applicable
Joel Montalvo/City Engineer

VERIFICATION
I, ___________________________________________ ____, state: I am the ________________________________ __ (“Owner”, “President”, “Authorized Agent”, “Partner”, etc.) of the Owner identified in the foregoing Notice of Completion. I have read said Notice of Completion and know the contents thereof; the same is true of my own knowledge.

I declare under penalty of perj ury under the laws of the St ate of California that the fo regoing is true and correct.

Executed on _______________________, _______ (date), at _____________________________________________________ (City), ________ (State). ______________________________________________________
Signature of Owner or Owner’s Authorized Agen
-RHO0RQWDOYR&LW\(QJLQHHU
&LW\RI3DOP6SULQJV

PROOF OF SERVICE DECLARATION
a.
b.
c. 
_____________________________________________________________ (Signature of Person Making Service)

STATE OF CALIFORNIA
COUNTY OF ______________________________________
On _________________________________________, ________ ( date), before me, ____________________________________________, Notary Public (name and title of officer) personally appeared __________________________________________who proved to me on the basis of satisfactory evidenc e to be the person(s) whose name(s) is/are subscribed to the within instrument and ack nowledged to me that he/ she/they executed the same in his/her/their authorized capacity(ies) , and that by his/her/t heir signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PURJURY under the la ws of the State of California that the foregoing paragraph is true and correct.

Witness my hand and official seal.
_____________________________________________
Signature
A Notary Public or other officer comple ting this certificate verifies only the i dentity of the individual who signed the docume nt to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

Item 1V - Page 15
Joel Montalvo City Engineer
Palm Springs CA
PAGE 2
PAGE 3
PAGE 4
PAGE 5
PAGE 6
PAGE 1
General Site Plan
N
Black line is
Caltrans ROW
Item 1V - Page 16
PAGE 2
N
Black line is
Caltrans ROW

RADIO RD
ALLEY WAY @JUNIPERO AVE

VIA NORTE

MARISCAL RD

COTTONWOOD RD
Item 1V - Page 17
PAGE 3
N
Black line is
Caltrans ROW

SALVIA RD

VISTA CHINO

EXECUTIVE DR

VIA ESCUELA

ARNICO ST &

NORLOTI ST

GENE AUTRY TRAIL

VISTA CHINO
Item 1V - Page 18
PAGE 4
N

CAMINO REAL

VALMONTE NORTE

VALMONTE SUR

VIA CORTA

GRANVIA VALMONTE

BELARDO RD

CALLE ENCILIA

CALLE PALO FIERRO
Item 1V - Page 19
PAGE 5
N
Black line is
Caltrans ROW

BARISTO RD

EL CIELO RD

SUNNY DUNES

SUNNY DUNES

GENE AUTRY TRAIL

EAST PALM CANYON
7 LAKES DR

BIRDIE WAY

BROADMOOR WAY
Item 1V - Page 20
PAGE 6
N

ALLEY WAY NEAR

EAST PALM CANYON

CALLE PALO FIERRO

EAST PALM CANYON

PALM TREE DR

OVERLOOK RD

CAMINO BUENA VISTA

LILLIANA DR

MURRAY CANYON

HILLVIEW COVE
Item 1V - Page 21
Attachment D
Item 1V - Page 22
Page1of1
CITYOFPALMSPRINGS
CONTRACTCHANGEORDERNo.2
CPNO.24Ͳ01PAVEMENTREHABILITATION
Contractor:MatichCorporation Date:January9,2025 CONTRACTCHANGEORDERSUMMARY
ThislumpsumfinalbalancingContractChangeOrderNo.2istoaddressquantitychangesthroughouttheproject. CONTRACTCHANGEORDERCOST
TotalLumpSumChangeOrderAmount:Ͳ$832,608.88
CHANGESTOCONTRACTTIME:
69CalendardayswillbeaddedtothecontracttimeduetochangesinschedulerequestedbytheCityanddelaysin punchlistmaterialssuchasthesurveymonuments.
SummaryofCosts:
OriginalContractAmount: $8,799,456.00 ConstructionStartDate: 04/15/2024 PreviousChangeOrders: $347,380.00 PreviousAgreedCompletionDate: 09/21/2024 ThisChangeOrderAmount: Ͳ$832,608.88 CalendarDaysAdded: 69 RevisedContractAmount: $8,314,227.12 RevisedCompletion: 10/28/2024 IhavereceivedacopyofthisChangeOrderandtheaboveAGREEDPRICESareacceptable. MatichCorporation
BrettSimon,ProjectManager Date 
CityofPalmSprings
ApprovedBy:

JoelMontalvo,CityEngineer Date 
AttestBy:

BrendaPree,CityClerk Date 
ID Description Cost
1 PULVERIZE,EXCAVATION&EXPORT Ͳ$143,633.73
2 CRACKSEAL Ͳ$21,600.00
3 MONUMENTTYPEA&B Ͳ$29,550.00
4 TYPEDLOOP Ͳ$8,640.00
5 R&RRAMPTYPEA,B,&C Ͳ$117,873.00
6 FIELDORDERS&CHANGEORDERS Ͳ$349,415.89
7 STRIPING/PAVEMENTMARKINGS Ͳ$161,896.26
Item 1V - Page 23

CITY COUNCIL STAFF REPORT
DAT
E: JANUARY 9, 2025 CONSENT CALENDAR
SUBJ
ECT: AUTHORIZE A SECOND TASK ORDER WITH BERG AND ASSOCIATES, INC. IN THE AMOUNT OF $ 236,934.21, PURSUANT TO AGREEMENT A8567 FOR ADDITIONAL CONSTRUCTION MANAGEMENT AND
INSPECTION SERVICES ASSOCIATED WITH STORM LINE 20, STAGE 3, CITY PROJECT NO. 19-15
FR
OM: Scott C. Stiles, City Manager
BY: Engi
neering Services Department
SUMMARY:

Approval
of this second task order with Berg and Associates, Inc. for City Project 19-15 (“Project”), Storm Drain Line 20, Stage 3, will allow for continued construction management & inspection services (CM) to complete and closeout the Project.

RECOMMENDATION:

1. Aut
horize the City Manager to approve a second task o rder in the amount of $236,934.21 for additional CM professional services with Ber g and Associates , Inc., an ‘on-call’ firm for CM services; and

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

BUSINESS PRINCIPAL DISCLOSURE:

The P
ublic Integrity Disclosure Form from Berg & Associates, Inc. is included as Attachment A.

BACKGROUND:

St
orm Drain Line 20 has been identified by Staff as the City's highest priority master - planned storm drain facility to help with flooding in select areas/intersections. Storm Drain Line 20 consists of approximately 5,355 linear feet of reinforced concrete pipe (RCP) and supporting structures. Storm Line Drain 20 is located along Farrell Drive between Tahquitz Canyon way and Ramon Road, as well as along Ramon Road between Farrell Drive and El Cielo Road. See Figure 1 on the following page.

Item 1W - Page 1
City Council Staff Report
January 9, 2025 -- Page 2
Storm Drain Line 20 – Construction Management Services
Figure 1 – Project Location Map
Master-planned storm drain facilities are significantly expensive to construct, leading to delays in implementing the Master Drainage Plan until enough funds have been accumulated by Riverside County Flood Control (RCFC) and/or the City to cover the cost.

The last master-planned storm drain facility was constructed by the City in 2009.

STAFF ANALYSIS:

On A
ugust 2, 2023, a Request for Proposal s (RFP) was submitted to the City’s on- call construction management and inspection services firms. The requested RFP was written to ensure that the selected firm demonstrated successful experience and capacity to provide construction management with inspection services to municipal government agencies similar to those required by the City.

On S
eptember 1, 2023, the City received three proposals from the firms of Berg & Associates, Dudek, and Southstar Engineering & Consulting. Following a formal review of the proposals, Staff recommended the City Council to approve a task order under On- Call Agreement A8567 with Berg & Associates (Berg) not to exceed $473,501.88.

The C
ontractor ( Alabbasi) experienced several delays during construction and had to change construction methods during the installation of the storm drain line due to variable site conditions. In addition, the Contractor had to realign approximately 100 feet of storm Item 1W - Page 2
City Council Staff Report
January 9, 2025 -- Page 3
Storm Drain Line 20 – Construction Management Services
drain line due to field conflicts. The obstacles encountered during construction resulted in additional working days for the Contractor. Berg, the City’s Construction Manager, did not anticipate having to spend the additional time on the Project. Based on Berg’s analysis, an additional 84 days of project management and project closeout are required to successfully complete work on the Project.

St
aff requested a proposal to complete the Project. Berg provided the not-to-exceed cost proposal, Attachment B, for continued services. The proposed additional cost is based on the Contractor’s schedule of remaining work and discussions between the Contractor, Staff, and Berg.

ENV
IRONMENTAL ASSESSMENT:

Sec
tion 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act ("CEQA"). In accordance with Section 15303 "New Construction or conversion of small structures," Class 3d projects consist of water main, sewage, electrical, gas, and other utility extensions, including street improvements of reasonable length to serve such construction, and for the purpose of public safety; therefore, the Palm Springs Storm Drain Line 20, City Project No. 19-15, is considered categorically exempt from CEQA, and a Notice of Exemption will be prepared and filed with the Riverside County Clerk.

ALIGNMENT WITH STRATEGIC PLANNING:

This Project aligns with City Council Priority 2A – Improve City Facilities – and will assist in implementing the strategic planning task to Prioritize Deferred Maintenance.

FISCAL IMPACT:

Suf
ficient funds are budgeted and available in the Project account to cover Task Order No. 2 with Berg & Associates.

REVIEWED BY:

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

A. Publ
ic Integrity Disclosure Form
B. Berg & Associates Cost Proposal
Item 1W - Page 3
Attachment A
Item 1W - Page 4

1. 2.

3. 4.

5. Name of Entity

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM
Berg & Associates, Inc.

Address of Entity (Principle Place of Business)
302 W. 5th Street, Suite 210
San Pedro, CA 90731
Local or California Address (if different than #2)
51431 Avenida Navarro
La Quinta, CA 92253
State where Entity is Registered with Secretary of State California
If other than California, is the Entity also registered in California? n Yes n No Type of Entity
� Corporation D Limited Liability Company D Partnership D Trust D Other (please specify)

6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity Deborah Berg � Officer D Director D Member D Manager
[name]
D General Partner D Limited Partner
□ Other
Alicia Berg � Officer D Director D Member D Manager
[name]
D General Partner D Limited Partner
□ Other
Wendy Crawford � Officer D Director D Member D Manager
[name]
n General Partner n Limited Partner

Item 1W - Page 5
□ Other

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

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

Deborah Berg 100%, Berg & Associates, Inc.
[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 � ���
April 29, 2020
Deborah Berg, PresideV

Item 1W - Page 6
Attachment B
Item 1W - Page 7
302 West 5 th Street, Suite 210  San Pedro, CA 90731  Phone (310) 548 -9292  Fax (310) 548 -9195 City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Attn: Andrew Crider, PE
Senior Civil Engineer
December 9, 2024
Subject: CP 19-15: Cost Estimate for Amendment No. 01 Proposer: Berg & Associates, Inc.

Dear Mr. Crider:

Please see attached a cost estimate, Amendment No. 01, for continued Construction Management & Inspection Services for the City’s Storm Drain Line 20 project. This estimate is based on the Contractor’s schedule of work and discussions between CM staff and the City. Our understanding is that the work will continue through December 2024, for roughly 84 working days. We have also included costs for closeout period of 42 WD, roughly January and February 2025.

This cost estimate includes full-time hours for Sr. CM, Bruce Pretty, and part-time hours for a Contract Administrator, Juliana Lara, and Materials Testing, provided by our subconsultant, Geocon.

We look forward to continue serving the City and delivering a successful project.

Should you have any questions, please don’t hesitate to contact me at (310) 548-9292 or [email protected].

Sincerely,
Alicia Berg
Vice President
Attachments: One (1) Cost Estimate for Amendment 1
Item 1W - Page 8
City of Palm Springs
Construction Management, Inspection, & Materials Testing Services for City Project #E 19-15-CM: Storm Drain Line 20, Stage 3
Monday, December 9, 2024
AMENDMENT 1
672 ~84 WD 160 ~20 WD
Key Position Key Staff Rate Hours Cost Hours Cost TOTAL Sr. Construction Manager Bruce Pretty 183.99$ 672 123,641.28$ 160 29,438.40$ 153,079.68$ 153,079.68$
Support Position Support Staff Rate
Contract Administration Juliana Lara 132.31$ 269 35,564.93$ 35,564.93$ ODC's Staff Rate
Vehicles Sr. CM at cost 1,545.60$
1,545.60$
Subconsultant Service Rate
Geocon Materials Testing various 46,744.00$
46,744.00$
236,934.21$
Notes:

2. Above rates do not include overtime, weekend or night work.

3. All rates conform to DIR prevailing wage requirements.

4. Project consumables to be billed at cost without markup.

5. Based on construction and post-con estimate of 104 WD (832 hours FTE)

6. Rates are calculated using Caltrans certified OH of 130% and 10% Fee.

7. Total cost is overall bottom line budget only. Line items are interchangeable within budget.

Total Estimated Costs

1. This cost submittal is an estimated cost proposal. Actual costs are dependent upon contractors schedule and negotiations of costs with City.

Total CM/CI Labor
AMENDMENT NO 1
Total ODC
Total Sub

CONSTRUCTION POST CON
Item 1W - Page 9

CITY COUNCIL STAFF REPORT
DATE: JANUARY 9, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF A CULTURAL MONITORING CONTRACT WITH THE

AGUA CALIENTE BAND OF CAHUILLA INDIANS IN THE AMOUNT OF $115,000 FOR THE SOUTH PALM CANYON BRIDGE REPLACEMENT
AT TAHQUITZ CREEK CHANNEL, CITY PROJECT NO. 12-02, FEDERAL AID PROJECT NO. BRLS-5282(042)
FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:

Award of this cultural monitoring contract with the Agua Caliente Band of Cahuilla Indians (Tribe) will allow the City to proceed with cons truction of the South Palm Canyon Bridge Replacement at Tahquitz Creek Channel, City Project No. 12-02, Federal Aid Project No.

BRLS-5282(042), (the “Project”).

RECOMMENDATION:

1. Approve a cultural monitoring agreement with the Tribe in the amount of $115,000;

2. Delegate authority to the City Manager or designee to approve and execute the cultural monitoring agreement and amendments up to a total amount of $35,000 with all amendments reported to the City Council; and

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

BACKGROUND:

The existing South Palm Canyon Drive Bridge (State Bridge No. 56C0408) spanning the Tahquitz Creek Channel was originally constructed in 1930. The structure was further widened in 1956. The bridge is a reinforced concrete earth-filled spandrel arch structure.

In 2009, the City received a Bridge Inspection Report that showed a low Sufficiency Rating (SR) of 37.1 with a status flag of "Structurally Deficient.” However, this Structurally Deficient classification does not imply that the bridge itself is not safe; the
State has confirmed the bridge is structurally sound and can support vehicle loads. The Structurally Deficient classi fication indicates that structural redundancies are either Item 1X - Page 1
City Council Staff Report
January 9, 2025 -- Page 2
CP 12-02 Cultural Monitoring

inadequate or deficient. Under this classifica tion, the rehabilitation or replacement of the bridge is eligible for federal funding. Figure 1 below shows the location of the Project.

Figure 1 – Site location map

On October 10, 2024, the City Council awarded a construction contract to Riverside Construction, Inc., approved a Professional Services Agreement with Harris and Associates, Inc., for construction management services, inspection, and materials testing, and approved a task order under on-call Agreement No. 23PO41 with TSG Enterprises, Inc., dba The Solis Group, to provide community workforce agreement administration.

STAFF ANALYSIS:

Given the culturally sensitive location of the Project and proximity to recorded cultural sites, the purpose of this Agreement is to formalize procedures for the monitoring of ground-disturbing activities and associated treatment of Native American human remains, as well as associated grave and cultural items, in the event any are discovered during earthwork/ground disturbance activities in conjunction with the development of the Project.

ENVIRONMENTAL ASSESSMENT:

Section 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act (“CEQA”). In accordance with the CEQA Guidelines, the City acting as “Lead Agency” pursuant to CEQA, previously Item 1X - Page 2
City Council Staff Report
January 9, 2025 -- Page 3
CP 12-02 Cultural Monitoring

completed an environmental analysis of the potential impacts resulting from construction of the Project. On April 5, 2017, the City Council adopted Resolution No. 24201, approving and ordering the filing of a Mitigated Negative Declaration for the Project. Subsequently, on April 7, 2017, Staff filed a Notice of Determination with the Riverside County Clerk and State Clearinghouse.

The Project is funded, in part, by federal funds, requiring local oversight by Caltrans. As a federally funded project, the Project is subject to environmental review pursuant to the National Environmental Policy Act (“NEPA”). On May 3, 2017, Caltrans, acting as the lead agency pursuant to NEPA, made an environmental determination that the Project does not individually or cumulatively have a significant impact on the environment as defined by NEPA and is excluded from the requirements to prepare an Environmental Assessment (“EA”) or Environmental Impact Statement (“EIS”), and that the Project qualifies for a Categorical Exclusion (CE) in accordance with 23 USC 326.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority “Community Infrastructure”, specifically 2B, 5- Year Capital Improvement Plan, and identifying high priority facilities.

FISCAL IMPACT:

Sufficient funding is available in the Project budget to cover both the agreement amount of $115,000 and contingency of up to $35,000.

REVIEWED BY:

City Engineer Joel Montalvo
Deputy City Manager: Flinn Fa gg
City Manager: Scott Stiles

ATTACHMENT:

A. Cultural Monitoring Agreement – Agua Caliente Band of Cahuilla Indians Item 1X - Page 3

Attachment A
Item 1X - Page 4
1 No. 02-002-2015-003

NATIVE AMERICAN HUMAN REMAINS AND

ASSOCIATED ITEMS TREATMENT, DISPOSITION,

AND MONITORING AGREEMENT

This NATIVE AMERICAN HUMAN REMAINS AND ASSOCIATED ITEMS TREATMENT, DISPOSITION, AND MONITORING AGREEMENT ( “Agreement”) is made and entered into as of January 9, 2025 by and between the Agua Ca liente Band of Cahuilla Indians, a federally recognized Indian tribe (“Agua Caliente Band of Cahuilla Indians” or “Tribe”) and the City of Palm Springs, with offices at 3200 E. Tahquitz Canyon Way, Palm Springs, CA 92262 (“Client” or “City”). Tribe and Client are sometimes referred to individually as a “Party,” and collectively as the “Parties.”

I. GENERAL PROVISIONS

A. Subject Matter. This Agreement concerns the bridge repair work at South Palm Canyon Drive and the Tahquitz Creek Channel which includes bridge replacement (State Bridge No. 56C0408), new concrete foundations, removal and replacement of channel walls, and concrete slope lining and as more commonly referred to as the South Palm Canyon Drive Bridge Replacement at the Tahquitz Creek Channel (the “Project”) and as more particularly described in Exhibit A to this Agreement, which is attached hereto and incorporated herein by this reference.

Client agrees to pay Tribe an estimated $115,000 as consideration for the work provided pursuant to this Agreement, and as described more fully in Exhibit C , which is attached hereto and incorporated herein by this reference. Client shall provide a copy of this Agreement upon request to the Riverside County Coroner’s Office (the “Coroner”). Client is the Project’s lead agency pursuant to the California Environmental Quality Act ( “CEQA”) (California Public Resources Code, §§ 21000 et seq. ). and responsible for the environm ental compliance of this Project.

Caltrans, District 8, on behalf of the Federal Highway Administr ation, has been designated the Project’s lead agency under Section 106 of the National Historic Preservation Act (“NHPA”) and is responsible for the implementation of 36 C. F.R. Park 800 and the re gulations implementing Section 106 for the Project. The City of Palm Sp rings shall be referred to herein as the “Lead Agency.”

B. Purpose. The purpose of this Agreement is to formalize procedures for the treatment of Native American human remains, as well as associated grave goods and cultural items (“Associated Items”), in the event any are discovered in conjunction with the development of the Project. Such Project development may include archaeological studies, excavation, geotechnical investigations, grading, or any other ground disturbi ng activity. This Agreement also formalizes procedures for cultural monitoring during archaeological studies, excavation, geotechnical studies, grading, and any other ground disturbing activities during Project development. This Agreement is entered into with the acknowledgment by the Parties of the high level of cultural sensitivity of the Project location and its proximity to recorded cultural sites.

C. Scope. This Agreement shall apply to lands owned in fee, lands owned by the United States, and lands owned by the United States for the benefit of an Indian tribe or its members.

Item 1X - Page 5
2 II. TREATMENT AND DISPOSITION OF NATIVE AMERICAN HUMAN REMAINS

AND ASSOCIATED ITEMS (FEE LANDS)

A. Cultural Affiliation. The Parties agree that the Project area set forth in Exhibit A to this Agreement consists of land that has been traced to, and traditionally occupied by, the Agua Caliente Band of Cahuilla Indians. Tribe has desi gnated the Tribal Historic Preservation Office (“THPO”) to act on its behalf with respect to the provisions of this Agreement. Any Native American human remains and Associated Items that are discovered on fee lands in conjunction with the development of this Project shall be treated in accordance with this Section.

B. Coordination with the County Coroner’s Office. Client shall immediately contact both the Coroner and Tribe or cause the Le ad Agency to do the same if Client or Lead Agency discovers any human remains during imp lementation of the Pr oject. The Parties acknowledge and agree that if the Coroner recogniz es the human remains to be those of a Native American, or has reason to believe that the hum an remains are those of a Native American, the Coroner will notify the Native American Heritage Commission ( “NAHC”) within twenty-four (24) hours of the determination, as required by subdivision (c) of Section 7050.5 of the California Health and Safety Code.

C. Most Likely Descendant. If Native American human remains and/or Associated Items are discovered during the development of the Project, the Parties agree that the determination of Most Likely Descendant (“MLD”), under Section 5097.98 of the California Public Resources Code, shall be made by the NAHC. The Coroner will be called upon to decide if the remains are human in nature and will determine whether ther e is a forensic requirement. Once the MLD is designated, the MLD will make all decisions re garding the disposition of the Native American human remains.

If Tribe has been designated the MLD, and if the Coroner, in consultation with the THPO, determines that there is no forensic requirement, then the Native American human remains and/or Associated Items shall be subject to Tribal laws and Policies, including the Tribal Historic Preservation Ordinance.

D. Treatment and Disposition of Human Remains. If Native American remains are found during the development of the Project and Tribe has been designated the MLD, the following provisions shall apply to the Parties:

1. Tribe, as MLD, shall be allowed, pur suant to subdivision (a) of Section 5097.98 of the California Public Res ources Code, to (i) inspect th e site of the discovery; and, notwithstanding subdivision (a) of Section 5097.98 of the California Public Resources Code, to consult with the Client to (ii) make determinations as to how the Native American human remains and Associated Items shall be treated and disposed of with appropriate dignity.

2. Tribe, as MLD, shall complete its in spection within forty-eight (48) hours of being granted access to the site of discovery, as required by subdivision (a) of Section 5097.98 of the California Public Resour ces Code. The Parties agree to discuss in good faith what constitutes “appropriate dignity,” as that term is used in the applicable statutes.

3. Disposition and treatment of Nati ve American human remains and Associated Items shall be accomplished in compliance with subdivisions (a) and (b) of Section Item 1X - Page 6
3 5097.98 of the California Public Resources Code, except as set forth herein. Tribe, as MLD, in consultation with Client, shall make the final discretionary determination regarding the appropriate disposition and treatment of Native American human remains and Associated Items.

4. The Parties are aware that Tribe may wish to rebury the Native American human remains and Associated Items on or near the site of their discovery in an area that shall not be subject to future subsurface disturbances. Client shall accommodate on-site reburial in a location mutually agreed upon by the Parties.

5. The term “Native American human remains” encompasses more than human bones because Tribe’s traditions periodically necessitated the ceremonial burning of human remains. Associated Items are those artifacts associated with any Native American human remains. These items and their ashes are to be treated in the same manner as human bone fragments or bones that remain intact.

E. Treatment and Disposition of Associated Items. Native American human remains and Associated Items reflect traditional religious beliefs and practices of Tribe. Native American human remains and Associated Items that are discovered on the Project site are subject to consultation between Client and Tribe regarding a ppropriate treatment. Tribe’s consent shall be obtained to allow the use of temporary curation facilities, which may temporarily house the collections until the final disposition is agreed upon. Where appropriate and agreed upon in advance, the archaeologist may conduct analyses of certain artifact classes, if required by CEQA, in furtherance of the mitigation measures or conditions of approval for the Project. This may include, but is not limited or restricted to, shell, bone, ceramic, stone, or other artifacts. Client waives all claims to ownership of Associated Items that may be found on the Project site.

F. Non-Disclosure of Reburial Location. It is understood by the Parties that unless otherwise required by law, the site of any rebur ial of Native American human remains and/or Associated Items shall not be disclosed and shall not be governed by public disclosure requirements of the California Public Records Act. The Coroner, Parties, and Lead Agency shall withhold public disclosure of info rmation related to such reburial, if subject to the specific exemption set forth in subdivision (r) of Section 6254 of the California Government Code.

III.COMPLIANCE WITH THE ARCHAEOLOGICAL RESOURCES PROTECTION

ACT AND NATIVE AMERICAN GRAVES PROTECTION AND REPATRIATION ACT (PUBLIC, INDIAN, FEDERAL, AND TRIBAL LANDS)

A. ARPA Compliance. To the extent a portion of Project development is located on “public lands” or “Indian lands,” as those terms are defined in 16 U.S.C. § 470bb, Client shall not, without first consulting with Tribe, excavate, remove, damage , or otherwise alter or deface, or attempt to excavate, remove, damage, or otherwise alter or deface any archaeological resource located on said lands unless such activity is pursuant to a permit issued under 43 C.F.R. § 7.8 or exempted by 43 C.F.R. § 7.5(b). As used in this Section, the term “archaeological resource” has the meaning ascribed to it in 16 U.S.C. § 470bb.

B. NAGPRA Compliance. To the extent a portion of Project development is located on “federal lands” or “tribal lands” as those terms are defined in 25 U.S.C. § 3001, Client shall comply with the requirements of the Native American Graves Protection and Repatriation Act (25 Item 1X - Page 7
4 U.S.C. §§ 3001 et seq.), as implemented by 43 C.F.R. §§ 10.4 to 10.6, which include, but are not limited to: (i) compliance with the requirements for the intentional removal from or excavation of Native American cultural items from federal or tribal lands for the purposes of discovery, study, or removal of such items; and, in the case of inadvertent discovery, (ii) notification in writing of the applicable Secretary of the federal department, or head of any other agency or instrumentality of the United States, having primary management authority with respect to federal lands and the appropriate Indian tribe with respect to tribal lands, if known or ascertainable, if the Client knows or has reason to know that it has discovered Nativ e American cultural items on federal or tribal lands; and (iii) cessation of activities in connection with the discovery in in the area of discovery, so long as any cessation shall not cause an undue delay of the Project. As used in this Section, the term “cultural items” has the meaning ascribed to it in 25 U.S.C. § 3001.

IV. MISCELLANEOUS PROVISIONS

A. Description of Work. The description of the scope of work for Tribe’s Cultural Monitors for the Project is set forth in Exhibit B to this Agreement, which is attached hereto and incorporated herein by this reference. Section I of Exhibit B specifies the duties and responsibilities of Tribe’s Cultural Monitors and other specified parties. Section II of Exhibit B identifies the geographical area that Tribe’s Cultural Monitors shall oversee.

B. Assignment. This Agreement shall not be a ssigned without the prior written consent of either Party.

C. Compensation. Tribe shall receive compensation, including authorized reimbursements, for all work described in Exhibit B. The total estimated compensation for the work shall not exceed ONE HUNDRED FIFTEEN THOUSAND DOLLARS ($115,000).

Compensation for the work shall be in accordanc e with the Monitor Budget Worksheet attached hereto as Exhibit C. Prior to the commencement of any monitoring work, Client shall deposit with Tribe an initial retainer in the amount of fifty percent of the total estimated compensation set forth above or FIFTY-SEVEN THOUSAND FIVE HUNDRED DOLLARS ($57,500). When the retainer drops below an amount equal to ten percent of the total estimated compensation or ELEVEN THOUSAND FIVE HUNDRED DOLLARS ($11,500), Client shall deposit an additional retainer in an amount equal to the initial retainer. Tribe shall credit the retainer amounts toward the total estimated compensation set forth above. Tribe will submit to Client a biweekly itemized statement, which indicates the work completed, any amounts owed, and any credits. The statement will describe the work and supplies provided since the initial commencement date, or since the start of the subsequent billing period, as appropriate, through the date of the statement.

Client shall pay the undisputed portions of statements within thirty (30) days of receipt and will promptly consult with Tribe to resolve any portions that may be in dispute. If any portion of any amount owed is received by Tribe after thirty ( 30) days of the date of any monthly itemized statement (the “Late Penalty Date”), or if any portion of the amount owed is received by Tribe in funds that are not immediately available, then a la te payment penalty shall be due to Tribe. The late payment penalty shall be the portion of the amount owed not received by the Late Penalty Date multiplied by a late factor. The late factor shall be the lesser of: (i) The highest interest rate (in decimal value) which may be levied by law for commercial transa ctions, compounded daily for the number of days from the Late Penalty Date to and including the date that Client actually makes the payment to Tribe, or (ii) 0.000407 per day, compounded daily for the number of days Item 1X - Page 8
5 from the Late Penalty Date to and including the date that the Client actually makes the payment to Tribe.

Tribe will be compensated at a rate of $125.00 an hour for the work contemplated in the attached Exhibit B. A 30-minute unpaid lunch period shall be afforded to Tribe. Client agrees to pay a fifteen percent (15%) administrative fee for the work provided pursuant to this Agreement.

Tribe will invoice Client for any overtime worked at a rate of $187.50 per hour for any time worked by a Cultural Monitor over forty (40) hours within a given work week. The Client shall announce if there are work stoppages at a minimum twelve (12) hours before the scheduled start time. If there are unannounced work stoppages or cancellation of scheduled work (i.e., cancellation of work due to weather conditions) that are not due to the Cultural Monitor’s actions, the Client shall pay the Tribe a minimum half-day charge (four hours).

D. Successor and Assigns. This Agreement shall be binding upon and inure to the benefit of the heirs, successors, representatives , executors, administrators, and assignees of the Parties, including subsequent landowners or Project proponents.

E. Compliance with Laws. Client shall comply with all applicable federal and state laws. Nothing in this Agreement shall excuse Client from any obligation under any applicable federal or state laws, including, but not limited to: CEQA and applicable regulations of the CEQA Guidelines; California Public Resources Code, §§ 5097.98, 5097.99, and 5097.991; California Health and Safety Code, § 7050.5, subd. (c); California Government Code, § 6254; the National Historic Preservation Act, 54 U.S.C. §§ 3001 et seq. and its implementing regulations; the Native American Graves Protection and Repatriation Act, 25 U.S.C. §§ 3001 et seq. and its implementing regulations; and the First Amendment to the United States Constitution. Nothing in this Agreement is intended to make any of the above -referenced laws applicable where such laws would otherwise be inapplicable.

F. Indemnification. Each Party hereby agrees to fully defend, indemnify, and hold the other Party and its officials, directors, officers, employees, designees, representatives, and agents harmless from and against any and all claims, suits, actions, damages, losses, liabilities, expenses, costs (including without limitation, reasonable attorney’s fees and court costs), and/or judgments of every nature or description arising from, or in any way attributable to or related to, the negligence or willful misconduct of the i ndemnifying Party hereunder, including the indemnifying Party’s officers, employees, agen ts, principals, shareholders, directors, and subcontractors.

G. Entirety. This Agreement and Exhibits A, B, C, and D attached hereto constitute the entire agreement between the Parties with respect to the subject matter hereof. No amendment or modification of this Agreement shall be effective unless in writing and executed by both Parties.

H. Damages. Except as set forth in this Agreement, neither Party shall be liable to the other, in any event, for any special or incidental damages arising out of the work performed hereunder, whether arising in contract, tort, or otherwise.

I. Limitation on Scope. This Agreement is unique to the Project only and does not set a precedent for other projects.

Item 1X - Page 9
6 J. Term. This Agreement shall commence on January 9, 2025, and will end on January 8, 2026.

K. Termination. Client has the right to terminat e or abandon any portion or all the work under this Agreement by giving thirty (30) calendar days written notice to Tribe. Client shall pay Tribe the reasonable value of services rendered for any portion of the work completed prior to termination. Tribe shall not be entitled to payment for unperforme d services and shall not be entitled to damages or compensation for termination of work. Tribe may terminate this Agreement for convenience upon thirty (30) calendar days’ written notice to Client.

L. Limited Waiver of Sovereign Immunity. By entering into this Agreement, Tribe does not waive, limit, or alter its tribal sovereign immunity from unconsented suit, arbitration, or other form of compulsory proceeding, whether judicial or otherwise, in any manner, to any extent, or for any purpose, except as expressly set forth in this Section IV.L. Tribe does hereby waive its tribal sovereign immunity to the extent provided below, but only on the terms and to the extent set forth below, and subject to each and all the conditions and limitations set forth below.

1. This limited waiver is hereby provided in favor of Client only and in favor of no other party whatsoever.

2. This limited waiver pertains to Tribe itself only, and not to any subordinate entity, enterprise, affiliate, instrumentality, department, committee, officer, Tribal Councilmember, agent, employee, representativ e, or other party holding any position or performing any function for Tribe.

3. This limited waiver is provided for the sole purpose of allowing Client to enforce as against Tribe the express duties and obligations undertaken by Tribe in this Agreement.

4. Before seeking to enforce any provision of this Agreement, as set forth herein, Client shall first present a concise and simple written statement ( “Notice of Dispute”) to Tribe that sets forth: (i) the breach that Tribe has committed of one or more of Tribe’s express duties and obligations under this Agreement (“Dispute”); (ii) the basis for said breach; and (iii) a statement notifying Tribe that Tribe has failed to cure said breach beyond any applicable notice and cure periods. Tribe, in consultation with Client, will then sche dule a convenient time and place, within fifteen (15) calendar days of its receipt of the Notice of Dispute, for authorized senior representatives of Tribe and Client to meet and confer in person regarding the Notice of Dispute, with the goal of reaching an informal resolution of the Dispute. If Tribe does not so schedule and participate in such a meeting within such timeframe, then the requirement of this subsection shall be deemed to have been met. If Client does not so schedule and partic ipate in such a meeting within such timeframe, Tribe, in consultation with Client, will then schedule a convenient time and place, within fifteen (15) calendar days thereafter to meet and confer as described above. If Client does not so schedule and participate in such second meeting, then Client may take no further action on the Dispute or Client’s Notice of Dispute.

Item 1X - Page 10
7 5. If the meeting described in Section IV.L.4 following a Notice of Dispute is unsuccessful in resolving the Dispute set forth in the Notice of Dispute or Tribe refuses to schedule or participate in such meeting, then Tribe hereby provides a limited waiver of its tribal sovereign immunity from unconsented proceedings in arbitra tion, but only as described and limited herein.

Client may file a demand for arbitration with the Judicial Arbitration and Mediation Services, Inc. (“JAMS”) for binding arbitration of the Dispute in accordance with the JAMS Comprehensive Arbitration Rules and Procedures. Unless the Parties agree otherwise, the arbitration shall be before a single arbitrator who shall be a retired state court or federal court judge with experience in commercial agreements involving Indian tribes. Discovery shall be allowed but consistent with the Federal Rules of Civil Procedure and shall be concluded within sixty (60) calendar days of the filing of the demand for arbitration. The arbitrat or may not award interim relief but shall control any discovery and the general conduct of the arbitration in accordance with the JAMS Comprehensive Arbitration Rules and Procedures, without regard to any rule or provision which could be construed as a limited or general waiver of sovereign immunity. The arbitrator shall have the power and authority to hear all issues of law and of fact properly raised pursuant to the procedures herein, and to grant legal and equitable remedies in accordance with the provisions of this Agreement. The decision of the arbitrator shall be issued in writing and shall include findings of fact, conclusions of law, and the reasons upon which the decision is based. The arbitrator shall have no power or authority to vary or modify an y terms or conditions of this Agreement, or to decline or fail to follow applicable law.

Client’s Initials: _____

Date: ________________
Tribe’s Initials: _____ Date: ________________

6. If injunctive relief is sought and awarded, such relief may only compel Tribe to perform an express obligation explicitly undertak en by it pursuant to this Agreement, or to refrain from some action that it has explicitly promised not to take or perform pursuant to this Agreement. If monetary relief is sought and awarded, such award (i) shall be for liquidated damages only, (ii) shall not include compensatory, consequential, punitive, exemplary, or other forms of damages, and (iii) shall include costs and attorney fees if awarded by the court or Arbitrator.

7. If Tribe refuses to participate in the arbitration, or if th e Arbitrator makes an award in favor of Client, th en, to the extent that the arb itration sought or the award made conforms to the limitations provided herein, Tribe hereby waives its tribal sovereign immunity from unconsented suit to allow Client to conduct appropriate proceedings in the Superior Court of the State of California for the County of Riverside and all appellate courts thereof, the U.S. District Court for the Central District of California and all appellate courts thereof, or the Agua Caliente Tribal Court as against Tribe. In any such proceedings, the limitations provided in this Section IV.L will apply, and the only relief available will be (i) an order to enforce the duty to arbitrate the Dispute, (ii) an order to enforce the arbitrator’s award, and/or (iii) a judgment confirming, modifying, correcting, or vacating the arbitrator’s award.

Item 1X - Page 11
8 M. Insurance. The Tribe shall procure and maintain for the duration of the Agreement the insurance requirements contained in Exhibit D of this Agreement, which is attached hereto and incorporated herein by this reference.

N. Non-Discrimination. In connection with its performance under this Agreement, Tribe shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marita l status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic char acteristics, or ethnicity ), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Tribe 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 Client’s lawful capacity to enter this Agreement, and in executing this Agreement, Client certifies that its actions and omissions hereunder shall not incorporate an y discrimination arising from or related to any prohibited basis in any Tribe activity, including but not limited to the following:
employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pa y or other forms of compensation; and selection for training, including apprenticeship; and further, that Tribe 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. The Parties acknowledge and agree that providing Indian preference in employment, as defined under appli cable federal laws such as the Indian Self- Determination and Education Assistance Act (ISDEAA) and the Indian Health Care Improvement Act (IHCIA), is a lawful and recognized exception to federal employment nondiscrimination laws, including Title VII of the Civil Rights Act of 1964. As such, an Indian preference implemented by Tribe shall not be construed as a violation of federal law or Section 7.09.040 of the Palm Springs Municipal Code.

O. Conflict of Interest. The Tribe acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall the Tribe 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. The Tribe warrants that the Tribe 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.

[SIGNATURES ON THE FOLLOWING PAGE]

Item 1X - Page 12
9 This Agreement is entered into as of the day and year first above.

AGUA CALIENTE BAND OF CAHUILLA

INDIANS
By: __________________________________
Its: _________________________________

CITY OF PALM SPRINGS
By: __________________________________
Its: City Manager
ATTEST:

By:

City Clerk
APPROVED AS TO FORM:

By:

City AttorneZ
Item 1X - Page 13
10 EXHIBIT A

PROJECT AREA MAP

B-4 Proposed Location of Boring
(With Depth in Feet)
(20.)r

40' - 80'
acale
B-1
(501
S. PALM CANYON DR De

_ 74) T°'°'"

1B-2
_j (501

I
(27)

I

PROPOSED BORING LOCATION MAP
South Palm Canyon Drive at Tahquitz Creek Channel Bridge Palm Springs, California
Date: May, 2017
By: MAW Job
No.: 140525P3
Figure:
1 CS ST, Inc.

Item 1X - Page 14
11 EXHIBIT B

CULTURAL MONITORING OF GRADING AND

GROUND DISTURBING ACTIVITIES

I. Specifications
Given the nature and sensitivity of the archaeological sites and cultural resources that are in or may be within the Project area, the Agua Caliente Band of Cahuilla Indians shall provide the cultural monitoring, consultation, and facilitation for this Project durin g archaeological studies, excavation, geotechnical studies, grading, and any other ground disturbing ac tivities during Project development. Cultural Monitors will work in concert with the archaeologists hired by Client and Project engineers. The Cultural Monitors or Project archaeologists will be empowered to halt all earthmoving equipment in the immediate area of discovery when Native American human remains or Associated Items are identified until further evaluation can be made in determining their significance. It is understood that all surface and subsurface artifacts of significance shall be collected and mapped during this operation following standard archaeological practices. After discovery of Native American human remains or Associated Items discussions between the THPO and Project archaeologist will take place to determine the significance of the situation and best course of act ion for avoidance, protection of resources, or data recovery as applicable. The scope of work for th is Project requires monitoring once grading or other earthmoving begins (i.e., from the beginning).

II. Project to be Monitored
Monitoring shall encompass the area known as South Palm Canyon Drive Bridge Replacement at the Tahquitz Creek Channel as indicated in Exhibit A of this Agreement and shall be known as the Project area. It is agreed that monitoring shall be allowed for all archaeological studies, excavation, geotechnical studies, grading, and any other ground disturbing activities during Project development.

Only Cultural Monitors appointed by the Agua Caliente Band of Cahuilla Indians Monitoring Program will be used on the Project.

III. Cultural Monitors
The Parties to this Agreement anticipate the need for a Cultural Monitoring crew consisting of one (1) Cultural Monitor. If the scope of the work changes (e.g., inadvertent discoveries of cultural resources or simultaneous grading to require additional monitors), Client agrees to directly compensate the work of additional Cultural Monitors to the originally agreed upon crew of one (1) Cultural Monitor. The compensation rate shall be made directly from Client to Tribe. If Native American human remains are found, the coordination of the reburial of those remains and any Associated Items shall be conducted in accordance with this Agreement.

IV. Responsibility
It is the responsibility of Client to ensure Cultur al Monitors have been no tified of general safety precautions connected with working on a construction site. The THPO shall be notified if other special safety concerns must be observed in advance and Client shall provide special training if required.

Item 1X - Page 15
12 EXHIBIT C

MONITOR BUDGET WORKSHEET
Agua Caliente Band Of Cahuilla Indians
Historic Preservation Office-Monitoring Program

Date: October 3, 2024 Project Start Date: January 15,
2024

Project Name: South Palm Canyon Drive Bridge Replacement at the Tahquitz Ck C h l
Project
Add
South Palm Canyon Drive between Sunny
Dunes Road and Mesquite Avenue

Contact name: Scott C. Stiles Contract No. 02-002-2015- 003 City of Palm Springs
Billing
Add
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92260
[email protected]
Phone Nos.: (760) 322-8362
The worksheet below is to estimate costs for Agua Caliente's total number of workdays Project. An invoice will be sent on a biweekly basis from the Controller's Office and will i l d 15%Administrative Fee. A 50% retainer is required prior to providing services. An overtime rate hour will be applied to any time worked over 40 hours. The Client shall pay the Tribe a ii hl f d ( fhours) for last minute cancellations.

1 Total #
of Days*
Total
Grub & Clear
1 Monitor (s) for 45 days
45 Days @ 8 hr days 360 hours
360 Hours @ $125.00/hr 45,000.00

2 Grading & Trenching
1 Monitor (s) for 45 days
45 Days @ 8 hr days 360 hours
360 Hours @ $125.00/hr 45,000.00

4 OTHER Miscellaneous
10 Days @ 8 hr days 10 days
80 Hours @ $125.00/hr 80 hours 10,000.00

5 Administrative Fee 15 % 15,000.00
Subtotal 115,000.00

TOTAL $115,000.0
0 Initial Initial

Item 1X - Page 16
13 EXHIBIT D

INSURANCE REQUIREMENTS
D.1 Types of Insurance. Tribe shall procure and maintain, at its sole cost and expense, the insurance described herein. The insurance sh all be for the duration of this Ag reement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Tribe's performance of Work under this Agreement, including Tribe’s agen ts, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, th e Tribe agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee.

Tribe shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized be low for professional liability (errors and omissions) insurance, all insurance provided under this Agreemen t shall be on an occurrence basis. The minimum amount of insurance required shall be as follows:

A. Errors and Omissions Insurance. Tribe shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form professional liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two-million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. (1) Tribe shall either: (a) certify in writing to the City that Tribe is unaware of any professional liability claims made against Tribe and is unaware of any facts which may lead to such a claim against Tribe; or (b) if Tribe does not provide the certification under (a), Trib e shall procure from the professional liability insurer an e ndorsement providing that the requi red limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services under this Agreement. (2) If the policy of insurance is written on a “claims made” basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Serv ices provided hereunder. In the event of termination of the policy during this period, Tribe shall obtain c ontinuing insurance coverage for the prior acts or omissions of Tribe while performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended “tail” coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an “occurrence” basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediatel y be obtained to ensure covera ge during the entire course of performing the Services under the terms of this Agreement.

B. Workers’ Compensation Insurance. Tribe shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers’ compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California.

Tribe agrees to waive and obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance polic y against the City and to require each of its subconsultants, if any, to do likewise under their workers’ compensation insurance policies. If Tribe has no Item 1X - Page 17
14 employees, Tribe shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form.

C. Commercial General Liability Insurance. Tribe shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodi ly injury and property damage including coverages for contractual liability, personal injury, independent Tribes, broad form property damage, products and completed operations.

D. Business Automobile Insurance. Tribe shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall incl ude coverage for owned, non-owned, leased, and hired cars.

E. Employer Liability Insurance. Tribe shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease.

D.2 Deductibles and Self-Insured Retentions. Any deductibles or self-i nsured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Tribe guarantees payment of all deductibles and self-insured retentions. City reserves the right to reject deductibles or self-ins ured retentions more than $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Tribe’s ability to pay claims for all deductible amounts and self-insured retentions proposed more than $10,000.

D.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Tribe under this Agreement:

A. For any claims related to this Agreement, Tribe’s coverage shall be primary insurance with respect to the City and its officer s, council members, officials, empl oyees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be more than Tribe’s insurance and shall not contribute with it.

B. Any failure to comply with reporting or othe r provisions of the policies, including breaches of warranties, shall not affect c overage provided to City and its o fficers, council members, officials, employees, agents, and volunteers.

C. All insurance coverage and limits provided by Tribe and available or applicable to this Agreement are intended to apply to each insured, in cluding additional insureds, against whom a claim is made, or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City, or its operations shall limit the application of such insurance coverage.

D. No required insurance coverages may incl ude any limiting endorsement which substantially impairs the coverages set forth in this Agreement (e.g., elimination of contractual liability or reduction of discovery period), unless the endorseme nt has first been submitted to the City Manager and approved in writing.

Item 1X - Page 18
15 E. Tribe agrees to require its insurer to modify insurance endorse ments to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without re quired endorsements may delay commen cement of the Project. It is Tribe’s obligation to ensure timely compliance with all insurance submittal requirements as provided in this Agreement.

F. Tribe agrees to ensure that subconsultants, and any other parties involved with the Project who are brought onto or involved in the Project by Tribe, provide the same minimum insurance coverage required of Tribe. Tribe agrees to monitor and revi ew all such coverage and assumes all responsibility for ensuring that such coverage is provi ded in conformity with the requireme nts of this section. Tribe agrees that upon request, all agreements with subconsultants and others engaged in the Project will be submitted to the City for review.

G. Tribe acknowledges and agrees that any actual or alleged failure on the part of the City to inform Tribe of non-compliance with any insuranc e requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard.

H. Tribe shall provide proof th at policies of insurance required in this Agreement, expiring during the term of this Agreement, have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration.

Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage.

I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be limiting or all-inclusive.

J. The requirements in this section supersed e all other sections and provisions of this Agreement to the extent that any other section or pr ovision conflicts with or imp air the provisions of this section.

K. Tribe agrees to provide immediate notice to City of any claim or loss against Tribe arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of this Agreement. City assumes no obligation or liability by such notice but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City, or to reduce or dilute insurance available for payment of potential claims.

L. Tribe agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Tribe may be held responsible for the payment of damages resulting from the Tribe’s activities or the activities of any person or person for which the Tribe is otherwise responsible.

D.4 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 such requirements are waived in writing by the City Manager or his designee due to unique circumstances.

Item 1X - Page 19
16 D.5 Verification of Coverage. Tribe shall furnish City with both certificates of insurance and endorsements, including a dditional insured endorsements, affectin g all 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 Tribe’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies.

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

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

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

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

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

In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and 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/broke r or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Tribe’s obligation to provide them.

Item 1X - Page 20

CITY COUNCIL STAFF REPORT

DATE: JANUARY 9, 2025 CONSENT CALENDAR

SUBJECT: APPROVAL OF AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT NO. 23P047 WITH HARRIS AND ASSOCIATES, INC., IN AN AMOUNT NOT TO EXCEED $47 1,600 FOR THE INDIAN CANYON DRIVE WIDENING, FEDERAL AID PROJECT NO. BRLO-5282(017), CITY PROJECT NO. 01-11

FROM: Scott C. Stiles, City Manager

BY: Engineering Services Department

SUMMARY:

Approval of Amendment No. 1 to Professional Services Agreement No. 23P047 with Harris and Associates, Inc. (Harris) is for additional construction management and environmental support services for the Indian Canyon Drive Widening project (Project) specifically related to unanticipated sand build up as a result of Tropical Storm Hillary and the environmentally sensitive area (ESA) within the project site. The Department of Fish and Wildlife suspended construction activities within the ESA because of the presence of the protected fringed toad lizard.

RECOMMENDATION:

1. Approve Amendment No. 1 in the amount of $471,600 to Professional Services Agreement No.23P047 with Harris and Associates, Inc., for a new not-to-exceed amount of $4,598,117.54, for the Indian Canyon Drive Widening, Federal Aid Project No. BRLO-5282(017), City Project No. 01-11(“Project’); and

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

BUSINESS PRINCIPAL DISCLOSURE:

The Public Integrity Disclosure Form for Harris is included as Attachment A.

BACKGROUND:

The Project consists of replacing the exis ting two-lane Indian Canyon Bridge over the Union Pacific Railroad (UPRR)/Amtrak tr acks with a new bridge, install roadway Item 1Y - Page 1
City Council Staff Report
January 9, 2025 -- Page 2
Amendment 1 to Agreement 23P047 – Harris and Associates

approaches to match the six lanes on Indian Canyon to the north, construct a landscaped center median, and install a new traffic signal at the intersection of Palm Springs Station Road. The Indian Canyon roadway will transition back to the two lanes in each direction south of the signal, through the Whitewater River to Tramview Road. The location of the Project is shown in Figure 1 on the following page.

In May 2001, the City obtained approval to proceed with the preliminary engineering phase of the Project. The City was awarded a federal grant of $4,286,000 from the Highway Bridge Program (“HBP”) administered through Caltrans. Subsequently, it was determined that the bridge is structurally deficient because water is penetrating the deck through cracks and affecting the bridge reinforcements. The scope of the Project increased from a bridge widening project to a full replacement of the bridge.

Staff has reported to the City Council on the progress of the Project since 2001. The City Council has reviewed and approved every phase of this Project. The following is a partial list of Staff Reports previously brought before the City Council:

x March 20, 2002 – Award of Professional Services Agreement with Dokken x May 21, 2003 – Approval of Funding Agreement with Caltrans x November 4, 2009 – Adoption of Mitigated Negative Declaration for the Project x March 15, 2017 – Approval of Public Highway Overpass Crossing Agreement with Union Pacific Railroad
x December 13, 2017 – Approval of Utility Agreement with Southern California Edison
x November 14, 2018 – Approval of Professional Services Agreement with Dokken for Sewer Design
x April 3, 2019 – Approval of Amendment 5 to CVAG Reimbursement Agreement (A4394) for Increased Funding Commitment for the Project x September 1, 2022 – Approval of Environmental Document related to Sewer Construction, approval of Plans, Specifications and Estimate, and authorization to bid the Project for construction.
x February 2, 2023 – Approval of Construction Contract and Construction Management Services

Item 1Y - Page 2
City Council Staff Report
January 9, 2025 -- Page 3
Amendment 1 to Agreement 23P047 – Harris and Associates Figure 1. Location of Project
STAFF ANALYSIS:

On March 1, 2018, the City put out a Request For Proposals (RFP) for construction management and inspection services for the Project. The solicitation followed the Caltrans process for consultant selection.

On April 3, 2018, the City’s Procurement and Contracting Department received three proposals. A committee composed of City Staff in the Engineering Services Department and a technical consultant with bridge constr uction experience reviewed the proposals.

The top two scoring proposals were invited back for an interview which occurred on September 18, 2018. Harris & Associates was selected as the top scoring firm in the interviews, and also was the top scoring firm in the written proposals.

The consultant selection process was documented, and files were sent to Caltrans for Architectural and Engineering (A&E) consultant audit in October 2019. The audit required the consultant to send financial documents for the Prime and Sub-Consultants who will work on the Project following the Caltrans checklist. The review was completed by Caltrans and approved in November 2020. Due to several factors including the pandemic, the City did not put the Project out to bid until 2023 as finances were unknown at the time.

Item 1Y - Page 3
City Council Staff Report
January 9, 2025 -- Page 4
Amendment 1 to Agreement 23P047 – Harris and Associates Harris’ environmental support services were budgeted to provide environmental coordination and intermittent site monitoring for construction activities to confirm compliance with environmental permit requirements. However, due to unanticipated weather and significantly high continuous winds, and per the United States Fish and Wildlife Service (USFWS) direction, the Contractor has been required to continuously remove and reinstall damaged wildlife fenc e within the ESA (see image below). Per the biological opinion (BO) for the Project, a biologist is required to continuously monitor all activity within the ESA if sand is being removed. The monitoring is required to avoid harming or killing the fringed to ad lizard. The fringed toad lizard lives/burrows in sand berms that have been unmanageable due to the excessive buildup of sand directly related to Tropical Storm Hilary. The amendment is intended to cover the unanticipated costs related to the monitoring of the ESA by a biologist and to cover additional construction management services required to assist with the aftermath of Tropical Storm Hilary within the ESA. Amendment No. 1 to Harris & Associates Agreement 23P047 (which includes their proposal) is provided as Attachment B.

ENVIRONMENTAL ASSESSMENT
:

Section 21084 of the California Public Resources Code requires Guidelines for Implementation of the California Environmental Quality Act (“CEQA”). In accordance with the CEQA Guidelines, the City, acting as “Lead Agency” pursuant to CEQA, previously completed an environmental analysis of the potential impacts resulting from construction of the Project. On November 4, 2009, the City Council adopted Resolution No. 22620, adopting and ordering the filing of a Mitigated Negative Declaration for the Project.

Subsequently, on November 5, 2009, Staff filed a Notice of Determination with the Item 1Y - Page 4
City Council Staff Report
January 9, 2025 -- Page 5
Amendment 1 to Agreement 23P047 – Harris and Associates

Riverside County Clerk and State Clearing House. A copy of the Notice of Determination is part of the project file.

The Project is funded in part by federal funds, requiring local oversight by the State of California, Department of Transportation (“Caltrans”). As a federally funded project, the Project is subject to environmental review pursuant to the National Environmental Policy Act (“NEPA”). On September 24, 2009, Caltrans, acting as “Lead Agency” pursuant to NEPA, made an environmental determination that the Project does not individually or cumulatively have a significant impact on the environment as defined by NEPA and is excluded from the requirements to prepare an Environmental Assessment (“EA”) or Environmental Impact Statement (“EIS”), has considered unusual circumstances pursuant to 23 CFR 771.117(b), and that it qualifies for a Categorical Exclusion under Section 6005 of 23 U.S.C. 327. A copy of the NEPA Categorical Exclusion issued by Caltrans is part of the Project file.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority “Community Infrastructure”, specifically 3B, 5- Year Capital Improvement Plan, and identify high priority facilities.

FISCAL IMPACT:

The federal Highway Bridge Program (HBP) will cover 88.53% of all eligible project costs.

Measure A funds will pay for the remaining 11.47%, with seventy-five (75) percent of it coming from Regional Measure “A” funds and twenty-five (25) percent coming from Local Measure “A” funds.

Sufficient funds are budgeted and available in the Project to cover the cost of this amendment.

REVIEWED BY:

City Engineer Joel Montalvo
Deputy City Manager: Flinn Fa gg
City Manager: Scott Stiles

ATTACHMENTS:

A. Public Integrity Disclosure Form
B. Amendment No. 1

Item 1Y - Page 5

Attachment A
Item 1Y - Page 6
Harris & Associates, Inc. Attachments „ f

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

1. Name of Entity

2. Address of Entity (Principle Place of Business)

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

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

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

6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity _______________________________________________ F Officer F Director F Member F Manager [name]
F General Partner F Limited Partner

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

F Other _________________________________
______________________________________________ F Officer F Director F Member F Manager [name]
F General Partner F Limited Partner
Harris & Associates Inc.
22 Executive Park, Suite 200, Irvine, CA 92612
California
X
X
X
X
Lisa Larrabee
Steve Winchester
Ehab Gerges
Item 1Y - Page 7
Harris & Associates, Inc. Attachments „ g

F Other _______________________________

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

EXAMPLE

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

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

Signature of Disclosing Party, Printed Name, Title Date Ehab Gerges, PE, Chief Business Development Officer
6/5/2019
Signature of Dissclccc o
Eh b G PE C
N/A
Harris & Associates, Inc. is a 100% Employee Stock
Ownership Plan (ESOP) Corporation, therefore there
are no owners or investors with 5% beneficial interest
Item 1Y - Page 8

Attachment B
Item 1Y - Page 9

Revised: 10.31.23
AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES
AGREEMENT 23P047 BETWEEN THE CITY PALM SPRINGS AND
HARRIS & ASSOCIATES, INC.

1. Parties and Date.

This Amendment No. 1 to the Professional Se rvices Agreement 23P047 is made and entered into as of this 9th day of January 2025, by and between the C ity of Palm Springs (“City”) and Harris & Associates, Inc., a California corporation. City and Consultant ar e sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 Agreement. The City and Consultant ha ve entered into an agreement entitled “Professional Services Agreement 23P047, Indi an Canyon Drive Widening & UPRR Bridge Replacement, Federal-Aid Project No. BRLO-5282(017) , City Project No. 01-11” dated March 1, 2023 (“Agreement”) for the purpose of retaini ng the services of Consultant to provide comprehensive construction manage ment, survey, material testing and inspection services for an amount not to exceed $4,126,517.54 and a term of March 1, 2023 to March 1, 2027.

2.2 Amendment. The City and Consultant de sire to amend the Agreement to provide additional construction management and environmental support services.

2.3 Amendment Authority. This Amendment N o. 1 is authorized pursuant to Section 1.8 Additional Services of the Agreement.

3. Terms.

3.1 Scope of Services. Section 1.1 of the Agreement is hereby amended as follows:

The additional services identified in the Consultant’s letter da ted September 27, 2024, included herewith as Attachment 1, are here by incorporated into Exhibit “A” of the Agreement.

3.2 Maximum Contract Amount. Section 2.1 of the Agreement is hereby amended to read as follows:

The total compensation is increased by $471,600 for a new not to exceed amount of $4,598,117.54 (“Maximum Contract Amount”).

3.2 Continuing Effect of Agreement. Exce pt as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and af ter the date of this Amendment No. 1, whenever Item 1Y - Page 10

Revised: 10.31.23

the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1.

3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent cons ideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

3.4 Severability. If any portion of this Ame ndment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competen t jurisdiction, the remaining provisions shall continue in full force and effect.

3.5 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument.

[SIGNATURES ON FOLLOWING PAGE]

Item 1Y - Page 11

Revised: 10.31.23

SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND HARRIS & ASSOCIATES, INC.

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

CONTRACTOR:

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

Date: Date:

CITY OF PALM SPRINGS:

APPROVED BY CITY COUNCIL:

Date: _______ Item No.

APPROVED AS TO FORM: ATTEST:

By: ___________________________ By: _______________________________ City Attorney City Clerk

APPROVED:

By: _______________________________ Date:

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

Item 1Y - Page 12

ϭϬϭWƌŽŐƌĞƐƐ͕^ƵŝƚĞϮϱϬ͕/ƌǀŝŶĞ͕ϵϮϲϭϴ„Ɖ͗ϵϰϵ͘ϲϱϱ͘ϯϵϬϬ„Ĩ͗ϴϲϲ͘ϳϴϱ͘ϬϭϴϬ„ǁǁǁ͘tĞƌĞ,ĂƌƌŝƐ͘ĐŽŵ ^ĞƉƚĞŵďĞƌϮϳ͕ϮϬϮϰ

:ŽĞůDŽŶƚĂůǀŽ
ŝƚLJ
ŶŐŝŶĞĞƌ
ŝƚLJŽĨWĂůŵ^ƉƌŝŶŐƐ
ϯϮϬϬ
dĂŚƋƵŝƚnjLJŶtĂLJ
WĂůŵ^ƉƌŝŶŐƐ͕ϵϮϮϲϯͲϮϳϰϯ

Z
&͗WƌŽĨĞƐƐŝŽŶĂů^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚϮϯWKϰϳͲ/ŶĚŝĂŶĂŶLJŽŶƌŝǀĞtŝĚĞŶŝŶŐΘhWZZƌŝĚŐĞZĞƉůĂĐĞŵĞŶƚͲ &ĞĚĞƌĂůͲŝĚWƌŽũĞĐƚEŽ͘Z>KͲϱϮϴϮ;ϬϳͿ͖ŝƚLJWƌŽũĞĐƚEK͘ϬϭͲϭϭ 
ĞĂƌDƌ͘DŽŶƚĂůǀŽ͗

,ĂƌƌŝƐΘƐƐŽĐŝĂƚĞƐŝƐƉƌŽǀŝĚŝŶŐŽŶƐƚƌƵĐƚŝŽŶDĂŶĂŐĞŵĞŶƚĂŶĚ ŶǀŝƌŽŶŵĞŶƚĂů^ƵƉƉŽƌƚ^ĞƌǀŝĐĞƐĨŽƌƚŚĞ/ŶĚŝĂŶ
ĂŶLJŽŶƌŝǀĞtŝĚĞŶŝŶŐΘhWZZƌŝĚŐĞZĞƉůĂĐĞŵĞŶƚWƌŽũĞĐƚ;ŝƚLJWƌŽũĞĐƚEK͘ϬϭͲϭϭͿ͘dŚŝƐůĞƚƚĞƌĂĚĚƌĞƐƐĞƐĂ ƉƌŽƉŽƐĞĚďƵĚŐĞƚĂĚũƵƐƚŵĞŶƚĨŽƌƵŶĂŶƚŝĐŝƉĂƚĞĚĂĚĚŝƚŝŽŶĂůĞŶǀŝƌŽŶŵĞŶƚĂůĐŽŽƌĚŝŶĂƚŝŽŶĂŶĚďŝŽůŽŐŝĐĂůŵŽŶŝƚŽƌŝŶŐ ĂŶĚĐŽŶƐƚƌƵĐƚŝŽŶŵĂŶĂŐĞŵĞŶƚƐĞƌǀŝĐĞƐƚŚĂƚǁŝůůďĞƌĞƋƵŝƌĞĚƚŚƌŽƵŐŚƚŚĞĞŶĚŽĨƚŚĞŽƌŝŐŝŶĂůůLJĂŶƚŝĐŝƉĂƚĞĚD ƐĞƌǀŝĐĞŽŶƚƌĂĐƚ͘


ŶǀŝƌŽŶŵĞŶƚĂůŽŽƌĚŝŶĂƚŝŽŶĂŶĚŝŽůŽŐŝĐĂůDŽŶŝƚŽƌŝŶŐ

WƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϰ͘ϭϭ͞
ŶǀŝƌŽŶŵĞŶƚĂůŽŽƌĚŝŶĂƚŝŽŶĂŶĚŝŽůŽŐŝĐĂůDŽŶŝƚŽƌŝŶŐ͟ŽĨ džŚŝďŝƚŽĨƚŚĞƌĞĨĞƌĞŶĐĞĚ
WƌŽĨĞƐƐŝŽŶĂů^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚ;W^Ϳ͕,ĂƌƌŝƐ͛ĞŶǀŝƌŽŶŵĞŶƚĂůƐƵƉƉŽƌƚƐĞƌǀŝĐĞƐǁĂƐďƵĚŐĞƚĞĚƚŽƉƌŽǀŝĚĞ ĞŶǀŝƌŽŶŵĞŶƚĂůĐŽŽƌĚŝŶĂƚŝŽŶĂŶĚŝŶƚĞƌŵŝƚƚĞŶƚƐŝƚĞŵŽŶŝƚŽƌŝŶŐĨŽƌĐŽŶƐƚƌƵĐƚŝŽŶĂĐƚŝǀŝƚŝĞƐƚŽĐŽŶĨŝƌŵĐŽŵƉůŝĂŶĐĞ ǁŝƚŚĞŶǀŝƌŽŶŵĞŶƚĂůƉĞƌŵŝƚƌĞƋƵŝƌĞŵĞŶƚƐ͘,ŽǁĞǀĞƌ͕ĚƵĞƚŽƵŶĂŶƚŝĐŝƉĂƚĞĚǁĞĂƚŚĞƌĂŶĚƐŝŐŶŝĨŝĐĂŶƚůLJŚŝŐŚ ĐŽŶƚŝŶƵŽƵƐǁŝŶĚƐ͕ĂŶĚƉĞƌŽƵƌŵĞĞƚŝŶŐǁŝƚŚhŶŝƚĞĚ^ƚĂƚĞƐ&ŝƐŚĂŶĚtŝůĚůŝĨĞ^ĞƌǀŝĐĞ;h^&t^ͿŽŶDĂLJϮϮ͕ϮϬϮϰ͕ ƚŚĞŽŶƚƌĂĐƚŽƌŚĂƐďĞĞŶƌĞƋƵŝƌĞĚƚŽĐŽŶƚŝŶƵŽƵƐůLJƌĞŵŽǀĞĂŶĚƌĞŝŶƐƚĂůůĚĂŵĂŐĞĚǁŝůĚůŝĨĞĨĞŶĐĞǁŝƚŚŝŶƚŚĞ

ŶǀŝƌŽŶŵĞŶƚĂůůLJ^ĞŶƐŝƚŝǀĞƌĞĂ;
^Ϳ͕ƚŚĞƌĞĨŽƌĞ͕ĂƉƌŽũĞĐƚďŝŽůŽŐŝƐƚŚĂƐďĞĞŶƌĞƋƵŝƌĞĚƚŽĐŽŶƚŝŶƵŽƵƐůLJŵŽŶŝƚŽƌ ĂůůĂĐƚŝǀŝƚLJǁŝƚŚŝŶƚŚĞ
^͕ƚŽŵĂŝŶƚĂŝŶƉƌŽũĞĐƚĐŽŵƉůŝĂŶĐĞǁŝƚŚƌĞŐƵůĂƚŽƌLJƌĞƋƵŝƌĞŵĞŶƚƐ͘h^&t^ŚĂƐĚŝƌĞĐƚĞĚ ƚŚĂƚĐŽŶƚŝŶƵŽƵƐƌĞƉůĂĐĞŵĞŶƚŽĨĚĂŵĂŐĞĚ
^tŝůĚůŝĨĞĨĞŶĐĞĚĂŵĂŐĞĚďLJŚŝŐŚǁŝŶĚƐƐŚĂůůĐŽŶƚŝŶƵĞƚŚƌŽƵŐŚŽƵƚ ĐŽŶƐƚƌƵĐƚŝŽŶƵŶůĞƐƐƚŚĞďŝŽůŽŐŝĐĂůŽƉŝŶŝŽŶŝƐĂŵĞŶĚĞĚŽƚŚĞƌǁŝƐĞ͘dŚŝƐŝŶĐƌĞĂƐĞĚĨƌĞƋƵĞŶĐLJŽĨŵŽŶŝƚŽƌŝŶŐŝƐĨƌŽŵ ƚŚĞǁĞĞŬůLJŵŽŶŝƚŽƌŝŶŐŝĚĞŶƚŝĨŝĞĚŝŶŽƵƌƐĐŽƉĞŽĨǁŽƌŬƚŚĂƚĂƐƐƵŵĞĚƚŚĞ ^ǁŝůĚůŝĨĞĨĞŶĐŝŶŐǁŽƵůĚŶŽƚďĞ
ĐŽŶƚŝŶƵŽƵƐůLJĚĂŵĂŐĞĚĚƵĞƚŽŚŝŐŚǁŝŶĚƐĂůůŽǁŝŶŐĨŽƌŵŝŐƌĂƚŝŽŶŽĨƐĂŶĚĂŶĚĞŶǀŝƌŽŶŵĞŶƚĂůŚĂďŝƚĂƚŝŶƐŝĚĞŽĨƚŚĞ ĐŽŶƐƚƌƵĐƚŝŽŶĂƌĞĂ͘

,ĂƌƌŝƐ͛ĐŽŶƚƌĂĐƚďƵĚŐĞƚĚĂƚĞĚDĂLJϭ͕ϮϬϮϯ͕ŝŶĐůƵĚĞĚϱϮϰŚŽƵƌƐĨŽƌĞŶǀŝƌŽŶŵĞŶƚĂůƐƵƉƉŽƌƚďĂƐĞĚŽŶƚŚĞĨŝŶĂů ŶĞŐŽƚŝĂƚĞĚƐĐŽƉĞŽĨǁŽƌŬǁŚŝĐŚĂƐƐƵŵĞĚĚĂŝůLJŽďƐĞƌǀĂƚŝŽŶďLJƚŚĞĐŽŶƐƚƌƵĐƚŝŽŶƚĞĂŵĂŶĚďŝͲǁĞĞŬůLJŵŽŶŝƚŽƌŝŶŐ ďLJƚŚĞĞŶǀŝƌŽŶŵĞŶƚĂůƚĞĂŵĨŽůůŽǁŝŶŐŝŶƐƚĂůůĂƚŝŽŶŽĨ
^ǁŝůĚůŝĨĞĨĞŶĐŝŶŐĂŶĚĐůĞĂƌĂŶĚŐƌƵďĂĐƚŝǀŝƚŝĞƐ͘&ŽƌƚŚĞ ƉĂƐƚϭϮŵŽŶƚŚƐ͕ƚŚĞƉƌŽũĞĐƚƚĞĂŵŚĂƐĐƌĞĂƚĞĚĞĨĨŝĐŝĞŶĐŝĞƐǁŝƚŚŝŶƚŚŝƐĞdžŝƐƚŝŶŐďƵĚŐĞƚƚŽĂůůŽǁĨŽƌĂŶĂĚĚŝƚŝŽŶĂů ϭϯϭϰŚŽƵƌƐĨŽƌĞŶǀŝƌŽŶŵĞŶƚĂůƐƵƉƉŽƌƚ͕ĨŽƌĂƚŽƚĂůŽĨϭ͕ϴϯϴŚŽƵƌƐĂƐƌĞĨůĞĐƚĞĚŝŶƚŚĞƵƉĚĂƚĞĚĐĂƐŚĨůŽǁͬĞƐƚŝŵĂƚĞ ƚŽĐŽŵƉůĞƚĞ͕ĚĂƚĞĚDĂƌĐŚϭ͕ϮϬϮϰ͘ƐŽĨƵŐƵƐƚϮϰƚŚ͕ϮϬϮϰ͕ƚŚĞĞŶǀŝƌŽŶŵĞŶƚĂůƚĞĂŵŚĂƐĞdžƉĞŶĚĞĚϭ͕ϵϭϱ͘Ϯϱ ŚŽƵƌƐ͘dƚŚĞŝƚLJ͛ƐƌĞƋƵĞƐƚǁĞŚĂǀĞĞǀĂůƵĂƚĞĚƚŚĞĂĚĚŝƚŝŽŶĂůŚŽƵƌƐƌĞƋƵŝƌĞĚƚŽĐŽŵƉůĞƚĞƚŚĞŽƌŝŐŝŶĂůĐŽŶƚƌĂĐƚ ƚĞƌŵ;ƚŚƌŽƵŐŚĞĐĞŵďĞƌϮϬϮϱͿĂŶĚǁĞĨŽƌĞĐĂƐƚĂŶĂĚĚŝƚŝŽŶĂůϮ͕ϰϲϱŚŽƵƌƐŽĨĐŽŶƚŝŶƵŽƵƐĞŶǀŝƌŽŶŵĞŶƚĂů ŵŽŶŝƚŽƌŝŶŐĂŶĚƐƵƉƉŽƌƚƐĞƌǀŝĐĞƐǁŝůůďĞƌĞƋƵŝƌĞĚĂƐŝŶĚŝĐĂƚĞĚŝŶƚŚĞĂƚƚĂĐŚĞĚĐĂƐŚĨůŽǁͬĞƐƚŝŵĂƚĞƚŚƌŽƵŐŚ ĂŶƚŝĐŝƉĂƚĞĚĐŽŵƉůĞƚŝŽŶďLJĞŶĚŽĨĞĐĞŵďĞƌϮϬϮϲ͘


Item 1Y - Page 13
ƵŐƵƐƚϮϭ͕ϮϬϮϰ
WƌŽĨĞƐƐŝŽŶĂů^ĞƌǀŝĐĞƐŐƌĞĞŵĞŶƚϮϯWKϰϳͲ/ŶĚŝĂŶĂŶLJŽŶ
ƌŝǀĞtŝĚĞŶŝŶŐΘhWZZƌŝĚŐĞZĞƉůĂĐĞŵĞŶƚ

Ϯ
ŽŶƐƚƌƵĐƚŝŽŶDĂŶĂŐĞŵĞŶƚ^ĞƌǀŝĐĞƐ

ƵĞƚŽƚŚĞĐƵƌƌĞŶƚĞŶǀŝƌŽŶŵĞŶƚĂůƐƵƐƉĞŶƐŝŽŶŝƐƐƵĞĚŽŶƵŐƵƐƚϭϱ ƚŚ͕ϮϬϮϰƚŚĞƉƌŽũĞĐƚŚĂƐďĞĞŶŝƐƐƵŝŶŐŶŽŶͲ
ǁŽƌŬŝŶŐĚĂLJƐĂƐƌĞƋƵŝƌĞĚďLJƚŚĞŽŶƚƌĂĐƚ͘dŚĞŽŶƚƌĂĐƚŽƌŚĂƐĐŽŶƚŝŶƵĞĚǁŽƌŬŝŶŐŽŶŶŽŶͲĐƌŝƚŝĐĂůǁŽƌŬŝŶĂŶ ĞĨĨŽƌƚƚŽŵĂŝŶƚĂŝŶƚŚĞŝƌƉƌĞƐĞŶĐĞŽŶƚŚĞũŽďƐŝƚĞ͕ĂŶĚďĂƐĞĚŽŶƚŚĞĐƵƌƌĞŶƚtĞĞŬůLJ^ƚĂƚĞŵĞŶƚŽĨtŽƌŬŝŶŐĂLJƐ͕ ƚŚĞĞdžƚĞŶĚĞĚĐŽŶƚƌĂĐƚĐŽŵƉůĞƚŝŽŶĚĂƚĞĂƐŽĨƚŚĞĚĂƚĞŽĨƚŚŝƐůĞƚƚĞƌŝƐ:ƵŶĞϲƚŚ͕ϮϬϮϲ͘ƐŽĨƚŚĞƵŐƵƐƚϮϬϮϰ ŝŶǀŽŝĐĞƉĞƌŝŽĚ͕ƚŚĞƌĞŵĂŝŶŝŶŐǀĂůƵĞŽĨƚŚĞDŽŶƚƌĂĐƚŝƐΨϮ͕ϭϭϭ͕Ϭϯϰ͘ϵϭǁŝƚŚĂƉƌŽũĞĐƚĞĚĂǀĞƌĂŐĞďƵƌŶƌĂƚĞŽĨ ũƵƐƚŽǀĞƌΨϭϱϳ͕ϱϬϬͬŵŽŶƚŚ͘ƚƚŚŝƐďƵƌŶƌĂƚĞ͕ǁĞĂƌĞĨŽƌĞĐĂƐƚŝŶŐƚŚĞDŽŶƚƌĂĐƚǁŝůůĞdžŚĂƵƐƚƌĞŵĂŝŶŝŶŐďƵĚŐĞƚ ďLJ^ĞƉƚĞŵďĞƌϮϬϮϱ͕ǁŚŝĐŚƌĞƉƌĞƐĞŶƚƐĂϵͲŵŽŶƚŚƐŚŽƌƚĨĂůůŽŶĐŽŶƐƚƌƵĐƚŝŽŶĐŽŶƚƌĂĐƚƚŝŵĞĂŶĚĂϯͲŵŽŶƚŚƐŚŽƌƚĨĂůů ĂŐĂŝŶƐƚƚŚĞŽƌŝŐŝŶĂůĐŽŶƚƌĂĐƚďƵĚŐĞƚ͘

ƐƌĞƋƵĞƐƚĞĚďLJdŚĞŝƚLJ͕ĂŶĂŶĂůLJƐŝƐǁĂƐĚŽŶĞƚŽĐŽŵƉƵƚĞƚŚĞůĂďŽƌŚŽƵƌƐŚŽƌƚĨĂůůƚŚƌŽƵŐŚŽƌŝŐŝŶĂůĐŽŶƚƌĂĐƚ ĐŽŵƉůĞƚŝŽŶ͘tĞĨŽƌĞĐĂƐƚĂŶĂĚĚŝƚŝŽŶĂůϳϳϬŚŽƵƌƐŽĨDƐĞƌǀŝĐĞƐŝŶĂĚĚŝƚŝŽŶƚŽƚŚĞϮ͕ϰϲϱŚŽƵƌƐŽĨĞŶǀŝƌŽŶŵĞŶƚĂů ƐƵƉƉŽƌƚƐĞƌǀŝĐĞƐƌĞĨĞƌĞŶĐĞĚŚĞƌĞŝŶǁŝůůďĞƌĞƋƵŝƌĞĚƚŽĂĐĐŽƵŶƚĨŽƌƵŶĂŶƚŝĐŝƉĂƚĞĚǁĞĂƚŚĞƌ͕ĐŽŶƐƚƌƵĐƚŝŽŶĚĞůĂLJƐ ĂŶĚůĂďŽƌŚŽƵƌƌĞĐŽǀĞƌLJĨŽƌĞdžƚĞŶĚĞĚ
ŶǀŝƌŽŶŵĞŶƚĂůĐŽǀĞƌĂŐĞƉƌŝŽƌƚŽƚŚŝƐƌĞƋƵĞƐƚĂŶĚŶŽƚĂĐĐŽƵŶƚĞĚĨŽƌŝŶƚŚĞ ĨŝŶĂůŶĞŐŽƚŝĂƚĞĚƐĐŽƉĞŽĨǁŽƌŬŽĨƚŚĞW^͘ZĞƐƉĞĐƚĨƵůůLJ͕ǁĞƌĞƋƵĞƐƚƚŚĞŝƚLJƚŽƌĞĐŽŐŶŝnjĞƚŚĞƐĞĂĚĚŝƚŝŽŶĂůŚŽƵƌƐ ĐŽƵůĚŶŽƚďĞĂŶƚŝĐŝƉĂƚĞĚĂƚƚŚĞƚŝŵĞŽĨŽƵƌĨŝŶĂůŶĞŐŽƚŝĂƚĞĚƐĐŽƉĞŽĨǁŽƌŬĂŶĚƚŚĞŝƚLJŝŶŝƚŝĂƚĞĂŚĂŶŐĞŝŶ^ĐŽƉĞ ƉƵƌƐƵĂŶƚƚŽ^ĞĐƚŝŽŶϮ͘ϯ͞ŚĂŶŐĞƐŝŶ^ĐŽƉĞ͟ŽĨƚŚĞƌĞĨĞƌĞŶĐĞĚW^ƚŽƉƌŽǀŝĚĞĨŽƌĂĚĚŝƚŝŽŶĂůƐĞƌǀŝĐĞƐĂƐ ƌĞĨĞƌĞŶĐĞĚŚĞƌĞŝŶŶŽƚŝŶĐůƵĚĞĚŝŶƚŚĞW^͘ĐĐŽƌĚŝŶŐůLJ͕ǁĞƌĞƋƵĞƐƚĂŶŝŶĐƌĞĂƐĞŽĨΨϰϳϭ͕ϲϬϬ͘ϬϬƚŽĐŽǀĞƌƚŚĞƐĞ ĂĚĚŝƚŝŽŶĂůƐĞƌǀŝĐĞƐƚŚƌŽƵŐŚƚŚĞŽƌŝŐŝŶĂůĐŽŶƚƌĂĐƚƉĞƌŝŽĚ͘dŚĞĂƚƚĂĐŚĞĚĐĂƐŚĨůŽǁͬĞƐƚŝŵĂƚĞͲƚŽͲĐŽŵƉůĞƚĞƉƌŽǀŝĚĞƐ ĂďƌĞĂŬĚŽǁŶŽĨƚŚĞƉƌŽƉŽƐĞĚďƵĚŐĞƚƵƚŝůŝnjĞĚƚŽĚĞǀĞůŽƉƚŚĞƌĞƋƵĞƐƚĞĚďƵĚŐĞƚŝŶĐƌĞĂƐĞ͘ 
tĞƚŚĂŶŬLJŽƵĨŽƌĂůůŽǁŝŶŐƵƐƚŽĐŽŶƚŝŶƵĞƉĂƌƚŶĞƌŝŶŐǁŝƚŚƚŚĞŝƚLJŽŶƚŚŝƐĂŵďŝƚŝŽƵƐĂŶĚƌĞŐŝŽŶĂůůLJŝŵƉŽƌƚĂŶƚ ĨĞĚĞƌĂůůLJĨƵŶĚĞĚƉƌŽũĞĐƚĂŶĚůŽŽŬĨŽƌǁĂƌĚƚŽŝƚƐƐƵĐĐĞƐƐĨƵůĐŽŵƉůĞƚŝŽŶ͘/ĨLJŽƵŚĂǀĞĂŶLJƋƵĞƐƚŝŽŶƐŽŶŽƵƌƌĞƋƵĞƐƚ͕ ƉůĞĂƐĞĚŽŶŽƚŚĞƐŝƚĂƚĞƚŽĐŽŶƚĂĐƚŵĞĚŝƌĞĐƚůLJ͘

^ŝŶĐĞƌĞůLJ͕

 
ͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ  ͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺͺ  Ŷ Ě ƌ Ğ ǁ   Ğ Ğ ď Ğ ͕  W ͘
͘ ͕  Y ^   s ŝ ũ Ă LJ   Ğ Ɛ Ă ŝ ͕  W
͕   ^ Y 
^ Ğ Ŷ ŝ Ž ƌ   Ž Ŷ Ɛ ƚ ƌ Ƶ Đ ƚ ŝ Ž Ŷ  D Ă Ŷ Ă Ő Ğ ƌ  s ŝ Đ Ğ  W ƌ Ğ Ɛ ŝ Ě Ğ Ŷ ƚ ͕  W D  D  d ƌ Ă Ŷ Ɛ Ɖ Ž ƌ ƚ Ă ƚŝŽŶ , Ă ƌ ƌ ŝ Ɛ  Ă Ŷ Ě   Ɛ Ɛ Ž Đ ŝ Ă ƚ Ğ Ɛ  , Ă ƌ ƌ ŝ Ɛ  Ă Ŷ Ě   Ɛ Ɛ Ž Đ ŝ Ă ƚ Ğ Ɛ  

Item 1Y - Page 14
ϱ
dŽƚĂů&ŽƌĞĐĂƐƚĞĚ
,ŽƵƌƐ ĐƚƵĂů,ŽƵƌƐ &ŽƌĞĐĂƐƚ,ŽƵƌƐ
ĐƚƵĂůZĞŵĂŝŶŝŶŐ
,ŽƵƌƐ
&ŽƌĞĐĂƐƚZĞŵĂŝŶŝŶŐ
,ŽƵƌƐ :ƵŶĞ ^ĞƉƚĞŵďĞƌ
 ϭϵ͘ϱϬ ϭϰ͘ϬϬ ϱ͘ϱϬ ϱ͘ϱϬ Ϭ͘ϬϬ
 ϭϮ͘ϱϬ ϭϮ͘ϱϬ Ϭ͘ϬϬ ϳ͘ϱϬ ϳ͘ϱϬ
 ϱϬϬϴ͘ϬϬ Ϯϰϲϰ͘ϬϬ Ϯϱϰϰ͘ϬϬ Ϯϱϰϰ͘ϬϬ Ϭ͘ϬϬ ϭϳϲ͘ϬϬ ϭϴϰ͘ϬϬ

 ϭϬϲϱ͘ϬϬ ϲϳϳ͘ϬϬ ϯϴϴ͘ϬϬ ϯϭϯ͘ϬϬ ;ϳϱ͘ϬϬͿ ϱϵ͘ϱϬ ϱϬ͘ϬϬ
 ϱϭϴϰ͘ϬϬ Ϯϯϴϰ͘ϬϬ ϮϴϬϬ͘ϬϬ Ϯϲϱϵ͘ϱϬ ;ϭϰϬ͘ϱϬͿ ϭϲϴ͘ϬϬ ϮϬϬ͘ϬϬ  ϭϯϵϮ͘ϱϬ ϰϳϬ͘ϱϬ ϵϮϮ͘ϬϬ ϯϮϵ͘ϱϬ ;ϱϵϮ͘ϱϬͿ ϵϲ͘ϬϬ
 ϭϵϵϮ͘ϳϱ ϵϬϳ͘ϳϱ ϭϬϴϱ͘ϬϬ ϭϭϭϮ͘Ϯϱ Ϯϳ͘Ϯϱ ϰϬ͘Ϯϱ ϳϳ͘ϱϬ
 Ϯϲ͘ϱϬ Ϯϲ͘ϱϬ Ϭ͘ϬϬ ϯ͘ϱϬ ϯ͘ϱϬ 
 ϭ͘ϱϬ ϭ͘ϱϬ Ϭ͘ϬϬ ϴ͘ϱϬ ϴ͘ϱϬ
 ϰϲϴ͘Ϯϱ Ϯϰϲ͘Ϯϱ ϮϮϮ͘ϬϬ Ϯϱϯ͘ϳϱ ϯϭ͘ϳϱ Ϯϴ͘ϱϬ ϲϬ͘ϬϬ
 ϭ͘ϬϬ ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϱϬ
 ϳϯϳ͘ϱϬ ϲϵϳ͘ϱϬ ϰϬ͘ϬϬ ϭϬϮ͘ϱϬ ϲϮ͘ϱϬ ϲϲ͘ϱϬ ϰϬ͘ϬϬ
 ϭϱϴ͘ϳϱ ϭϱϴ͘ϳϱ Ϭ͘ϬϬ ϰϭ͘Ϯϱ ϰϭ͘Ϯϱ 
ϮϲϬϬ͘ϬϬ Ϭ͘ϬϬ ϮϲϬϬ͘ϬϬ Ϭ͘ϬϬ ;ϮϲϬϬ͘ϬϬͿ
 ϭϲ͘ϬϬ ϭϲ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ
 Ϯ͘ϬϬ Ϯ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϵϭ Ϭ͘ϵϭ
 Ϯ͘ϬϬ Ϯ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ 
 Ϯ͘ϬϬ Ϯ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϯ͘ϬϬ
 ϭϰϮ͘ϬϬ ϭϰ͘ϬϬ ϭϮϴ͘ϬϬ ϭϮϵ͘ϴϰ ϭ͘ϴϰ 
 ϯϵ͘ϮϬ ϭϵ͘ϱϬ ϭϵ͘ϳϬ ϭϮ͘ϳϬ ;ϳ͘ϬϬͿ Ϯ͘ϱ
 Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ
 Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ
 ϭϴ͘ϬϬ ϭϴ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ
 ϯ͘ϬϬ ϯ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ ϯ͘ϬϬ
 ϱϮ͘ϬϬ ϱϮ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ
 ϰ͘ϬϬ ϰ͘ϬϬ Ϭ͘ϬϬ ϭϴ͘ϬϬ ϭϴ͘ϬϬ
 ϭϴ͘ϬϬ ϭϴ͘ϬϬ Ϭ͘ϬϬ ;ϭϴ͘ϬϬͿ ;ϭϴ͘ϬϬͿ
 ϲϮϲ͘ϱϬ ϲϮϲ͘ϱϬ Ϭ͘ϬϬ ϯ͘ϱϬ ϯ͘ϱϬ


 ϭϯϱ͘ϬϬ ϭϯϱ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ Ϭ͘ϬϬ
 Ϯϴ͘Ϯϱ Ϯϴ͘Ϯϱ Ϭ͘ϬϬ ;Ϯϴ͘ϮϱͿ ;Ϯϴ͘ϮϱͿ
dŽƚĂů&ŽƌĞĐĂƐƚĞĚŽƐƚ ĐƚƵĂůd &ŽƌĞĐĂƐƚŽƐƚ
ĐƚƵĂůZĞŵĂŝŶŝŶŐ
ŽƐƚ
&ŽƌĞĐĂƐƚZĞŵĂŝŶŝŶŐ
ŽƐƚ
ϭ͕ϰϱϵ͕ϲϵϳ͘ϵϭΨ ϲϳϴ͕ϭϴϬ͘ϰϵ Ψ ϳϴϭ͕ϱϭϳ͘ϰϮ Ψ ϲϬϵ͕ϯϰϯ͘ϯϮ ;ϭϳϮ͕ϭϳϰ͘ϭϬͿ  ϱϲ͕ϱϯϲ͘ϰϳΨ ϰϴ͕ϲϮϵ͘ϭϳ Ψ ϲϵ͕ϲϱϱ͘ϳϮΨ ϮϬ͕ϲϱϬ͘ϵϬ Ψ ϰϵ͕ϬϬϰ͘ϴϮ Ψ ϱϰ͕ϱϯϬ͘ϭϵ ϱ͕ϱϮϱ͘ϯϳ  ϯ͕ϭϲϰ͘ϴϱΨ Ϯ͕ϵϭϳ͘ϳϱ Ψ ϭϰϵ͕ϱϯϯ͘ϯϱΨ ϴϯ͕ϭϯϯ͘ϯϱ Ψ ϲϲ͕ϰϬϬ͘ϬϬ Ψ ϭϭ͕ϲϲϲ͘ϲϱ ;ϱϰ͕ϳϯϯ͘ϯϱͿ  ϲ͕ϯϲϲ͘ϮϵΨ ϰ͕ϭϱϬ͘ϬϬ Ψ >ĂďŽƌ K ^h^ dŽƚĂů ϭϱϭ͕ϴϲϴ͘ϬϬΨ ϰϰ͕ϭϴϮ͘ϲϮ Ψ ϭϬϳ͕ϲϴϱ͘ϯϴ Ψ ϭϬϳ͕ϲϴϱ͘ϯϴ Ͳ   ϲ͕ϬϬϬ͘ϬϬΨ ϮϬϮϯ ϳϲϯ͕ϯϮϯ͘ϱϵΨ ϰϭ͕ϰϭϭ͘ϵϰ Ψ ϵϳ͕ϯϭϯ͘Ϯϯ Ψ ϵϬϮ͕Ϭϰϴ͘ϳϲ Ψ ϱϭ͕ϯϳϳ͘ϮϯΨ ϭϲ͕ϭϬϬ͘ϴϰ Ψ ϯϱ͕Ϯϳϲ͘ϯϵ Ψ ϯϱ͕Ϯϳϲ͘ϯϵ Ͳ   Ϯ͕ϭϬϬ͘ϬϬΨ ϮϬϮϰ ϭ͕ϰϰϵ͕ϯϮϲ͘ϭϲΨ ϱϴ͕ϯϮϭ͘ϰϭ Ψ ϭϴϰ͕ϭϴϵ͘ϯϳ Ψ ϭ͕ϲϵϭ͕ϴϯϲ͘ϵϰΨ ϭϯϵ͕ϵϳϭ͘ϴϴΨ Ϯϯ͕ϭϬϬ͘ϵϴ Ψ ϭϭϲ͕ϴϳϬ͘ϵϬ Ψ ϭϭϲ͕ϴϳϬ͘ϵϬ Ͳ   ϲ͕ϬϬϬ͘ϬϬΨ ϮϬϮϱ ϭ͕ϱϰϬ͕ϯϵϵ͘ϯϱΨ ϰϵ͕ϴϬϬ͘ϬϬ Ψ ϯϰϭ͕ϱϰϰ͘ϴϵ Ψ ϭ͕ϵϯϭ͕ϳϰϰ͘ϮϰΨ ϭϰϰ͕ϱϱϮ͘ϰϭΨ ϱϰ͕ϵϬϲ͘Ϭϲ Ψ ϴϵ͕ϲϰϲ͘ϯϱ Ψ ϴϵ͕ϲϰϲ͘ϯϱ Ͳ   Ϯ͕ϭϴϴ͘ϭϴΨ ϱ͕ϲϭϬ͘ϭϯ Ψ ϮϬϮϲ Ͳ Ψ  Ͳ Ψ Ͳ Ψ Ͳ Ψ  ϴϬ͕ϴϬϵ͘ϵϵ Ψ ϯϱ͕ϴϲϯ͘ϴϬ Ψ ϰϰ͕ϵϰϲ͘ϭϵ Ψ ϰϰ͕ϵϰϲ͘ϭϵ Ͳ   Ϯ͕ϳϬϬ͘ϬϬΨ ϱϰ͕ϰϲϳ͘ϵϴΨ ϭϬ͕ϭϯϴ͘ϭϳ Ψ ϰϰ͕ϯϮϵ͘ϴϭ Ψ ϰϰ͕ϯϮϵ͘ϴϭ Ͳ   Ϯ͕ϱϬϬ͘ϬϬΨ ͲΨ  Ͳ Ψ Ͳ Ψ  Ͳ  Ͳ   ϰϬ͘Ϯϲй ϲϭϱ͕ϳϭϳ͘ϳϳ Ψ Ϯϴϭ͕ϯϰϵ͘ϱϮ Ψ ϯϯϰ͕ϯϲϴ͘Ϯϱ Ψ Ϯϲϳ͕Ϯϳϱ͘ϰϳ ;ϲϳ͕ϬϵϮ͘ϳϴͿ  Ϯϰ͕Ϭϯϱ͘ϳϱΨ ϮϬ͕ϳϱϮ͘ϳϵ Ψ ϴϳ͘ϭϰй ϭ͕ϯϯϮ͕ϲϳϴ͘ϳϱ Ψ ϲϬϴ͕ϵϲϭ͘ϲϴ Ψ ϳϮϯ͕ϳϭϳ͘Ϭϴ Ψ ϱϳϴ͕ϰϵϵ͘ϯϳ ;ϭϰϱ͕Ϯϭϳ͘ϳϬͿ  ϱϮ͕ϬϮϯ͘ϳϯΨ ϰϰ͕ϵϭϳ͘ϵϴ Ψ ϭϬй ϯϰϳ͕ϳϳϱ͘ϬϮ Ψ ϭϱϴ͕ϵϭϰ͘Ϯϲ Ψ ϭϴϴ͕ϴϲϬ͘ϳϲ Ψ ϭϱϬ͕ϵϲϰ͘ϴϯΨ ;ϯϳ͕ϴϵϱ͘ϵϯͿ  ϭϯ͕ϱϳϲ͘ϬϴΨ ϭϭ͕ϳϮϭ͘ϳϳ Ψ ϰ͕ϱϵϴ͕ϭϬϱ͘ϵϲΨ Ϯ͕Ϭϭϱ͕ϰϴϮ͘ϲϭ Ψ Ϯ͕ϱϴϮ͕ϲϮϯ͘ϯϱ Ψ Ϯ͕ϭϭϭ͕Ϭϯϰ͘ϵϭΨ ;ϰϳϭ͕ϱϴϴ͘ϰϯͿ  ϭϱϳ͕ϴϵϭ͘ϯϱΨ ϭϱϳ͕ϵϵϵ͘ϱϴ Ψ ϮϬϮϰĐƚƵĂů
ϮϬϮϰĐƚƵĂů
(QYLURQPHQWDO0RQLWRU%LRORJLVW &RULQQD0DWDPDOD    ŝŽůŽŐŝƐƚ
3URMHFW'LUHFWRU (KDE*HUJHV3(46'
   
$QG\%HHEH3(46'   

$VVLVWDQW3URMHFW0DQDJHU 0LFKDHO7H3(46'
$VVLVWDQW3URMHFW0DQDJHU 9HUQRQ3KLOOLSV
  


5HVLGHQW(QJLQHHU

(OHFWULFDO,QVSHFWRU -HUU\0DUTXH]    ϳϱ͕ϭϴϭ͘ϬϵΨ
352-(&7%,2/2*,67     9LMD\'HVDL3(46'
/HRQD9DQGHU0ROHQ
.HQGUD*HLW]HQ
(QYLURQPHQWDO0RQLWRU%LRORJLVW
(QYLURQPHQWDO,QVSHFWRU%LRORJLVW
(QYLURQPHQWDO6XSSRUW
(QYLURQPHQWDO6XSSRUW
(QYLURQPHQWDO,QVSHFWRU%RWDQLVW
*,6$QDO\VW 5DQG\'HRGDW
6FKHGXOHU


ϴϬ͕ϴϬϵ͘ϵϵΨ
ϭϱϭ͕ϴϲϴ͘ϬϬΨ
ϵϰ͕ϴϬϬ͘ϬϬΨ
ϱϭ͕ϯϳϳ͘ϮϯΨ
ϭϯϵ͕ϵϳϭ͘ϴϴΨ
ϭϰϰ͕ϱϱϮ͘ϰϭΨ
ϭ͕Ϯϴϳ͕ϱϮϯ͘ϴϭΨ
;
ͿŽĂƐƚ^ƵƌǀĞLJŝŶŐ
s^ƚƌĂƚĞŐŝĞƐ
;
Ϳ<<^
;
ͿDd'>
d

ƚŽƚĂů
&ƌŝŶŐĞƐ
ŽǀĞƌŚĞĂĚ
;
ͿĚǀĂŶƚĞĐ
ϰ͕ϭϮϲ͕ϱϭϳ͘ϱϮΨ
ϭ͕ϭϴϳ͕ϰϲϭ͘ϬϱΨ
ϯϬϵ͕ϴϳϵ͘ϬϵΨ
ϱϰ͕ϰϲϳ͘ϵϴΨ
ϱϰϴ͕ϲϮϰ͘ϵϵΨ
&ĞĞ


  LJĞĂƌůLJƚŽƚĂůƐ
>ĂďŽƌ
/ŶĐƌĞĂƐĞƐ
KƐ
%XGJHW&RVW
ϭ͕Ϯϴϳ͕ϱϮϯ͘ϴϭΨ
:hE
ϮϬϮϰϭϬͲ,ϭƵĚŐĞƚ,ŽƵƌƐͬŽƐƚ
'RFXPHQW&RQWURO&HUWLILHG3D\UROO2IILFH(QJLQHHU &KDU+DPLOWRQ    &ODLP6XSSRUW

 

7UDF\%UDGIRUG
-DGD%XWFKHU    .DWLH'HRGDW
/D\ERXUQ
   $OEHUW0DWD  


(PLO\0DVWUHOOL
   /LQGVH\0HVVQHU    
5\DQ0VH]DURV    

.HOO\2WWR    tĞĞŬƐͬDŽ
5\DQ%LQQV
5DOSK5REHUWV    




6FRWW*LDQQLQL3(46'
 

&RQVWUXFWLRQ,QVSHFWRU

+RZDUG6DQGHUV    6WUXFWXUHV3HDN,QVSHFWRU 5DOSK5REHUWV

-RVHSK5DPRW 
 
.HQ+LFNV 
  3HDN,QVSHFWRU 7RP2OVRQ3(46'    

(QYLURQPHQWDO6XSSRUW
(QYLURQPHQWDO6XSSRUW
6:333
*DEULHOOH=DPRUD 
 
(QYLURQPHQWDO0DQDJHU
'RFXPHQW&RQWURO$GPLQ
(QYLURQPHQWDO0RQLWRU%LRORJLVW .HOVHD/RHVFKHU   'RFXPHQW&RQWURO$GPLQ
(QYLURQPHQWDO0DQDJHU (PLO\0DVWUHOOL
6WUXFWXUHV3HDN,QVSHFWRU

(QYLURQPHQWDO0DQDJHU 

3HDN,QVSHFWRU
6WUXFWXUHV5HSUHVHQWDWLYH

Item 1Y - Page 15
ϰϰ ϱ ϰϰ ϱϰ ϰϱϰ ϰ ϱϰϰ ϱ
KĐƚŽďĞƌ EŽǀĞŵďĞƌ ĞĐĞŵďĞƌ :ĂŶƵĂƌLJ &ĞďƌƵĂƌLJ DĂƌĐŚ Ɖƌŝů DĂLJ :ƵŶĞ :ƵůLJ ƵŐƵ Ɛƚ ^ĞƉƚĞŵďĞƌ KĐƚŽďĞƌ EŽǀĞŵďĞƌ ĞĐĞŵďĞƌ ϱ͘ϱ
ϭϰϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϴϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϴϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϴϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϰϰ ͘ϬϬ ϭϴϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϰϰ͘ϬϬ ϭϴϰ͘ϬϬ ϰϬ͘ϬϬ ϰϬ͘ϬϬ ϱϬ͘ϬϬ ϭϲ͘ϬϬ ϭϲ͘ϬϬ ϮϬ͘ϬϬ ϭϲ͘ϬϬ ϭϲ͘ϬϬ ϮϬ͘ϬϬ ϭϲ͘ϬϬ ϭϲ͘ϬϬ ϮϬ͘ϬϬ ϭϲ͘ ϬϬ ϭϲ͘ϬϬ ϮϬ͘ϬϬ ϭϲϬ͘ϬϬ ϭϲϬ͘ϬϬ ϮϬϬ͘ϬϬ ϭϲϬ͘ϬϬ ϭϲϬ͘ϬϬ ϮϬϬ͘ϬϬ ϭϲϬ͘ϬϬ ϭϲϬ͘ϬϬ ϮϬϬ͘ϬϬ ϭϲϬ͘ϬϬ ϭϲϬ ͘ϬϬ ϮϬϬ͘ϬϬ ϭϲϬ͘ϬϬ ϭϲϬ͘ϬϬ ϮϬϬ͘ϬϬ ϰϬ͘ϬϬ ϱϬ͘ϬϬ ϲϰ͘ϬϬ ϲϰ͘ϬϬ ϴϬ͘ϬϬ ϲϰ͘ϬϬ ϲϰ͘ϬϬ ϴϬ͘ϬϬ ϲϰ͘ϬϬ ϲϰ͘ϬϬ ϴϬ͘ϬϬ ϲϰ͘ϬϬ ϲϰ͘ ϬϬ ϴϬ͘ϬϬ ϲϮ͘ϬϬ ϲϮ͘ϬϬ ϳϳ͘ϱϬ ϲϮ͘ϬϬ ϲϮ͘ϬϬ ϳϳ͘ϱϬ ϲϮ͘ϬϬ ϲϮ͘ϬϬ ϳϳ͘ϱϬ ϲϮ͘ϬϬ ϲϮ͘ϬϬ ϳϳ͘ϱϬ ϲϮ͘ ϬϬ ϲϮ͘ϬϬ ϳϳ͘ϱϬ ϰϬ͘ϬϬ ϴ͘ϬϬ ϭϬ͘ϬϬ ϴ͘ϬϬ ϴ͘ϬϬ ϭϬ͘ϬϬ ϴ͘ϬϬ ϴ͘ϬϬ ϭϬ͘ϬϬ ϴ͘ϬϬ ϴ͘ϬϬ ϭϬ͘ϬϬ ϴ͘ϬϬ ϴ͘ϬϬ ϭϬ ͘ϬϬ                       
ϭϵ͘ϳ
ϰϰ͕ϬϯϬ͘ϱϬΨ ϰϱ͕ϬϲϮ͘ϱϬ Ψ ϱϲ͕ϲϯϱ͘ϯϳ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϱϲ͕ϰϲϳ͘ϵϳ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϱϲ͕ϰϲϳ͘ϵϳ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϱϴ͕ϯϮϳ͘ϯϱ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϰϰ͕ϵϮϴ͘ϱϴ Ψ ϱϲ͕ϰϲϳ͘ϵϳ Ψ Ϯ͕ϲϰϭ͘ϴϯΨ Ϯ͕ϳϬϯ͘ϳϱ Ψ ϯ͕ϯϵϴ͘ϭϮ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ ϯ͕ϱϵϭ͘ϯϲ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ ϯ͕ϱϵϭ͘ϯϲ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ ϯ͕ϳϬϵ͘ϲϮ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ Ϯ͕ϴϱϳ͘ϰϲ Ψ ϯ͕ϱϵϭ͘ϯϲ Ψ ϰ͕ϭϱϬ͘ϬϬΨ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϰ͕ϭϱϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬΨ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϭϮ͕ϬϬϬ͘ϬϬ Ψ ϭϮ͕ϬϬϬ͘ϬϬ Ψ ϱ͕ϲϴϱ͘ϯϴ Ψ Ϯ͕ϭϬϬ͘ϬϬΨ Ϯ͕ϭϬϬ͘ϬϬ Ψ Ϯ͕ϭϬϬ͘ϬϬ Ψ Ϯ͕ϭϬϬ͘ϬϬ Ψ Ϯ͕ϭϬϬ͘ϬϬ Ψ Ϯ͕ϭϬϬ͘ϬϬ Ψ ϭ͕ϳϳϱ͘ϳϭ Ψ Ϯ͕ϭϬϬ͘ϬϬ Ψ ϭ͕ϭϬϬ͘ϬϬ Ψ ϭ͕ϭϬϬ͘ϬϬ Ψ ϭ͕ϭϬϬ͘ϬϬ Ψ ϭ͕ϭϬϬ͘ϬϬ Ψ ϯ͕ϮϬϬ͘ϬϬ Ψ ϯ͕ϮϬϬ͘ϬϬ Ψ ϱ͕ϵϬϬ͘ϲϴ Ψ ϲ͕ϬϬϬ͘ϬϬΨ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϲ͕ϬϬϬ͘ϬϬ Ψ ϭϬ͕ϲϬϮ͘ϭϴ Ψ ϭϮ͕ϬϬϬ͘ϬϬ Ψ ϭϲ͕Ϯϲϴ͘ϳϮ Ψ ϰ͕ϴϬϬ͘ϬϬΨ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϰ͕ϴϬϬ͘ϬϬ Ψ ϱ͕ϲϬϬ͘ϬϬ Ψ ϭϬ͕ϬϬϬ͘ϬϬ Ψ ϴ͕ϲϭϭ͘ϴϮ Ψ ϳ͕ϬϮϰ͘ϰϬ Ψ Ϯ͕ϳϬϬ͘ϬϬΨ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ ϰ͕ϮϮϳ͘ϰϯ Ψ ϰ͕ϬϬϬ͘ϬϬ Ψ Ϯ͕ϳϬϬ͘ϬϬ Ψ ϭ͕Ϭϯϳ͘Ϯϳ Ψ ϯ͕Ϯϴϭ͘ϰϵ Ψ Ϯ͕ϱϬϬ͘ϬϬΨ Ϯ͕ϱϬϬ͘ϬϬ Ψ Ϯ͕ϱϬϬ͘ϬϬ Ψ Ϯ͕ϱϬϬ͘ϬϬ Ψ Ϯ͕ϱϬϬ͘ϬϬ Ψ Ϯ͕ϱϬϬ͘ϬϬ Ψ Ϯ͕ϯϰϳ͘ϰϭ Ψ ϭ͕ϴϬϬ͘ϬϬ Ψ ϭ͕ϴϬϬ͘ϬϬ Ψ ϭ͕ϴϬϬ͘ϬϬ Ψ ϭ͕ϴϬϬ͘ϬϬ Ψ ϱ͕ϬϬϬ͘ϬϬ Ψ ϱ͕ϬϬϬ͘ϬϬ Ψ Ϯ͕ϱϬϬ͘ϬϬ Ψ ϰ͕ϳϴϮ͘ϰϬ Ψ ϭϴ͕ϳϵϬ͘ϮϴΨ ϭϵ͕ϮϯϬ͘ϲϵ Ψ Ϯϰ͕ϭϲϵ͘ϰϴ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ Ϯϰ͕ϭϳϵ͘ϴϵ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ Ϯϰ͕ϭϳϵ͘ϴϵ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ Ϯϰ͕ϵϳϲ͘Ϭϴ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ ϭϵ͕Ϯϯϴ͘ϲϲ Ψ Ϯϰ͕ϭϳϵ͘ϴϵ Ψ ϰϬ͕ϲϳϬ͘ϮϳΨ ϰϭ͕ϲϮϯ͘ϱϭ Ψ ϱϮ͕ϯϭϯ͘ϭϴ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϱϮ͕ϯϯϱ͘ϳϬ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϱϮ͕ϯϯϱ͘ϳϬ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϱϰ͕Ϭϱϵ͘ϬϮ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϰϭ͕ϲϰϬ͘ϳϱ Ψ ϱϮ͕ϯϯϱ͘ϳϬ Ψ ϭϬ͕ϲϭϯ͘ϮϵΨ ϭϬ͕ϴϲϮ͘Ϭϱ Ψ ϭϯ͕ϲϱϭ͘ϲϭ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϯ͕ϲϱϳ͘ϰϵ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϯ͕ϲϱϳ͘ϰϵ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϰ͕ϭϬϳ͘Ϯϭ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϬ͕ϴϲϲ͘ϱϰ Ψ ϭϯ͕ϲϱϳ͘ϰϵ Ψ ϭϰϰ͕ϵϵϲ͘ϭϳΨ ϭϰϳ͕ϳϯϮ͘ϱϬ Ψ ϭϳϴ͕ϰϭϳ͘ϳϲ Ψ ϭϰϳ͕ϳϴϭ͘ϵϵ Ψ ϭϰϳ͕ϳϴϭ͘ϵϵ Ψ ϭϳϴ͕ϰϴϮ͘ϰϬ Ψ ϭϰϳ͕ϯϬϱ͘ϭϭ Ψ ϭϰϳ͕Ϭϴϭ͘ϵϵ Ψ ϭϳϲ͕ϳϴϮ͘ϰϬ Ψ ϭϰϲ͕Ϭϴϭ͘ϵϵ Ψ ϭϰϳ͕ϲϬϵ͘ϰϮ Ψ ϭϴϳ͕ϬϮϵ͘Ϯϴ Ψ ϭϲϳ͕ϭϴϰ͘ϭϳ Ψ ϭϲϯ͕Ϭϯϭ͘Ϭϴ Ψ ϭϵϳ͕ϯϮϱ͘ϰϳ Ψ ϮϬϮϰ&ŽƌĞĐĂƐƚ,ŽƵƌƐ
ϮϬϮϰ&ŽƌĞĐĂƐƚŽƐƚ ϮϬϮϱ&ŽƌĞĐĂƐƚŽƐƚ
ϮϬϮϱ&ŽƌĞĐĂƐƚ,ŽƵƌƐ
Item 1Y - Page 16

CITY COUNCIL STAFF REPORT

DATE: JANUARY 9, 2025 CONSENT CALENDAR

SUBJECT: APPROVE AMENDMENT NO. 4 TO PROFESSIONAL SERVICES AGREEMENT NO. 23Q183 WITH GROUP 4 ARCHITECTURE,
RESEARCH + PLANNING, INC. FOR PALM SPRINGS PUBLIC LIBRARY RENOVATION PROJECTS 16-08, MAIN LIBRARY RENOVATIONS, AND 19-18, JC FREY BUILDING REHABILITATION

FROM: Scott C. Stiles, City Manager

BY: Library Services Department
Engineering Services Department

SUMMARY:

Approval of Amendment No. 4 to the Professional Services Agreement with Group 4 Architecture, Research + Planning, Inc. for Palm Springs Public Library Renovation Projects 16-08, Main Library Renovations, and 19-18, JC Frey Building Rehabilitation, will allow for design and landscape architecture of the proposed median island completion on Sunrise Way. The total cost for additional services is not to exceed $56,360.

RECOMMENDATION:

1. Approve Amendment No. 4 to the Professional Services Agreement No. 23Q183 with Group 4 Architecture, Research + Planning, Inc. to provide design services for an amount not to exceed $56,360.

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

BUSINESS PRINCIPAL DISCLOSURE:

According to the Conflict of Interest and Non-Discrimination Certification and Public Integrity Disclosure form (Attachment A) submitted on May 3, 2023, Group 4 Architecture, Research + Planning, Inc., is a corporation registered in the state of California.

BACKGROUND:

On September 14, 2023, City Council approved Professional Services Agreement No. 23Q183 with Group 4 Architecture, Research + Planning, Inc. for Phase 1 architectural Item 1Z - Page 1
City Council Staff Report
January 9, 2025 -- Page 2
Amendment 4 to PSA with Group 4 – Library Renovation
and design services for an amount not to exceed $1,838,898. Based on the agreement, Group 4 Architecture, Research + Planning, Inc. was to provide architectural design services for the grant-funded portion of the Main Library and work on the JC Frey Building and programming and estimating for all the non-grant funded work.

On January 11, 2024, the City Council approved the additional Scope of Work for the Library renovation project requiring an amendment to the Professional Services Agreement No. 23Q183.

On February 29, 2024, the first amendment to the Professional Services Agreement incorporating the approved Scope of Work was approved by the City Council in the amount of $1,197,200. Amendment 2 in amount of $19,695 for geotechnical work was approved under the City Manager’s authority. Amendment 3 in the amount of $7,513 for exploratory demolition of the concrete and wood components of the library’s construction was approved under the City Manager’s authority.

STAFF ANALYSIS:

During design development much needed additional parking was incorporated into the Library Project. As the parking lot design developed it became apparent that a secondary entrance/exit was required for proper circulation. An entrance/exit onto Sunrise Way was proposed and incorporated into the design. However, Sunrise Way is a Major Thoroughfare with a high volume of traffic. Vehicles exiting onto Sunrise Way will only be allowed to make a right turn out of the parking lot. The City’s development standards require the construction of a full median island on Sunrise Way. A portion of the necessary median was already constructed as part of a previous project (see following image).

Sunrise Way
Item 1Z - Page 2
City Council Staff Report
January 9, 2025 -- Page 3
Amendment 4 to PSA with Group 4 – Library Renovation

The extension of the median island will provide the required physical barrier so that vehicles will not try to make a left turn onto Sunrise Way.

Group 4 Architecture continues to work on the approved scope of work for the project.

However, as the median island work was not part of the original Scope of Work approved by the City Council on January 11, 2024, an amendment to Professional Services Agreement No. 23Q183 is required. Group 4 Architecture has prepared an additional services request (Attachment B) with an additional cost of $56,360. Staff has reviewed the additional services request and is requesting approval of Amendment 4 to Professional Services Agreement No. 23Q183 (Attachment C).

ENVIRONMENTAL ASSESSMENT
:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines, the requested City Council action is not a “Project” pursuant to Section 15378(b)(5).

Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment are not consider a “Project.” However, future phases of this project may require CEQA actions.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority 2A, Improve City Facilities.

FISCAL IMPACT:

Sufficient funds have been budgeted and are available to cover the additional costs of Amendment No. 4 in Fund 260, the Measure “J” Fund.

REVIEWED BY:

City Engineer: Joel Montalvo
Library Department Director: Jeannie Ka ys
Deputy City Manager: Flinn Fa gg
City Manager: Scott Stiles

ATTACHMENTS:

A. Public Integrity Disclosure Form
B. Additional Services Request
C. Amendment No. 4 to Professional Services Agreement 23Q183

Item 1Z - Page 3

Attachment A
Item 1Z - Page 4
53 GROUP 4 ARCHITECTURE E. FORMS
Item 1Z - Page 5
54 GROUP 4 ARCHITECTURE E. FORMS
Item 1Z - Page 6

Attachment B
Item 1Z - Page 7
-RHO0RQWDOYR &/,(17&2175
&3
&,7<2)3$/0635,1*6
$''6(59,&(

(7DKTXLW]&DQ\RQ:D\
3DOP6SULQJV&DOLIRUQLD

%,//,1*7<3(
/XPS6XP
352-(&71$0(
352-(&7
*3+$6(

3DOP6SULQJV3XEOLF/LEUDU\5HQRYDWLRQ  ,
&203$1<
352326$/
'$7('
(67
+2856 5$7( '(6,*1)(( &$)(( 0$5.83 (;7(16,21
,0(*&LYLO    
5LRV/DQGVFDSH 
    

6ZHHQH\,UULJDWLRQ 
  
  

*URXS$UFK    
'(6,*1)((68%727$/

5(,0%856$%/(
(;3(16(6
352326$/
'$7(' 5(,0%(67,0$7( 0$5.83 5(0$;,080
3HU&RQWUDFW   
0$;5(,0%856$%/(668%727$/

0$;,1&/8',1*5(,0%(;3(16(6

'DYLG6FKQHH
3ULQFLSDO
-RHO0RQWDOYR
&LW\(QJLQHHU
'DWH
'HFHPEHU
6&23(6800$5<

&HQWHU0HGLDQ([WHQWLRQLQ66XQULVH:D\ 3URYLGHDGGLWLRQDOVHUYLFHVIRU3DOP6SULQJV/LEUDU\3URMHFWZLWKWRSRJUDSKLFVXUYH\FLYLOODQGVFDSHDQG LUULJDWLRQGHVLJQIRUWKHH[WHQWLRQRIWKHFHQWHUPHGLDQDORQJWKH6XQULVH:D\6HHDWWDFKHGSURSRVDOV IURP,0(*GDWHGDQGIURP5LRVGDWHG
IRUPRUHLQIRUPDWLRQ
$''6(59,&(5(48(67

'DWH
Item 1Z - Page 8















!

"
#

$
!

%


&
'



()
'





(




*)

&
+
(
,


-)





(
'

,#

.
%
&

/01
!






2


)
2


3
,#





'




*)
2


)




'







-)!






















4


&!


+
(

2

'
2
'
''

 
5
6

'

2
()
'





!
+
(
2
()
#
'



'


'



-)


7
!
+


8
/

'
'





-)!
+
(
2
*




'

2
!
+


()


2




2
.

!
+




7


(

'

!









  
 
+
#


7
'
7







,

*

73
!
+


)
*
2






)!
+

'



)

9+'


2



2



*
'

)
#8!
+
*
8







'
2



'
)!
+
*
)
2

:



5


+
2



'
)!


+
;'6


'6




)
'6



8

'

!


4
'

Item 1Z - Page 9
+
;'6
)

8
!




 




 



!"#$%&!%'(('')*++(
, (-.+(.)()-

;

'

)



'
'
(
#




)
2








*
'
)
#8
!
<




6
)
''
'

'
'!
#8
)
)

'



'

)

'6

 


)

!






+'6
'



3
'



)

2



8
'



'
2




!
'


'
)

=
)



.
:
)

*
)


'
2






6
>
)
23!


)


2

*
'
)
2
! #8











'

!
;







23

2




!





-







'

68
'
'
?

!

!



8







!










 

 

 



-
2




'

2

'


'


!


)

)




)


''





'6!
2

'


'
)


'
)
6

,#
'

'

'
.




)

)


2

)

'





2


=

=

'

!

2



)
'






8
)



'





'





2







)
!



'

Item 1Z - Page 10














!
SIGN:



DATE:



,#
(

(!
SIGN:
@
,3
;


!#!
(A 990




(

#8
DATE:


&
'

Item 1Z - Page 11

,
;
)
*!




'

Item 1Z - Page 12
Item 1Z - Page 13
Item 1Z - Page 14
Item 1Z - Page 15
Item 1Z - Page 16

Attachment C
Item 1Z - Page 17