Palm Springs City Council
February 13, 2025

CONTRACT SERVICES AGREEMENT 24P147

FIRE PREVENTION INSPECTION SERVICES
THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on August 1, 2024, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and 4LEAF, 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 licensed and qualified firm to provide fire prevention inspection services for the Palm Springs Fire Department, (“Project”).

B. Contractor has submitted to City a proposal to provide fire prevention inspection services, under the terms of this Agreement.

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

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

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

AGREEMENT

1. CONTRACTOR SERVICES

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

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

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

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

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

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

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

3. COMPENSATION OF CONTRACTOR

3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $273,000.

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

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

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

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

4. PERFORMANCE SCHEDULE

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

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

4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 14

and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified.

The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of eighteen months, commencing on August 1, 2024, and ending on January 31, 2026, unless extended by mutual written agreement of the Parties. In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for one (1) additional one (1) year term.

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

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

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: Marcus Johnson, Project Manager / Director of Southern California Operations. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer.

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

5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals, and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provisions making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 15

Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City.

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

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

Name: Title:

Marcus Johnson Project Manager/Director of Southern California Operation Peter Lim Southern California Inspection Manager
Craig Tole Vice President, Development Services
Thomas Cervantes Fire Prevention Inspector
Kenneth King Fire Prevention Inspector/Fire Marshal
Robert Salgado Fire Prevention Inspector

5.6 California Labor Code Requirements.

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

B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 16

applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements.

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

7. INDEMNIFICATION.

7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement.

This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final.

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

8. RECORDS AND REPORTS

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

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

8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 17

request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents.

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

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

9. ENFORCEMENT OF AGREEMENT

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

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

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

9.3 Waiver. No delay or omission in the exercise of any right or remedy of a nondefaulting Party on any default shall impair such right or remedy or be construed as a waiver. No consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement.

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

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

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

10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

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

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

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

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: 4LEAF, Inc.

Attention: Marcus Johnson
424 E. Vanderbilt Way, Suite A
San Bernardino, CA 92408

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

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

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

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

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

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.

11.10 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. [SIGNATURES ON NEXT PAGE]
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SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT
BY AND BETWEEN THE CITY OF PALM SPRINGS AND 4LEAF, 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. _______________ Agreement No. 24P147 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

Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D 7/22/2024 7/23/2024
7/25/2024 1D
7/26/2024
Item 1O - Page 21
1/DocuSigned by:

L~ 4~

EXHIBIT “A”

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

The City of Palm Springs Fire Department is in need of a Fire Prevention Inspection Service agreement. The Fire Prevention Inspector(s) will perform fire prevention field inspections of City’s high fire area and other mandated inspections in accordance with legal requirements.

1.2 Scope:

A. Contractor shall provide fire inspection services for the City of Palm Springs Fire Department.

B. Contractor will perform fire prevention field inspections of City’s very high fire area, new business licensing, and state mandated inspections to confirm compliance with applicable codes with amendments and City specifications as adopted by the City of Palm Springs.

C. Contractor will perform all necessary liaisons with applicants, business owners/representatives, City Staff, Fire Marshal, or designee.

D. Contractor will log fire prevention activities into fire department records management system.

E. Contractor will complete fire prevention activity reports.

F. Contractor will regularly meet with Fire Marshal or designee.

G. Contractor will attend meetings related to fire inspections and with customers and City Staff as requested by the Fire Marshal or designee.

H. Contractor will perform extra work as needed when requested by the Fire Marshal or designee.

I. The City will establish a schedule for conducting fire inspections.

J. The City will provide inspection and plan review activity report.

1.3 Schedule:

Work will commence upon issuance of notice to proceed and all work shall be completed by end of contract term.

1.4 Compensation:

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

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Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 24
.A.TTACIHMENT "G"
COS,T PRO'P.0SAJL
REQUESlS FOR PROPOSALS '(IR.lhP 104-24)
IRIRE PREVEIHII0N INSPIEClll0N SERVl:0ES
THIS FO'RiM MUST BE C0MPLElED ANO Sl!JB!MIITTED IN SEP.AIRATIE ELECTIR0N C PILIE#2 Cost Proposal", NOTwiitlh Blectmnic File #11, Teoh'11icallWod Proposal"} ITEM DESCRIPTION Unit of Estimated Rate SUBTOTAL Measure Quantity 1 Fire prevention
inspec,tion selWic:es Hourty: 1,950 $"140 $273,000
per scope
TOTAL $273,000
Finn Name: 4LEAF Inc.

Sigl'lla.ture of AIIJlihorized PelrSOO: - ~./. •:,_. · -~ m::t·-~• ~-- -Lz4,1.rft:.· ==::::::==------ Printed Name: IKevin . Duggan
Tole: Piresidlent
Date: 06/04.$24

EXHIBIT “B”

INSURANCE PROVISIONS
Including
Verification of Coverage,
Sufficiency of Insurers,
Errors and Omissions Coverage,
Minimum Scope of Insurance,
Deductibles and Self-Insured Retentions, and
Severability of Interests (Separation of Insureds)
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INSURANCE

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

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

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

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

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

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

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

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

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

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

Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 26

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 selfinsurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement).

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

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

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

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

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

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

Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 27

EXHIBIT “C”
Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 28
ATTACIHMENT "F"
EX!EClJlllrVIE ORDER N1
_i6-22 CEIRJI ACATl:O:N
REQUESJS, fOR PIROPOSAlS ,(IRIRP 04-241)
HRiE PIREVENTIIONI IINSPEClllON SEIRVl:CES
Executive Order N-6-22 issued by Governor Gavin ewsom on March 4, 2022, directs all agencies arid depanmerlifs that am subject to the ,Q:wemor's authority to (a:) leffilinate any ,oontracts with any individuals arr entities that are detennined to be a target of ecooo:mic sanctions against Russia and Russiari entires aoo indi1idwls; and (b) refrain from ootering into any new oonbacts 'iAiith such individuals or entities while the aforementioned sancitions are in effect
Executive Order N-6-22 so requires that any contracitor that: (1) ,curre1111fy has a contract with the Cityiof Pam Springs funded lhliough grantfun:ols provided by the State of California; and/or (2) su'b:mits a bid o · proposal or ofueirwise proposes to or enter into or renew a ioontract with the Oity of Palm Splings with Stale of California grant funds, certify tna· the person is not the ~arget of any emnomic sanctions agai11St Russia and Russian entities and individuals_
The contractor hereby certifies, SUBJECT TO PENAL TY FO:R PiE1RJlmY; that a) th:e ,oontractor is not a target ,of any econo:mic sanotions against Russian and Russian entit-es and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to !egally b:in d 1he Contraoto _ This cerlification is made under the laws of the State ,of California_
~u,,,,____. Signature:_--'C.., "---_ 'b---++----------- Printed Name: Kevin J_ Duggan
Tit e: President
Firm Name: 4LEAF, nc_
Date: 06104124

CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY, PALM
SPRINGS, CA 92262
(760) 322-8328

BUSINESS LICENSE CERTIFICATE
Fees Paid: $161.00

ISSUANCE OF THIS LICENSE DOES NOT ENTITLE THE

LICENSEE TO OPERATE OR MAINTAIN A BUSINESS
IN VIOLATION OF ANY OTHER LAW OR ORDINANCE.

THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY
NOR OF THE APPLICANT'S QUALIFICATIONS.

Business Name: 4LEAF, INC.

DBA:

Owner: KEVIN DUGGAN
Mailing Address: 2126 RHEEM DR
PLEASSANTON, CA 94588
License Number: OC-006885-2024
Expiration Date: 06/27/2025

PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO
RENEW AND UPDATE THIS LICENSE ANNUALLY.

Business Location: 5140 BIRCH ST SUITE 200,
NEWPORT BEACH, CA 92660
Business Description: BUILDING INSPECTION-PLAN
CHECK

TO BE POSTED IN A CONSPICUOUS PLACE
Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 29

ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?

INSR ADDL SUBR

LTR INSD WVD

PRODUCER CONTACT
NAME:

PHONE FAX
(A/C, No, Ext): (A/C, No):

E-MAIL
ADDRESS:

INSURER A :

INSURED INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

POLICY NUMBER POLICY EFF POLICY EXP TYPE OF INSURANCE (MM/DD/YYYY) (MM/DD/YYYY) LIMITS

AUTOMOBILE LIABILITY

UMBRELLA LIAB

EXCESS LIAB

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE $
DAMAGE TO RENTED CLAIMS-MADE OCCUR PREMISES (Ea occurrence) $ MED EXP (Any one person) $
PERSONAL & ADV INJURY $
GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $

PRO- POLICY JECT LOC PRODUCTS - COMP/OP AGG
OTHER: $

COMBINED SINGLE LIMIT
(Ea accident) $
ANY AUTO BODILY INJURY (Per person) $

OWNED SCHEDULED
AUTOS ONLY AUTOS BODILY INJURY (Per accident) $

HIRED NON-OWNED PROPERTY DAMAGE
AUTOS ONLY AUTOS ONLY (Per accident) $
$

OCCUR EACH OCCURRENCE
CLAIMS-MADE AGGREGATE $
DED RETENTION $
PER OTHSTATUTE ER
E.L. EACH ACCIDENT
E.L. DISEASE - EA EMPLOYEE $
If yes, describe under
DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT INSURER(S) AFFORDING COVERAGE NAIC #

COMMERCIAL GENERAL LIABILITY
Y / N
N / A
(Mandatory in NH)

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

CERTIFICATE HOLDER CANCELLATION
ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY)
$
$
$
$
$
The ACORD name and logo are registered marks of ACORD
6/26/2024
License # 0C41366
(925) 462-8400 (925) 462-8888
25674
4LEAF, Inc.
2126 Rheem Dr
Pleasanton, CA 94588
20044
42374
A 1,000,000
X X 6806X631656 3/15/2024 3/15/2025 1,000,000
5,000
1,000,000
2,000,000
2,000,000
A 1,000,000
X X 8106X632782 3/15/2024 3/15/2025
A 6,000,000
CUP6X635599 3/15/2024 3/15/2025 6,000,000
B
X FOWC521971 3/15/2024 3/15/2025 1,000,000
1,000,000
1,000,000
C Professional Liab HCC2425616 4/9/2024 Each Claim 2,000,000 C HCC2425616 4/9/2024 3/15/2025 Aggregate 2,000,000
The attached forms apply as required per written contract or written agreements between the listed parties and the insured, which are subject to the policy provisions. In the absence of such written contract or written agreement the attached form may not be applicable.

City of Palm Springs is additional insured as respects to General Liability and Automobile Liability per attached endorsements CG D3 81 09 15 and CA T3 53 02 15. Primary & Non-Contributory applies to General Liability and Automobile Liability per attached endorsements CG D3 81 09 15 and CA T4 74 02 16.

Waivers of Subrogation apply to General Liability, Automobile Lability and Workers' Compensation Policies per attached endorsements CG D3 81 09 15, CA T3 53 02 15 and WC 99 04 10 C
City of Palm Springs
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
4LEAINC-01 MINED1
Granite Professional Insurance Brokerage, Inc.
360 Lindbergh Avenue
Livermore, CA 94551 [email protected]
Travelers Property Casualty Company of America
Berkshire Hathaway Homestate
Houston Casualty Company
X
3/15/2025
X
X
X
X
X X
X X
Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 30
ACORD" ~ I
I
~
• • ~
~
~ • • ~
~ ~
~
~
~ ~
~ H I I
I I I
•
I






Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 31
Policy Number

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED
(ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

1. The following is added to SECTION II - WHO IS
AN INSURED:

Any person or organization that you agree in a
"written contract requiring insurance" to include as
an additional insured on this Coverage Part, but:
a. Only with respect to liability for "bodily injury",
"property damage" or "personal injury"; and
b. If, and only to the extent that, the injury or
damage is caused by acts or omissions of
you or your subcontractor in the performance
of "your work" to which the "written contract
requiring insurance" applies, or in connection
with premises owned by or rented to you.

The person or organization does not qualify as an
additional insured:
c. With respect to the independent acts or
omissions of such person or organization; or
d. For "bodily injury", "property damage" or
"personal injury" for which such person or
organization has assumed liability in a
contract or agreement.

The insurance provided to such additional insured
is limited as follows:
e. This insurance does not apply on any basis to
any person or organization for which
coverage as an additional insured specifically
is added by another endorsement to this
Coverage Part.
f. This insurance does not apply to the
rendering of or failure to render any
"professional services".
g. In the event that the Limits of Insurance of the
Coverage Part shown in the Declarations
exceed the limits of liability required by the
"written contract requiring insurance", the
insurance provided to the additional insured
shall be limited to the limits of liability required
by that "written contract requiring insurance".

This endorsement does not increase the
limits of insurance described in Section Ill -
Limits Of Insurance.
h. This insurance does not apply to "bodily
injury" or "property damage" caused by "your
work" and included in the "productscompleted operations hazard" unless the "written contract requiring insurance"
specifically requires you to provide such
coverage for that additional insured, and then
the insurance provided to the additional
insured applies only to such "bodily injury" or
"property damage" that occurs before the end
of the period of time for which the "written
contract requiring insurance" requires you to
provide such coverage or the end of the
policy period, whichever is earlier.

2. The following is added to Paragraph 4.a. of

SECTION IV - COMMERCIAL GENERAL
LIABILITY CONDITIONS:

The insurance provided to the additional insured
is excess over any valid and collectible other
insurance, whether primary, excess, contingent or
on any other basis, that is available to the
additional insured for a loss we cover. However, if
you specifically agree in the "written contract
requiring insurance" that this insurance provided
to the additional insured under this Coverage Part
must apply on a primary basis or a primary and
non-contributory basis, this insurance is primary
to other insurance available to the additional
insured which covers that person or organizations
as a named insured for such loss, and we will not
share with the other insurance, provided that:
(1) The "bodily injury" or "property damage" for
which coverage is sought occurs; and
(2) The "personal injury" for which coverage is
sought arises out of an offense committed;
after you have signed that "written contract
requiring insurance". But this insurance provided
to the additional insured still is excess over valid
and collectible other insurance, whether primary,
excess, contingent or on any other basis, that is
available to the additional insured when that
person or organization is an additional insured
under any other insurance.

CG D3 81 0915 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 32

COMMERCIAL GENERAL LIABILITY

3. The following is added to Paragraph 8., Transfer
Of Rights Of Recovery Against others To Us,
of SECTION IV - COMMERCIAL GENERAL
LIABILITY CONDITIONS:

We waive any right of recovery we may have
against any person or organization because of
payments we make for "bodily injury'\ "property
damage" or "personal injury" arising out of "your
work" performed by you, or on your behalf, done
under a "written contract requiring insurance" with
that person or organization. We waive this right
only where you have agreed to do so as part of
the "written contract requiring insurance" with
such person or organization signed by you
before, and in effect when, the "bodily injury" or
"property damage" occurs, or the "personal injury"
offense is committed.

4. The following definition is added to the
DEFINITIONS Section:
"Written contract requiring insurance" means that
part of any written contract under which you are
required to include a person or organization as an
additional insured on this Coverage Part,
provided that the "bodily injury" and "property
damage" occurs and the "personal injury" is
caused by an offense committed:
a. After you have signed that written contract;
b. While that part of the written contract is in
effect; and
c. Before the end of the policy period.

Includes the copyrighted material of Insurance Services Office, Inc., with its permission

 


  





 
 
 
 




 
  



 




 
  
 



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Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 37
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Docusign Envelope ID: 31CE6BF5-C12B-4335-A3E0-A126E1FEE39D Item 1O - Page 38
... ..WOBKERS..ill.MP..ENSAilillLAND EMPLOYERS..l.lABJLlI.YJtilSU8MI.CE.eill.lCY ________ W~C~9-9~0~4~1-0~C -------------------------------lEd. 01-19)

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT-CALIFORNIA

BLANKET BASIS
We have the right to recover our payments from anyone liable for an injury covered by this policy. We w.ill ... nnLent.orre. our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) The additional premium for this endorsement shall be calculated by applying a factor of 2% to the total manual premium, with a minimum initiaL.c.harge of $35D, th.en...a.pply'.ing. all other pricing factors for the J)Olicy JQ tbis ... calculate.d charge to derive the final cost of this endorsement.

This agreement shall not operate directly or indirectly to benefit anyone not named in the Sched_LJ_lg.

Blanket...wai.ver
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Blanket Waiver - Any person or organization for whom the Named Insured has agreed bLwritten contract to furnish this waiver.
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This endorsement changes the pol~_t_o which it is attached and is effective on the date issued unless otherwise stated. (!!le information below is required only when this endorsement is issued subsequ~nt to pr~.m!_ration of the~ Endorsement Effective: 03/1512024
Insured:

PolicyN.a.: E_QWC521_9lj Eodorsemenll:Jo.:

Insurance Company: Berkshire Hathaway Homestate Ins Co
WC 99 0410_C
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Countersigned by

CITY COUNCIL STAFF REPORT
DATE: FEBRUARY 13, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF PLANS, SPECIFICATIONS AND ESTIMATE (PS&E) AND AUTHORIZATION TO BID INDIAN CANYON DRIVE SEWER PHASE 2, CITY PROJECT 01-11B
FROM: Scott C. Stiles, City Manager
BY: Engineering Services
SUMMARY:

The construction documents (Plans, Specifications and Estimate) for this project have been prepared and in accordance with Section 7.03.040 of the Procurement and Contracting Code, the City Council shall approve and adopt the plans, specifications, and working details, and authorize the bid request for all public projects in excess of $200,000.

Approval of this item will allow Staff to proceed with bidding of this capital project.

RECOMMENDATION:

Approve the plans, specifications and estimate and authorize Staff to advertise and solicit bids for the Indian Canyon Drive Sewer Phase 2, City Project 01-11B (“the Project”).

BACKGROUND:

Commercial property owners near Garnet Avenue and Indian Canyon Drive are facing challenges developing projects due to the lack of sewer service in the area. The Regional Water Quality Control Board (RWQCB) prohibits standard septic systems in the area due to groundwater quality concerns, requiring expensive individual treatment plants instead.

An alternative is to install a gravity sewer line along Indian Canyon Drive, between Tramview Road and Garnet Avenue for an approximate 2.5-mile run, connecting to the City’s existing sanitary sewer system. This prompted property owners and the City to seek an extension of public sewer service to make development more feasible.

The ongoing widening and bridge replacement over the Union Pacific Railroad (UPRR), City Project 01-11, presents a unique opportunity to extend the gravity sewer line within Indian Canyon Drive from Tramview Road to Garnet Avenue. The bridge reconstruction project is an opportune time to install the necessary sewer line as it must pass beneath the UPRR.

Item 1P - Page 1
City Council Staff Report
February 13, 2025 -- Page 2
Authorize RFB for City Project 01-11B
Since constructing the sewer line after the new bridge is in place would be challenging, costly, and significantly more disruptive, the City has strategically decided to proceed with the planning and design of the sewer line along Indian Canyon Drive concurrently with the bridge project, as shown in Figure 1 below and labeled Phase 1 and Phase 2.

FIGURE 1 – Site Vicinity Map and Phasing
A new agreement was required for the sewer line construction because Caltrans is funding the bridge construction through the Highway Bridge Program (HBP), which uses federal funds. Caltrans categorizes the public sewer component as "federally nonparticipating," meaning it is not eligible for reimbursement from the HBP. Furthermore, Caltrans’ policies did not permit the City to amend its existing agreement with Dokken Engineering to include services that are outside the original scope of the bridge replacement.

On November 14, 2018, the City Council approved a Contract Services Agreement with Dokken Engineering for professional engineering and consulting services related to the Indian Canyon Drive sewer between Tramview Road and Garnet Avenue. Agreement A7228 was executed on December 20, 2018.

On September 9, 2021, the City approved an amendment to Agreement A7228. This amendment included a request from the City to Dokken Engineering to divide the sewer project into two separate phases; this decision was made in order to better manage the Item 1P - Page 2
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. Phase2
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City Council Staff Report
February 13, 2025 -- Page 3
Authorize RFB for City Project 01-11B
construction process and allocate funds more effectively. The project phases are summarized below.
• Phase 1 Sewer/Bridge (Orange line in Figure 1.): This phase covers the area from Garnet Ave to 1,000 feet south of Palm Springs Station Rd and will be constructed concurrently with the bridge replacement City Project No 01-11. • Phase 2 Sewer/South (Yellow line in Figure 1): This phase covers the area from 1,000 feet south of Palm Springs Station Rd to Tramview Rd. This is known as the Indian Canyon Drive Sewer Extension Phase 2, City Project 01-11B.

On January 27th, 2025, the City reviewed the final version of the construction documents for Phase 2, which included design, construction details, the project scope, timelines, and budget estimates.

STAFF ANALYSIS:

With City Council approval, Staff will advertise the Project in the Desert Sun and utilize the procurement program “PlanetBids” ™ to allow the submission of bids electronically.

The contract documents will be provided free of charge to prospective bidders through the PlanetBids™ system. The following tentative schedule has been identified for the bid process:

Notice Inviting Bids to be posted: February 17, 2025
Deadline for receipt of bids: March 18, 2025
Contract awarded by City Council: April 9, 2025
The approval of this Project is a significant step towards improving infrastructure and supporting future development in the area. By addressing the current limitations of wastewater disposal, the City can encourage economic growth and enhance the quality of life for residents and businesses. Staff recommends that the City Council approve the contract documents and authorize Staff to formally solicit construction bids for the Project.

ENVIRONMENTAL ASSESSMENT:

Section 21084 of the California Public Resources Code requires Guidelines for Implementation of CEQA. Approval of the requested action will allow Staff to comply with CEQA. In accordance with the CEQA Guidelines, the City acting as “Lead Agency,” completed an environmental analysis of the potential impacts resulting from construction of the Sewer Line. An initial environmental review of the sewer line determined that an Initial Study leading to a Mitigated Negative Declaration (“IS/MND”) is the appropriate environmental document, and that an Environmental Impact Report was not necessary.

Item 1P - Page 3
City Council Staff Report
February 13, 2025 -- Page 4
Authorize RFB for City Project 01-11B
The City circulated a Tiered IS/MND for the Sewer Line and made it available for comments between September 17, 2020 and October 29, 2020. The City received 4 comments, and responses were incorporated into the final Tiered IS/MND. The final document was recirculated for comments between November 1, 2021 and December 1, 2021. Two comments were received and incorporated into the final document. In accordance with the CEQA Guidelines, following public review of the IS/MND, the City Council adopted it on September 1, 2022. A final copy of the IS/MND is located at the Office of the City Clerk and the City filed a Notice of Determination on September 8, 2022.

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:

The Project is estimated to cost $9,500,000. The Project will be funded using Wastewater Fund Balance funds. Following the bidding process, the Project will be submitted to the City Council for approval of contract award. At that time, a detailed breakdown of the Project costs, including construction, consultant services, and staff costs, will be presented for review and approval.

On May 27, 2021, the City Council established fees for areas currently without sanitary sewer service. Those fees will be imposed on all future developments connected to the new Indian Canyon Drive sewer line. The intent is to recuperate all expenditures fronted by the City’s Wastewater Fund.

REVIEWED BY:

City Engineer Joel Montalvo
Deputy City Manager: Flinn Fagg
City Manager: Scott Stiles
Item 1P - Page 4

CITY COUNCIL STAFF REPORT
DATE: FEBRUARY 13, 2025 CONSENT CALENDAR
SUBJECT: ACCEPTANCE OF THE NAVIGATION CENTER PROJECT AND

APPROVAL OF FINAL BALANCING CHANGE ORDER, CITY PROJECT
22-05
FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:

Construction of the Navigation Center (the “Project) at 3589 McCarthy Road has been completed. Formal City Council acceptance of the Project is required to document the completion of public works improvements and to allow the City’s filing of a Notice of Completion with the Riverside County Recorder in accordance with Section 9200 of the California Civil Code. The City Manager’s Change Order (CO) authority was established at a maximum of $3,000,000 or 10% of the construction budget. The Project required additional expenditures above and beyond the City Manager’s authority to complete construction. The final balancing change order in the amount of $827,580 brings the total project contingency to $3,827,580 or 13.10% of the original construction budget.

RECOMMENDATION:

1) Approve final balancing change order in the amount of $827,580 increasing the project contingency to $3,827,580; and
2) Accept the public works improvement identified as the Navigation Center, City Project 22-05, as completed in accordance with the plans and specifications; and 3) Authorize the City Engineer to execute and file for recordation with the Riverside County Recorder a Notice of Completion for the Navigation Center, City Project No. 22-05; and
4) Authorize the City Manager to execute all necessary documents.

Item 1Q - Page 1
City Council Staff Report
February 13, 2025 -- Page 2
Acceptance of the Navigation Center Project – CP 22-05
BACKGROUND:

On October 17, 2022, the City Council awarded the Construction Management at Risk (CMAR) Agreement to Tilden-Coil Contractors (Tilden-Coil) to initiate the construction of the Project. Tilden-Coil successfully completed the Project and received the Certificate of Occupancy on September 9, 2024. The Project includes 80 prefabricated residential units and the rehabilitation of two buildings on the Site (Buildings 1 and 2). The residential units include kitchenettes and bathroom facilities. Five of the units are for families and 10 units are for transitional age youth. The Project also includes a children’s play area; general parking; green space; hardscape and landscape. Building 1 houses the operational services and the full-service kitchen while Building 2 is the Early Entry Facility with 50 overnight beds. Aerial imagery of the completed project is shown below.

Modular Units
Project Site
Item 1Q - Page 2
City Council Staff Report
February 13, 2025 -- Page 3
Acceptance of the Navigation Center Project – CP 22-05
The City and Martha’s Village and Kitchen (Martha’s) staff have been working diligently with Tilden-Coil since the Certificate of Occupancy was issued to resolve “punch-list” items or those items that were not completed to the satisfaction of the City, Martha’s or the Architect. In addition, once the Modular units were occupied, Tilden-Coil has been addressing any issues that arise for the residents. Currently there are 52 residents occupying the Modular units, including four youth and two families (2 adults, 3 children).

STAFF ANALYSIS:

On June 16, 2022, The City Council approved an agreement with John Friedman Alice Kim Architects (JFAK) to provide Professional Design Services for the City’s Navigation Center Project. At the time, JFAK’s services were based and aligned with the HomeKey 2 grant awarded by the State of California Housing and Community Development Department (HCD). The grant specified a one-year delivery of the project with specific requirements for the design of the modular units and the site.

As the project developed, it became apparent that the one-year timeline was not attainable and the HomeKey modular unit design needed to be reconfigured significantly to fit the project site. As the project progressed to the construction design document phase, the estimated budget became significantly higher than originally anticipated. The higher cost required that the entire team pivot to “value engineer” the project.

The CMAR agreement with Tilden-Coil signed in October of 2022 allowed Tilden-Coil to procure long lead items such as the modular units and the electrical transformers and to provide input on construction costs. The procurement of long lead items early in the Project was necessary to meet HomeKey 2 Grant timeline of one year. To meet the strict timeline, Tilden-Coil had to continue to bid the project without fully developed plans. On July 3, 2023, Tilden-Coil provided the City with the anticipated cost of construction in the amount of $29,208,075.85 with a $3,000,000 contingency or approximately 10% of the construction budget.

The Project Team reviewed and approved 17 distinct change orders (CO’s) totaling $2,999,933, exhausting the City Manager’s CO authority. Of note, CO number 4 for $1,372,186 was a result of the Plans being finalized after bidding and some construction had already begun. Items included in CO 4 include Structural Concrete, Masonry revisions, Building 1 redesign, Building 2 redesign, walk-in refrigerator and freezer, selective demolition not included in original design (value engineering), and other changes required by the architect.

The approval of the final balancing change order (CO 18) for $827,580 is beyond the City Manager’s authority and is presented with this staff report for City Council Approval. Staff has worked for several months with Tilden-Coil to ensure completion of all outstanding “punch-list” and warranty items and to review this change order. After negotiations and review of work performed by the contractor the initial estimate for CO 18 of $1,292,195 was lowered to $827,580. Change Order 18 includes items such as site utility changes, Item 1Q - Page 3
City Council Staff Report
February 13, 2025 -- Page 4
Acceptance of the Navigation Center Project – CP 22-05
modular revisions, modular water heater installations, protective bollards, kitchen equipment power modifications, and roll-up door fascia replacement. Staff recommends approval of CO 18 (Attachment A).

ALIGNMENT WITH STRATEGIC PLANNING:

The first major task in the Strategic Plan for Quality of Life (1A) with the key objective to improve homelessness is to build a Navigation Center, provide integrative services, and partner with homelessness providers for enhanced services.

FISCAL IMPACT:

Funding and expenditures for the Navigation Center are shown in Table 1 below:

Table 1
Funding Source/Expenditures Amount
HomeKey Grant (City/County) $16,035,202
ARPA (County) $8,000,000
IEHP / Molina (County) $7,500,000
City $8,160,000
Congressional Funds $2,005,961
Subtotal $41,701,163
Construction Contract ($29,208,075.85)
Change Order 1-18 (w/Construction Contingency) ($3,827,513) Land Contribution ($5,900,000)
Community Workforce Agreement Administration ($56,050)
Architect ($1,440,355)
Administrative/Project Management/Building C Upgrades ($863,580) Subtotal ($41,295,573.85)
Total $405,589.15
REVIEWED BY:

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

A. Change Order 18
B. Notice of Completion
Item 1Q - Page 4
Attachment A
Item 1Q - Page 5
Owner Change Order 018
Project
Palm Springs Navigation Center
3589 McCarthy Dr.,
Palm Springs, CA 92262
Date: 2025-01-28
Change Order Number: CO018
Project # 22-032
Description PCI Description Type Status Days Amount
COR062 - Muralist Cost COR062 Change Order Submitted 0 $91,989.00 COR063 - Various Site Utility Changes COR063 Change Order Submitted 0 $23,937.00 COR064 - Modular Revisions COR064 Change Order Submitted 0 $152,338.00 COR066 - RFI 162 - Concrete Collar Around Deck Columns COR066 Change Order Submitted 0 $33,716.00 COR067 - Rock Mulch Under Decking COR067 Change Order Submitted 0 $26,496.00 COR070 - Water Heater Pads COR070 Change Order Submitted 0 $39,256.00 COR072 - Curbing at Modulars COR072 Change Order Submitted 0 $17,726.00 COR073 - RFI 232 - Gate Operator Pad, Added Conc. for Bike Rack/Lockers COR073 Change Order Submitted 0 $10,062.00 COR074 - Piping Insulation at Exterior of Modulars COR074 Change Order Submitted 0 $57,341.00 COR075 - CMU Demo and Added Grading Between Modular COR075 Change Order Submitted 0 $10,273.00 COR076 - Added Bollards @ Bldg. 24 New Gear & Flat Work Elev. Corrections COR076 Change Order Submitted 0 $35,183.00 COR077 - RFI 231 - Gravity Wall at Channel Between Buildings COR077 Change Order Submitted 0 $2,843.00 COR080 - Additional Grading not Captured in Bulletin 01 COR080 Change Order Submitted 0 $36,185.00 COR083 - Walk-in Freezer Lights COR083 Change Order Submitted 0 $2,774.00 COR089 - Kitchen Equipment Power Modifications COR089 Change Order Submitted 0 $16,465.00 COR093 - Power Requirement Changes COR093 Change Order Submitted 0 $13,773.00 COR094 - FA Conduit from FACP to Bldg. C and Bell Replacements COR094 Change Order Submitted 0 $6,684.00 COR095 - Trellix Core Pro Replacement COR095 Change Order Submitted 0 $5,544.00 COR096 - Water Heater Installation COR096 Change Order Submitted 0 $175,206.00 COR097 - Additional Modular Work COR097 Change Order Submitted 0 $50,922.00 COR098 - Landscape Changes COR098 Change Order Submitted 0 $11,832.00 COR099 - Washing Machine Stand COR099 Change Order Submitted 0 $5,242.00 COR100 - Roll-up Door Fascia Replacement COR100 Change Order Submitted 0 $1,793.00 The original Contract Value was ................................................................................................................... $10,309,018.00 Sum of changes by prior Subcontract Change Orders ……………………...…................................................ $21,898,990.85 The Contract Value will be changed by this Subcontract Change Order in the amount of ........................... $827,580.00 The new Contract Value including this Subcontract Change Order will be...................................................... $33,035,588.85 The Contract duration will be changed by......................................................................................................... 0 Item 1Q - Page 6
City of Palm Springs

Tilden-Coil Constructors, Inc.
3200 East Tahquitz Canyon Way 3612 Mission Inn Avenue
Palm Springs, CA 92262 Riverside, California 92501
By: By:

Signature: Signature:

Date: Date:
01-27-2025 Mathew Graham
Item 1Q - Page 7
Attachment B
Item 1Q - Page 8
Item 1Q - Page 9
Item 1Q - Page 10

CITY COUNCIL STAFF REPORT
DATE: FEBRUARY 13, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF PLANS, SPECIFICATIONS & ESTIMATE (PS&E), AUTHORIZATION TO BID, AND APPROVAL OF TASK ORDER NO. 1 IN THE AMOUNT OF $150,000 WITH HARRIS & ASSOCIATES, PURSUANT TO ON-CALL AGREEMENT 24P380, FOR THE GENE AUTRY TRAIL
WIND WALL, CITY PROJECT 18-14
FROM: Scott C. Stiles, City Manager
BY: Engineering Services
SUMMARY:

The construction documents (Plans, Specifications and Estimate) for this project have been prepared and in accordance with Section 7.03.040 of the Procurement and Contracting Code, the City Council shall approve and adopt the plans, specifications, and working details, and authorize the bid request for all public projects in excess of $200,000.

Approval of this item will allow Staff to proceed with bidding of this capital project.

This action also includes the approval of Task Order No. 1 to Professional Services Agreement 24P380 with Harris & Associates for additional civil engineering services needed for the Gene Autry Trail Wind Wall, City Project No. 18-14.

RECOMMENDATION:
1) Approve the plans, specifications and estimate and authorize Staff to advertise and solicit bids for the Gene Autry Trail Wind Wall, City Project 18-14 (“the Project”). 2) Authorize a Task Order with Harris & Associates pursuant to On-Call Agreement 24P380, in an amount not to exceed $150,000 for additional civil engineering services for the Project; and,
3) Authorize the City Manager to execute all necessary documents.

Item 1R - Page 1
City Council Staff Report
February 13, 2025 -- Page 2
Authorize RFB for City Project 18-14
BACKGROUND:

The North Gene Autry Trail corridor currently experiences sand drifting and accumulation that impedes the northbound and southbound traffic. Sand carried by strong winds can also result in reduced visibility for road users. It has been a priority for the City to mitigate these issues and increase safety along this corridor.

The Site is located along North Gene Autry Trail, between the Union Pacific Railroad bridge (just south of the I-10 Freeway) at the north and E. Via Escuela at the south within the City of Palm Springs. See Figure 1 below for the site vicinity map.

Figure 1 – Site Vicinity Map
In 2013, the City initiated discussions with Coachella Valley Conservation Commission (CVCC) regarding issues with the sand in this area. After several months of coordination, the City built a temporary wall made from wood panels along the west side of Gene Autry Trail adjacent to the southbound No. 2 lane. The temporary wall was constructed by the City’s Facilities and Maintenance Department the following year.

Though the temporary wall did help improve visibility and reduce the extent of sand build up along the No. 2 lane for southbound traffic, it did not stop it completely. In addition, the Item 1R - Page 2

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City Council Staff Report
February 13, 2025 -- Page 3
Authorize RFB for City Project 18-14
strong winds in this area led to frequent wall repairs and closures were still needed for safety and clean up.

In 2019, the City revisited discussion with CVCC regarding wall maintenance and moving towards a permanent wall design. During this time, it was decided that a median barrier may also be incorporated as an added feature. The City solicited a proposal from their on-call civil engineering design consultant Harris & Associates (Harris) for the evaluation and design of the needed safety improvements.

In 2020, a final design report, which incorporated a wind study, was presented to the City outlining options for improved safety. After coordination meetings between Harris, the Engineering Services Department, Fire Department, and Facilities and Maintenance Department, the outcome was that a concrete masonry unit (CMU) wall should be built, and if practical and not cost prohibitive, some type of median barrier might be appropriate as well. A concept drawing of the proposed wall is shown in Figure 2 below.

Figure 2 – Concept Drawing of CMU Wall and Flexible Cable Barrier While the final design memo for the Project was issued, progress slowed down and at times paused until early 2022 due to issues related to the pandemic. Additionally, coordination was needed between Union Pacific Railroad (UPRR) since the site was within 100 feet of the nearest track, and with the California Department of Fish & Wildlife (CDFW).

Item 1R - Page 3
City Council Staff Report
February 13, 2025 -- Page 4
Authorize RFB for City Project 18-14
In 2023, the City finalized an agreement to work within 100 feet of UPRR jurisdiction and in late 2024, the City received final comments and approval from CDFW. The plans were modified to conform with all of the agencies’ requirements (UPRR, CDFW, CVCC) in regard to the CMU wall, blowsand build up, and blowsand relocation.

In January 2025, the City and Harris discussed the need for the installation of a median barrier and, given the high cost to install both the CMU wall and a barrier, it was decided the CMU wall should be constructed first. Staff will monitor the effectiveness of the wall over the period of 2 years. If a median barrier is needed, it will become a separate project that would require the allocation of funds.

STAFF ANALYSIS:

The Project will replace the existing temporary wood wall with a concrete masonry unit (CMU) wall with a reinforced concrete stem wall at the base. The wall will start at the southern end of the bridge embankment (west side of road) and continue south for approximately 590 feet, with wall heights starting at 14.5 feet and decreasing to 12 feet towards the southern end of the CMU wall. Access will be provided behind the wall for Facilities & Maintenance to perform periodic cleanup and relocation of blow sand. Figure 3 below shows the typical detail of the proposed wall.

Item 1R - Page 4
City Council Staff Report
February 13, 2025 -- Page 5
Authorize RFB for City Project 18-14
Figure 3 – Typical Wall Detail
Additional civil engineering services were needed from Harris regarding increased time from coordination meetings from UPRR, CVCC, and CDFW. Based on lessons learned from the Indian Canyon Bridge involving similar conditions, additional construction and site monitoring services will be needed during the course of construction.

The City requested a proposal from Harris to provide these additional services. A Public Integrity Disclosure (PID) Form from Harris is provided as Attachment A along with a copy of their proposal for Task Order No.1 which is included as Attachment B.

With City Council approval, Staff will advertise the Project in the Desert Sun and will utilize the procurement program “PlanetBids” ™ to allow the submission of bids electronically.

The contract documents will be provided free of charge to prospective bidders through the PlanetBids™ system. The following tentative schedule has been identified for the bid process:

Notice Inviting Bids to be posted: February 17, 2025
Deadline for receipt of bids: March 18, 2025
Contract awarded by City Council: April 9, 2025
Staff recommends the City Council approve the contract documents, grant authority to Staff to formally bid the subject Project for construction and approve Task Order No.1 with Harris.

ENVIRONMENTAL ASSESSMENT:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines Section 15301 Class 1(c) - Existing Facilities consists of the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible expansion of existing highways and streets, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities (this includes road grading for the purpose of public safety), and other alterations that do not create additional automobile lanes). Therefore, the Gene Autry Trail Wind Wall and Traffic Separation Barrier, City Project 18-14, is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

This action aligns with Strategic Plan 2A – Improve City Facilities.

Item 1R - Page 5
City Council Staff Report
February 13, 2025 -- Page 6
Authorize RFB for City Project 18-14
FISCAL IMPACT:

The Project is estimated to cost $2,500,000 and will be funded using Measure A funds.

Following the bidding process, the Project will be submitted to the City Council for approval. At that time, a detailed breakdown of the project costs, including construction, consultant services, and staff costs, will be presented for review and approval. There is sufficient funding budgeted for the Harris task order.

REVIEWED BY:

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

Attachment A – Harris PID form
Attachment B – Harris Proposal
Item 1R - Page 6
Attachment A
Item 1R - Page 7
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?  Yes  No

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

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

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

 Other _________________________________
______________________________________________  Officer  Director  Member  Manager [name]
 General Partner  Limited Partner
Harris & Associates Inc.
22 Executive Park, Suite 200, Irvine, CA 92612
California
X
X
X
X
Lisa Larrabee
Steve Winchester
Ehab Gerges
Item 1R - Page 8
Harris & Associates, Inc. Attachments  g

 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
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 1R - Page 9
I ~~ _ri __ L__I __ __JI
Attachment B
Item 1R - Page 10
101 Progress, #250 Irvine, California 92618  (949) 536-2522  www.WeAreHarris.com January 28, 2025
Francisco J. Jaime, PE
Senior Civil Engineer
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Subject: Task Order for Design Services For Gene Autry Trail Improvements Project – Additional Design Services & Environmental Support
Dear Mr. Jaime,
Harris & Associates (Harris) appreciates this opportunity to provide professional engineering design services for the City of Palm Springs for the Gene Autry Trail Improvement Project. Upon further investigation and coordination with the adjacent project (Indian Canyon Drive Widening), additional design services and environmental support are required. The following will provide a detail description of Harris’ additional scope of services required for this project.

SCOPE OF SERVICES
Task 1 – Additional Design & Environmental Support
• Harris will Provide up to Two (2) Wall Renderings to show the proposed design o Northbound perspective depicting the proposed wind wall and tension cable railing o Southbound perspective depicting the proposed wind wall • Environmental Implementation
o Harris will coordinate with the adjacent Indian Canyon Widening Project to use the lessons learned from the ongoing construction and implement them into the Gene Autry Trail Improvement Projects o Items that are coordinated are:
 Specific material Submittals to match color scheme of the wind wall  Environmental Specifications that are required for both projects  Including ESA/Wildlife Fencing to the project
 Analyzing change order requests from the previous project and applying bid items to account for the unforeseen circumstances
 Coordinating Sand Deposit Locations
 Providing Environmental review for our plans to ensure compliance with U.S. Fish and Wildlife Service & CVCC
• Additional Design for the eroding shoulder along Gene Autry Trail o Harris will provide a proposed shoulder widening to provide an 8’ min clearance behind the proposed wall for maintenance purposes.

Task 2 – Construction Engineering Support (Post Award) - Harris will provide construction engineering support. The tasks are assumed and are limited to the hours provided in the detailed fee attached.

Task 2 includes:

Item 1R - Page 11
Harris & Associates, Inc.  Gene Autry Trail Improvements Additional Design Services & Environmental Support 2 of 3 • Pre-Construction Conference (Assume 2hr for pre-construction) • Prepare and issue addenda to the bid package as necessary (Assumes 8 Hr) • Answer RFI’s, review submittals, and prepare change orders. (Assumes 40Hrs) • Review of Contractor Submittals (Assumes 15Hrs)
• Answer contractors’ questions during construction regarding the design (Assumes 16Hrs) • Biweekly Meeting (1 Hr meetings - 14 meetings Total)
Task 3– Biologist Support During Construction
Task 3.1. Focused Coachella Valley Milk-Vetch Surveys
Harris will provide a qualified biologist to conduct focused Coachella Valley Milk-Vetch surveys during the blooming period (February through May). Observed individuals will be recorded with Global Position Satellite (GPS) and marked for avoidance with flagging or other means of protection. When all surveys are completed, a memorandum of survey activities and mitigation actions will be provided to the client. Notifications of individuals found during surveys will be via email to the client within 24 hours of initial discovery. The biologist will work with the client to understand appropriate next steps, including notification of agency personnel and any other actions that may be required (i.e., salvage and relocation). This task assumes one biologist for up to ten two-hour surveys of the project site and a 50-foot buffer (as feasible). This task also assumes time for preparation and submittal of a memorandum of results, and up to two one-hour meetings with City staff and resource agency personnel regarding mitigation for protection from impacts (i.e., discussions on salvage and removal). This task does not include salvage or removal; if necessary, a cost augment would be required.

Deliverables: Notifications via email of positive identifications; memorandum of activities and results at the end of the blooming period.

Task 3.2. Focused Coachella Valley Fringe-Toed Lizard Surveys Harris will provide a qualified biologist to conduct focused Coachella Valley fringe-toed lizard surveys prior to the start of construction. Observed individuals will be recorded with Global Position Satellite (GPS) and relocated to a safe location within suitable habitat outside project protective fencing. When all surveys are completed, a memorandum of survey activities and relocations will be provided to the client. Notifications of individuals found during surveys will be via email to the client within 24 hours of initial discovery. The biologist will work with the client to understand appropriate next steps, including notification of agency personnel and any other actions that may be required (i.e., salvage and relocation). This task assumes one biologist for up to four two-hour surveys of the project site. This task also assumes time for preparation and submittal of a memorandum of results.

Deliverables: Notifications via email of positive identifications and relocations; memorandum of activities and results.

Task 3.3. Worker Environmental Awareness Training
Harris will provide a qualified biologist to provide a Worker Environmental Awareness Program (WEAP) Training. Prior to the initiation of work activities within or near any sensitive habitat areas, all construction personnel will be instructed on the protection of the biological resources known to be present by the qualified biologist. The WEAP will be developed to assist in educating workers for any activity of the sensitive biological resources present within the right of way. The training will address life history, listing status, applicable state and federal laws for any sensitive species with potential to occur in the project site, as well as field procedures, and prohibited activities. The WEAP will include a handout with photographs to be distributed to construction personnel. A log sheet will be maintained of those who have received the training for a particular work activity, and these logs will be signed by those receiving the training and provided to the client. This task assumes time for a qualified biologist to prepare all materials and provide the training.

Deliverables: A WEAP program in PDF and a handout of sensitive species and general compliance measures.

Item 1R - Page 12
Harris & Associates, Inc.  Gene Autry Trail Improvements Additional Design Services & Environmental Support 3 of 3 Task 3.4. Biological Monitoring
Harris will provide a qualified biological monitor to monitor all initial ground disturbance and sand removal activities, and any activities near sand habitats, especially during periods of high Coachella Valley fringe-toed lizard activity. Pre-construction sweeps for sensitive species will occur prior to the start of each workday during initial ground disturbance, sand removal, and activities near suitable habitat for sensitive species. Once initial ground disturbance and all sand removal activities are completed, as well as any activities near naturally vegetated areas with sandy soils or areas of aeolian sands, the biologist will then conduct weekly compliance checks to ensure that construction personnel are adhering to environmental protection measures. This task assumes up to 90 working days, and up to 15 eight-hour working days of initial ground disturbance, sand removal, and work adjacent to sensitive habitats. This task also assumes up to 10 one-hour site visits to check compliance.

Deliverables: Construction monitoring report.

Task 4– As Needed Services
Harris will provide as needed services (additional renderings, engineering design support, additional design elements) and are limited to the hours provided in the detailed fee attached.

FEE
Please see attached Exhibit “A” for the fee breakdown. The Fee for this Task Order are as follows:

Task 1 – Additional Design & Environmental Support $37,087.50 Task 2- Construction Engineering Support (Post Award) $25,130 Task 3 - Biologist Support During Construction $72,085
Task 4- As Needed Services $9,975
Reimbursement(Direct Expenses) $5,722.50
Total Base Cost $150,000.00

SCHEDULE
Harris will complete TASK 1 within 1 month from Notice to Proceed (NTP). Harris anticipates the construction duration to be approximately 120 working days. Tasks 2 & 3 will be conducted throughout the duration of construction until the project is completed.

We look forward to finalizing this project with the City. We appreciate your consideration.

Sincerely,
Harris & Associates
Marcus L. Fuller, PE, PLS, MPA
Vice President, Engineering Services
Item 1R - Page 13
HRS COST HRS COST HRS COST HRS COST COST Harris 10% Overhead 1 Additional Design & Environmental Support 1.0 315.00 $ 25.0 7,500.00 $ 54.0 14,310.00 $ 85.5 14,962.50 $ $ - -$ 165.5 37,087.50 $

1.1 Wall Renderings - Two (2) -$ 1.0 300.00 $ 6.0 1,590.00 $ 25.5 4,462.50 $ -$ 32.5 6,352.50 $ 1.2 Environmental Coordination and Plan Implmentation 1.0 315.00 $ 20.0 6,000.00 $ 40.0 10,600.00 $ 44.0 7,700.00 $ -$ 105.0 24,615.00 $

1.3 Shoulder Widening Design -$ 4.0 1,200.00 $ 8.0 2,120.00 $ 16.0 2,800.00 $ -$ 28.0 6,120.00 $ 2 Construction Engineering Support (Post Award) 1.0 315.00 $ 0.0 -$ 91.0 24,115.00 $ 4.0 700.00 $ $ - -$ 96.0 25,130.00 $

2.1 Pre-Construction Conference (Assume 2hr for pre-construction) 1.0 315.00 $ -$ 2.0 530.00 $ -$ 3.0 845.00 $

2.2 Prepare and issue addenda to the bid package as necessary (Assumes 8 Hr) -$ -$ 4.0 1,060.00 $ 4.0 700.00 $ 8.0 1,760.00 $

2.3 Answer RFI’s, review submittals, and prepare change orders. (Assumes 40Hrs) -$ -$ 40.0 10,600.00 $ -$ 40.0 10,600.00 $

2.4 Review of Contractor Submittals (Assumes 15Hrs) -$ -$ 15.0 3,975.00 $ -$ 15.0 3,975.00 $

2.5 Answer contractors’ questions during construction regarding the design (Assumes 16Hrs) -$ -$ 16.0 4,240.00 $ -$ 16.0 4,240.00 $ 2.6 Biweekly Meeting (1 Hr meetings - 14 meetings Total) -$ -$ 14.0 3,710.00 $ -$ 14.0 3,710.00 $ 3 Harris Biologist Support During Construction 0.0 -$ 0.0 -$ 0.0 -$ 0.0 -$ $ 72,085.00 0.0 72,085.00 $

3.1 CVMV Surveys -$ -$ -$ -$ $ 18,050.00 0.0 18,050.00 $ 3.2 CVFTL Surveys -$ -$ -$ -$ $ 12,725.00 0.0 12,725.00 $ 3.3 WEAP Training -$ -$ -$ -$ $ 2,580.00 0.0 2,580.00 $

3.4 Biological Monitoring -$ -$ -$ -$ $ 38,730.00 0.0 38,730.00 $ 4 As Needed Services 0.0 -$ 1.0 300.00 $ 20.0 5,300.00 $ 25.0 4,375.00 $ $ - 46.0 $ 9,975.00 Total Base Cost (Engineering Services+Construction Support+Biologist Support): 2.0 630.00 $ 26.0 7,800.00 $ 165.0 43,725.00 $ 114.5 20,037.50 $ $ 72,085.00 307.5 $ 144,277.50 Reimbursables (Direct Expenses) -$ -$ -$ -$ 0.0 5,722.50 $ Total Base Cost (Engineering Services+Construction Support+Biologist Support+Reimbursables): 2.0 630.00 $ 26.0 7,800.00 $ 165.0 43,725.00 $ 114.5 20,037.50 $ $ 72,085.00 307.5 $ 150,000.00 QAQC/ Manager Project Engineer

TOTAL HOURS TOTAL FEE
EXHIBIT "A" – COST SUMMARY FORM - Harris & Associates
Harris
TASK NO.

Work Task or Item*
DESCRIPTION $ 315.00 $ 300.00 $ 265.00
NO. OF SHEETS $ 175.00 Biology Point of Contact
PROFESSIONAL ENGINEERING SERVICES FOR GENE AUTRY IMPROVEMENTS CF-XXXXX, TASK / HOUR BREAKDOWN HARRIS Biologist Support Project Manager
Item 1R - Page 14

CITY COUNCIL STAFF REPORT
DATE: FEBRUARY 13, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF PLANS, SPECIFICATIONS & ESTIMATE (PS&E), AND AUTHORIZATION TO BID THE 2025 PAVEMENT REHABILITATION, CITY PROJECT NO. 25-01 (MEASURE J FUNDS)
FROM: Scott C. Stiles, City Manager
BY: Engineering Services
SUMMARY:

The construction documents (Plans, Specifications and Estimate) are completed and in accordance with Section 7.04.040 of the Procurement and Contracting Code, the City Council shall approve and adopt the plans, specifications and work details, and authorize the bid request for all public projects in excess of $200,000. Approval of this item will allow Staff to proceed with the 2025 Pavement Rehabilitation, City Project 25-01. This project is funded through the use of Measure J funds.

RECOMMENDATION:

Approve the plans, specifications & estimate, and authorize Staff to advertise and solicit bids for the 2025 Pavement Rehabilitation, City Project 25-01 (“the Project”).

BACKGROUND:

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

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

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

Item 1S - Page 1
City Council Staff Report
February 13, 2025 -- Page 2
Authorize RFB for City Project 25-01 Pavement Rehab
Table 1
PCI
Range
Grade Condition Description
90-100 A Good Little or no distress.
70-89
B
Satisfactory
Little or no distress, with the exception of utility
patches in good condition, or minor to moderate
hairline cracks; lightly weathered.
50-69
C
Fair Light to moderate weathering, light load-related
base failure, moderate linear cracking.
25-49 D Poor Moderate to severe weathering, moderate levels of base failure, moderate to heavy linear cracking.
0-24 E Very Poor
Extensive weathering, moderate to heavy base
failure, failed patches, extensive network of
moderate to heavy linear cracking.

Table 2
Condition Grade PCI
Range
Typical Maintenance Treatment
Good A 90-100 • Do nothing
Satisfactory B 70-89 • Slurry Seal & Crack Seal
Fair C • Edge Grind and 2" Overlay
60-69
50-59
Poor D 25-49 •AC (Asphalt/Concrete) Surface
Reconstruction
Very Poor E 0-24
•Full Depth AC (Asphalt/Concrete) and Base
Reconstruction
•Reconstruction Structure (PCC)
Item 1S - Page 2
City Council Staff Report
February 13, 2025 -- Page 3
Authorize RFB for City Project 25-01 Pavement Rehab
STAFF ANALYSIS:

The proposed Project will address streets in the Poor and Fair condition categories as shown in Table 2 above. Note, there are streets within this range that have been deferred for a later time due to upcoming utility work or private development work that would otherwise leave significant patches and trench lines. This leads to a decreased service life for new asphalt and the City not receiving the full financial benefit from a reconstructed road. There are also streets that are in Fair condition and have been included for street segment continuity and cost savings such as Avenida Caballeros, which has a PCI range of 40 to 58.

Pavement treatments will consist of either a 2-inch grind and overlay or complete AC surface reconstruction. Pavement projects in previous years have primarily focused on residential streets; this Project will incorporate more arterials and collectors. The Project will include approximately 1.69 million square feet of pavement rehabilitation and associated utility/monument cover adjustments.

As part of the street reconstruction, any curb ramps adjacent to the streets selected for complete AC surface reconstruction will be brought up to current Americans with Disabilities Act (ADA) standards. The street list and map of the Project is included as Attachment A.

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

Notice Inviting Bids to be posted: February 17, 2025
Deadline for receipt of bids: March 18, 2025
Contract awarded by City Council: April 9, 2025
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 2025 Pavement Rehabilitation, City Project No. 25-01, is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

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

Item 1S - Page 3
City Council Staff Report
February 13, 2025 -- Page 4
Authorize RFB for City Project 25-01 Pavement Rehab
FISCAL IMPACT:

The Project is estimated to cost approximately $6,500,000. The Project will be funded using Measure J Funds that have been allocated for this purpose. Since the cost of oil for asphalt and other construction material can fluctuate significantly, the project will be split into a base and additive bid schedule. Following the bidding process, the Project will be submitted to the City Council for approval. At that time, a detailed breakdown of the project costs, including construction, consultant services, and staff costs, will be presented for review and approval.

REVIEWED BY:

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

1. Attachment A – Street List and Maps
Item 1S - Page 4
Attachment A
Item 1S - Page 5
No.1 Section ID Street Name Beg Location End Location
1 11200 AVENIDA CABALLEROS N/S ALEJO ROAD N/S TAMARISK ROAD 2 11210 AVENIDA CABALLEROS N/S TAMARISK ROAD N/S TACHEVAH DRIVE 3 11220 AVENIDA CABALLEROS N/S TACHEVAH DRIVE N/S PASEO EL MIRADOR 4 11230 AVENIDA CABALLEROS N/S PASEO EL MIRADOR S/S VISTA CHINO 5 11240 AVENIDA CABALLEROS N/S VISTA CHINO N/S VIA ESCUELA 6 11250 AVENIDA CABALLEROS N/S VIA ESCUELA S/S RACQUET CLUB ROAD 7 11270 AVENIDA CABALLEROS N/S RACQUET CLUB ROAD S/S FRANCIS DRIVE 8 11280 AVENIDA CABALLEROS N/S FRANCIS DRIVE S/S SAN RAFAEL ROAD 9 11290 AVENIDA CABALLEROS N/S SAN RAFAEL ROAD N END
10 12240 BOLERO ROAD S/S LAWRENCE CROSSLEY ROAD 1732 FT. E/O LAWRENCE CROSSLEY RD 11 13770 CARILLO ROAD N/S DELGADO ROAD N/S VIA ESCUELA
12 14910 DELGADO ROAD W/S HERMOSA DRIVE E/S CARILLO ROAD 13 14920 DEL LAGO ROAD W/S FARRELL DRIVE E/S CERRITOS ROAD 14 14930 DEL LAGO ROAD E/S CERRITOS ROAD W/S BISKRA ROAD 15 15090 DINAH SHORE DRIVE W/S CROSSLEY ROAD WEST END OF BRIDGE 16 16050 FIESTA ROAD CHUCKWALLA ROAD END
17 16110 FRANCIS DRIVE E/S SUNRISE WAY W/S FARRELL DRIVE 18 16120 FRANCIS DRIVE E/S FARRELL DRIVE E END
19 18490 MILBEN CIRCLE N/S VIA ESCUELA N END (CDS)
20 18830 NAVAJO CIRCLE W/S NAVAJO ROAD W END (CDS)
21 19040 OPUNTIA ROAD N/S CHIA ROAD S/S CHUCKWALLA ROAD 22 20360 RODEO ROAD CHIA ROAD CDS
23 20370 RODEO ROAD CHUCKWALLA ROAD END
24 20460 ROXBURY DRIVE N/S SUNNY DUNES ROAD S/S THERESA DRIVE 25 22000 SUNNY DUNES ROAD 440 FT. E/O GENE AUTRY TRAIL E/S SAN LUIS REY ROAD 26 22010 SUNNY DUNES ROAD E/S SAN LUIS REY DRIVE W/S CROSSLEY ROAD 27 22300 TACHEVAH DRIVE E/S INDIAN CANYON DRIVE W/S VIA MIRALESTE 28 22310 TACHEVAH DRIVE E/S VIA MIRALESTE W/S AVENIDA CABALLEROS 29 22320 TACHEVAH DRIVE E/S AVENIDA CABALLEROS W/S PASEO DE ANZA 30 22340 TACHEVAH DRIVE E/S SUNRISE WAY W/S CERRITOS ROAD 31 22910 VAQUERO ROAD CHUCKWALLA ROAD END
32 22920 VAQUERO ROAD CHIA ROAD CDS
33 23030 VERBENA DRIVE W/S SUNRISE WAY E/S PASEO DE ANZA 34 23070 VERONA ROAD E/S FARRELL DRIVE 115 FT. E/O WHITEWATER CLUB DRIVE 2025 Citywide Pavement Rehabilitation, City Project 25‐01 Item 1S - Page 6
Item 1S - Page 7
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CITY COUNCIL STAFF REPORT
DATE: FEBRUARY 13, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF AMENDMENT NO. 1 TO THE PROFESSIONAL SERVICES AGREEMENT 23P071 WITH KOA CORPORATION IN THE
AMOUNT OF $159,996.79 FOR CONSTRUCTION MANAGEMENT,

INSPECTION AND MATERIALS TESTING SERVICES FOR THE
HIGHWAY SAFETY IMPROVEMENT PROGRAM (CYCLE 8), FEDERAL
AID PROJECT NO. HSIPLN-5282(047), CITY PROJECT NO. 16-18 FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:

Approval of Amendment No. 1 in the amount of $159,996.79 for KOA Corporation provides for continued construction management, inspection and materials testing services for the Highway Safety Improvement Program (Cycle 8), Federal Aid Project No.

HSIPLN-5282(047), City Project 16-18 (“Project”).

RECOMMENDATION:

1. Approve Amendment No. 1 to Professional Services Agreement 23P071 with KOA Corporation in the amount of $159,996.79 for additional construction management, inspection and materials testing services; and

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

BUSINESS PRINCIPAL DISCLOSURE:

The Public Integrity Disclosure form for KOA Corporation. is included as Attachment A.

BACKGROUND:

On March 23, 2023, the City Council awarded a professional services agreement in the amount of $442,259.55 to KOA Corporation (KOA) for construction management, inspection and materials testing services related to traffic signal and pedestrian enhancements at various intersections (“Project”). After award, submittals were reviewed and approved, followed by ordering of long lead items. Due to the length of time to Item 1T - Page 1
City Council Staff Report
February 13, 2025 -- Page 2
Approve KOA Amendment No.1 - HSIP Cycle No.8, CP 16-18
manufacture and deliver materials, construction started September 25, 2023. A Project Location Map showing the various locations Citywide is shown in Figure 1 as follows:

Figure 1 – Site Vicinity Map
STAFF ANALYSIS:

Due to various issues encountered during construction, including two working day pauses due to delays in equipment arrivals, the Project end date has extended several months.

As a result, KOA submitted a request in the amount of $159,996.79 to cover this additional Item 1T - Page 2
City Council Staff Report
February 13, 2025 -- Page 3
Approve KOA Amendment No.1 - HSIP Cycle No.8, CP 16-18
construction time and to allow enough coverage for project close-out procedures. Staff has reviewed and agrees with the additional costs for construction management, inspection and materials testing services.

KOA Corporation Change Order Request and Exhibit 10-H1 Cost Proposal are included as Attachment B.

ENVIRONMENTAL ASSESSMENT:

In accordance with the California Environmental Quality Act (“CEQA”) Guidelines Section 15301 “Existing Facilities”, Class 1 projects include repairs, maintenance, and minor alteration of existing public structures. Therefore, this Project is considered categorically exempt from CEQA.

ALIGNMENT WITH STRATEGIC PLANNING:

City Council Priority 2B – Five (5) Year Capital Improvement Plan.

FISCAL IMPACT:

Sufficient Gas Tax funds have been budgeted for this Amendment.

REVIEWED BY:

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

ATTACHMENTS:

A. Public Integrity Disclosure Form
B. KOA Corporation Change Order Request
Item 1T - Page 3
Item 1T - Page 4
Attachment A
Item 1T - Page 5

1. 2.

3. 4.

5. ATTACHMENT "E"

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM
Name of Entity
koA- Co~po~-no~
Address of Entity (Principle Place of Business)
\ I oo o~~.,-rz ~(L_ J:)Ltp ~ \ M'.Jrf:.~7
Local or California Address (if different than #2)
7f--1.fo.S 'Ill p. C P. L I ~ l'-"'i"f. IL-~ Cll J I "'1 'p,. I C,,A State where Entity is Registered with Secretary of State C. ._,LI Fott...,-, \ ,r:,...
'fN/c- 0- 'T ,,.,~ J
er 22-s.J
If other than California, is the Entity also reaistered 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
i'A,l ,J ~~J ~ fficer D Director D M.ember D Manager
[name]
D General Partner D Limited Partner
• Other
~'"' o-.-.J C,.,u ""f' I e. ~ '2 ~ Officer D Director D Member D Manager [name]
D General Partner D Limited Partner
• Other
....)oc;:.1.- ~~i"VL- ~ Officer D Director D Member D Manager [name] D General Partner D Limited Partner
• Other
1 Item 1T - Page 6

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

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

WIYL--'11!)1... o"?tA-sJ \c.f.~11. }4,1> Ca rl-('i)ll-'f', • .J [name of owner/investor] [percentage of beneficial interest in entity and"name of entitv] .,
B.

Vov'1 'ilCVc ~. (pl. -1. fLoP. C:, rt. f'" ~.:....J
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
C.

Joe-l ~\ ,t--e...L b. q 7-1. ~p. C-> "-,-~ ~ j.J
[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 entitvl
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
Name, Title
~
Disclosing Party, Printed Date
2 Attachment B
Item 1T - Page 7
1100 Corporate Center Dr., Suite 201, Monterey Park, CA 91754 T: 323.260.4703 | F: 323.260.4705 | www.koacorp.com

MONTEREY PARK ORANGE ONTARIO SAN DIEGO CULVER CITY
TO
Francisco J. Jamie, PE
Principal Civil Engineer
Public Works Department
Engineering Division
City of Palm Springs
3200 E. Tahquitz Canyon
Palm Springs, CA 90631
760.323.8253
KOA Corporation (“KOA”) appreciates the opportunity to submit this Change Order Request to the City of Palm Springs for additional funds for the Construction Management and Inspection Services for the HSIP Cycle 8 Traffic Signal Improvements (14 Intersections) Project, City Project No. 16-18, Federal Project HSIPL-5282(047). KOA is requesting additional funds for extended time for project final acceptance and close-out due to the lengthy delays caused by design errors and revisions and materials delays that caused the project to "pause construction" two times for extended months. We have included an additional hour allowance for below for Final Phase and Acceptance and Post-Construction Close-out activities as needed as well as current hours worked over original budget and not yet billed.

Monterey Park, CA 91754
T:540.239.2527
C:540.239.2527

PROJECT
HSIP Cycle 8 Traffic Signal
Improvements
(14 Intersections) Project,
Project 16-18, Federal Project
HSIPL-5282(047).

DATE
May 26, 2024
JC26022
Revised 7/31/2024
Revised 11/14/2024
Revised 11/29/2024
Revised 12/06/2024
Kevin Higgins is the Management Contact for this contract. The contract is managed through the Ontario Office at 3190 C Shelby Street, Ontario, CA 91764 Phone:
310.701.9475; Email: [email protected] . Thank you for this opportunity to again offer our extended services to the City of Palm Springs. Should you have any questions, please contact Kevin Higgins at 310.701.9475.

Sincerely,
KOA Corporation
Zachary Wheeler, PE
Southern California CEI Lead
FROM $ 71,088.60
Mr. Zachary Wheeler, PE $ 70,964.00
Southern California CEI Lead $ 1,381.80
1100 Corporate Center Drive $2,308.67
Suite 201
Construction Management 330 hours @ $215.42 =
Construction Inspection services - 400 Hours @ $177.41 = Office Administration and Support - 10 Hours @ $138.18 = Mileage and Expenses
Additional Sub-Consultant Work Project Close-out
TOTAL =
$ 14,253.72
159,996.79
Item 1T - Page 8
Local Assistance Procedures Manual EXHIBIT 10-H1
Cost Proposal
Note: Mark-ups are Not Allowed
Consultant
Project No. HSIPL-5282(047) Contract No. PO 23001173 Date 11/29/2024

DIRECT LABOR
Hours Actual Hourly Rate Total
Project Manager C. Stephan 0 $93.67 $0.00
Asst. Construction Manager K. Higgins 330 $76.00 $25,080.00 Traffic Signal Engineer W. Okitsu 0 $90.56 $0.00
Office Engineer I. Soliman 10 $48.75 $487.50
Inspector Inspector 400 $62.59 $25,036.00
$0.00
$0.00
Total Hours 360

LABOR COSTS
a) Subtotal Direct Labor Costs $50,603.50
b) Anticipated Salary Increases (see page 2 for calculations) $1,800.00 c) TOTAL DIRECT LABOR COSTS [(a) + (b)] $52,403.50

INDIRECT COSTS
d) Fringe Benefits (Rate: 39.72% ) e) Total Fringe Benefits [(c) x (d)] $20,814.67 f) Overhead (Rate: 31.47% ) g) Overhead [(c) x (f)] $16,491.38 h) General and Administrative (Rate: 78.38% ) i) Gen & Admin [(c) x (h)] $41,073.86 j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $78,379.91
FIXED FEE k) TOTAL FIXED FEE [(c) + (J)] x fixed fee: 10.00% $ 13,078.34 l) CONSULTANT’S OTHER DIRECT COSTS (ODC) – ITEMIZE (Add additional pages if necessary) Description of Item Quantity Unit Unit Cost Total
Shipping and Reproduction 1 LS $0.00
Travel 2,767 Miles $0.68 $1,881.32
l) TOTAL OTHER DIRECT COSTS $1,881.32
m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) RT Engineering & Associates (Allowance) $ -
Twining Inc. (Allowance) $ 14,253.72
m) TOTAL SUBCONSULTANTS' COSTS $14,253.72
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l) + (m)] $16,135.04 TOTAL COST [(c) + (j) + (k) + (n)] $159,996.79
NOTES:

1. All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals.

2. The cost proposal format shall not be amended. Indirect cost rates should be based on consultant’s annual accounting period and established by a cognizant agency or accepted by Caltrans.

3. Anticipated salary increases calculation (page 2) must accompany.

EXHIBIT 10-H1 COST PROPOSAL Page 1 of 3

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
KOA Corporation
Classification/Title Name
Prime Consultant Subconsultant
Item 1T - Page 9
January 2018
Local Assistance Procedures Manual EXHIBIT 10-H1
Consultant Contract No. PO 23001173 Date 11/29/2024

1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 45496 Avg Hourly 5 Year Contract
Rate Duration
$25,342.05 = $70.39 Year 1 Avg Hourly Rate
Avg Hourly Rate
Year 1 $70.39 + = $73.91 Year 2 Avg Hourly Rate
Year 2 $73.91 + = $77.61 Year 3 Avg Hourly Rate
Year 3 $77.61 + = $81.49 Year 4 Avg Hourly Rate
Year 4 $77.61 + = $81.49 Year 5 Avg Hourly Rate
Year 5 $81.49 + = $85.57 Year 5 Avg Hourly Rate
Total Hours
per Year
Year 1 35.00% * = 44.1 Estimated Hours Year 1
Year 2 65.00% * = 152.1 Estimated Hours Year 2
Year 3 0.00% * = 0.0 Estimated Hours Year 3
Year 4 0.00% * = 0.0 Estimated Hours Year 4
Year 5 0.00% * = 0.0 Estimated Hours Year 5
Total 100% = 360.0
Year 1 $70.39 * = $8,869.72 Estimated Hours Year 1
Year 2 $73.91 * = $17,295.95 Estimated Hours Year 2
Year 3 $77.61 * = $0.00 Estimated Hours Year 3
Year 4 $77.61 * = $0.00 Estimated Hours Year 4
Year 5 $81.49 * = $0.00 Estimated Hours Year 5
= $26,165.67
= $25,342.05
= $823.62 Transfer to Page 1
NOTES:

1. This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, and

2. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = $25,00

3. This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.

4. Calculations for anticipated salary escalation must be provided.

EXHIBIT 10-H1 COST PROPOSAL Page 2 of 3

ACTUAL COST-PLUS-FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
per Cost Proposal per Cost Proposal
Direct Labor Subtotal

3. Calculate estimated hours per year (Multiply estimate % each year by total hours)

2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) 5%
5%
Cost per Year
Total Direct Labor Cost with Escalation
Direct Labor Subtotal before Escalation
Estimated total of Direct Labor Salary Increase
0 0
0 (calculated above)
Avg Hourly Rate
(calculated above)
126
234
Estimated hours
Completed Each Year
Estimated %
126.0
234.0
Total Hours
per Cost Proposal

4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours)

0.0 0.0
Total

0.0 KOA Corporation
Total Hours
360
Proposed Escalation
5%
5%
5%
Item 1T - Page 10
January 2018
Local Assistance Procedures Manual EXHIBIT 10-H1
Consultant Contract No. PO 23001173 Date 11/29/2024
Certification of Direct Costs

1. Generally Accepted Accounting Principles (GAAP)

2. Terms and conditions of the contract

3. Title 23 United States Code Section 112 - Letting of Contracts

4. 48 Code of Federal Regulations Part 31 - Contract Cost Principles and Procedures

5. 23 Code of Federal Regulations Part 172 - Procurement, Management, and Administration of Engineering and Design Related Service

6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) Title*: Southern California CEI Lead
Date of Certification (mm/dd/yyyy): 12/06/2024
Phone Number: (540) 239.2527
Address:

Construction Management and Inspection - Additional Services required due to design revisions and added time to project due to two (2) stop work "Pauses" in construction for design revisions and material delays. 1100 Corporate Center Drive, Suite 210, Monterey Park, CA 91754 List services the consultant is providing under the proposed contract:

EXHIBIT 10-H1 COST PROPOSAL Page 3 of 3
KOA Corporation
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, allowable, and allocable to the contract in accordance with the contract terms and the following requirements:

All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement.

Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s).

Prime Consultant or Subconsultant Certifying:

Name: Zachary Wheeler, PE
Signature:

Email: [email protected]
*An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract.

Item 1T - Page 11
January 2018

CITY COUNCIL STAFF REPORT
DATE: FEBRUARY 13, 2025 CONSENT CALENDAR
SUBJECT: APPROVAL OF AN ASSIGNMENT AND ASSUMPTION OF EXISTING SUBDIVISION IMPROVEMENT AGREEMENT (24N193) AND
SECURITIES FOR TRACT MAP 38049 BY SISTER CITY INVESTMENTS, INC., A CALIFORNIA CORPORATION, FROM AG LAND INVESTMENTS

LLC, A CALIFORNIA LIMITED LIABILITY COMPANY
FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:

On July 25, 2024, the City Council approved Tract Map 38049 and a subdivision improvement agreement (SIA), 24N193, with AG Land Investments LLC, a California Limited Liability Company (Former Developer). The Former Developer had submitted the associated securities for the Works of Improvement and is still the current bond holder for Tract Map 38049. The property has since been acquired from the Former Developer by Sister City Investments, Inc., a California corporation (Owner). The Owner has provided a new SIA and securities for the Works of Improvement in the same amounts already obtained by the City from the Former Developer. The Owner is requesting that the City Council approve the release of the existing SIA and securities from the Former Developer and approve the assignment and assumption of the SIA and securities by the Owner.

RECOMMENDATION:

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

OF PALM SPRINGS, CALIFORNIA, APPROVING THE ASSIGNMENT AND ASSUMPTION OF THE SUBDIVISION IMPROVEMENT AGREEMENT (24N193) AND SECURITIES FOR TRACT MAP 38049 BY SISTER CITY INVESTMENTS, INC., A

CALIFORNIA CORPORATION, FROM AG LAND INVESTMENTS LLC, A CALIFORNIA LIMITED LIABILITY COMPANY, FOR PROPERTY LOCATED AT 2700 E ALEJO ROAD, IN SECTION 12, TOWNSHIP 4 SOUTH, RANGE 4 EAST.”
BUSINESS PRINCIPAL DISCLOSURE:

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

Item 1U - Page 1
City Council Staff Report
February 13, 2025 -- Page 2
TM 38049
BACKGROUND:

At its meeting on February 23, 2022, the Planning Commission recommended conditional approval of Tentative Tract Map 38049 (TTM 38049) for the construction of a residential development consisting of eight (8) single-family residences on a 2.53-acre site located at 2700 E Alejo Road.

On March 24, 2022, the City Council approved the project application as Item 2A with the conditions set forth by the Planning Commission.

On March 27, 2024, the Planning Commission recommended approval of a two-year extension of the expiration date, from March 24, 2024 to March 24, 2026. An extension of time was able to be granted as the Extension of Time application number EOT-2024- 0001 was filed prior to the expiration of the tentative map. The application was then later approved by the City Council as Item 1D in its April 25, 2024 meeting.

The Former Developer had completed the street improvement plans, Community Facility District (CFD) requirements, and bonding requirements prior to final map approval by City Council. On July 25, 2024, the City Council adopted Resolution No. 25237, approving the final tract map and the related SIA with the Former Developer as Item 1Z of the consent calendar. A copy of the recorded SIA, Agreement No. 24N193, is included as Attachment B.

A site map is provided below and a vicinity map is included as Attachment C.

STAFF ANALYSIS:

The construction of required public improvements associated with Tract Map 38049 has not been initiated at this time; the total cost of the public improvements to be completed Item 1U - Page 2
City Council Staff Report
February 13, 2025 -- Page 3
TM 38049
is $161,000.00. In accordance with Section 66462 of the California Government Code, the Owner has requested that the City enter into a SIA securing the cost of those improvements to be completed to the City’s satisfaction. A copy of the new SIA with associated securities is included in Attachment D.

The following Security Instruments by the Former Developer are presently filed with the City Clerk to guarantee construction of the Works of Improvement:
• Faithful Performance Bond No. 100416989; $315,000
• Labor and Materials Bond No. 100416989; $158,000 (Same bond number as the Faithful Performance bond, but separate bond paperwork for Labor and Materials in particular)
• Monumentation Bond No. 100416990; $4,500
In accordance with the SIA to be filed by the Owner, securities have been received in the form of separate checks by the Engineering Services Department for deposit into a Trust & Agency account with the Finance & Treasury Department.

The Engineering Services Department recommends the City Council accept the assignment and assumption of the SIA, 24N193, and securities by the Owner from the Former Developer. Upon approval of the assignment and assumption, the Engineering Services Department will file with the City Clerk for the release of the existing SIA and securities by the Former Developer.

ENVIRONMENTAL ASSESSMENT:

This project is considered a project under the definitions of the California Environmental Quality Act (CEQA). Per the prior staff report presented to City Council as Item 2A in its March 24, 2022 meeting, the City had evaluated the project under CEQA Guidelines and a Mitigated Negative Declaration had been prepared and circulated for a 20-day public comment period. No comments had been received that would have necessitated the recirculation of the environmental analysis. Staff found that the analysis was a complete description of the project and its potential adverse impacts. The recommended Mitigation Measures are anticipated to reduce any potentially significant impacts to less than significant levels.

There were no changes proposed to the previously approved Tentative Tract Map No. 38049 in regard to the two-year Extension of Time application EOT-2024-0001. As such, no amendment to the MND and/or additional environmental studies were required, pursuant to Section 15162 (Subsequent EIRs and Negative Declarations) Article 11 of the CEQA Guidelines.

ALIGNMENT WITH STRATEGIC PLANNING:

This item aligns with City Council Priority 1D regarding Economic Development.

Item 1U - Page 3
City Council Staff Report
February 13, 2025 -- Page 4
TM 38049
FISCAL IMPACT:

Approval of assignment and assumption of the SIA and securities for Tract Map 38049 will allow for the development of eight (8) single-family residential parcels. Ultimately, upon completion of the residences, the City will receive yet to be determined additional property tax revenue. Additional incremental costs for public service will be incurred over time.

REVIEWED BY:

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

A. Business Principal Disclosure
B. Recorded SIA (Agreement No. 24N193)
C. Vicinity Map
D. New SIA
E. Resolution
Item 1U - Page 4
Attachment A
Item 1U - Page 5
Item 1U - Page 6

1. Name of Entity

PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM
Sister City Investments, Inc., a California Corporation

2. Address of Entity (Principle Place of Business)
700 West Panorama Road, Palm Springs, CA 92262

3. Local or California Address (if different than #2)
700 West Panorama Road, Palm Springs, CA 92262

4. State where Entity is Registered with Secretary of State

5. Type of Entity
!Bl 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 _T_re_v_o_r_W_e_f_le_n ____________ 1B] Officer D Director D Member O Manager [na
D General Partner D limited Partner
• Other ____________ _
~~~~~"~"----Y:~~~w'--~--~----~~------ [JI Officer D Director D Member D Manager [name] D General Partner D limited Partner
• Other
__________________
D Officer D Director D Member O Manager
(Revised 05/16/19)
[na O General Partner D Limited Partner
• Other ____________ _

CITY OF PALM SPRINGS - PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

Item 1U - Page 7

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

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

Trevor Weflen, President 50%
[name of owner/investor] [percentage of beneficial interest in entity and name of entitvl
B.

Carolynn Weflen, Secretary 50%
[name of owner/investor] [percentage of beneficial interest in entity and name of entitvl
C.
[name of owner/investor] [percentage of beneficial interest in entity and name of entitvl
D.
[name of owner/investor] [percentage of beneficial interest in entity and name of entitvl
E.
[name of owner/investor] [percentage of beneficial interest in entity and name of entitvl

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

Trevor Weflen

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

CITY OF PALM SPRINGS - PUBLIC INTEGRITY DISCLOSURE

APPLICANT DISCLOSURE FORM

Item 1U - Page 8
111111111111111111111111111111 I 1111111111111111 11111 111111111111111 IIII IIII 5825793

STATE OF CALIFORNIA
Office of the Secretary of State

ARTICLES OF INCORPORATION

CA GENERAL STOCK CORPORATION
California Secretary of State
Corporation Name
Corporation Name
1500 11th Street
Sacramento, California 95814 (916) 653-3516
Initial Street Address of Principal Office of Corporation Principal Address
Initial Mailing Address or Corporation
Mailing Address
Attention
Agent for Service ol Process
Agent Name Agent Address
Shares
Sister City Investments Inc.
700 W PANORAMA ROAD
PALM SPRINGS, CA 92262
700 W PANORAMA ROAD
PALM SPRINGS, CA 92262
Trevor Weflen
Stephan Brakebusch
108 THE RIV
PALM SPRINGS, CA 92262
The total number of shares the corporation is authorized to issue is: 10,000 Does the corporation have more than one class or series of shares? No Purpose Statement
For Office Use Only
-FILEDFile No.: 5825793
Date Filed: 7/18/2023
The purpose of the corporation is to engage in any lawful act or activity for which a corporation may be organized under the General Corporation Law of California other than the banking business, the trust company business or the practice of a profession permitted to be incorporated by the California Corporations Code.

Additional information and signatures set forth on attached pages, if any, are incorporated herein by reference and made part of this filing.

Electronic Signature
igi By checking this box, I acknowledge that I am electronically signing this document as the incorporator of the Corporation and that all information is true and correct.

Stephan Brakebusch 07/18/2023
lncorporator Signature Date

Attachment B
Item 1U - Page 9
Item 1U - Page 10
RECORDING REQUESTED BY:

OTY OF PALM SPRINGS
AND WHEN RECORDED MAIL TO:

City of Palm Springs
P. 0 . Box 2743
Palm Springs, CA 92263
Attn: Office of the City Clerk
2024-0293365
09/ 27/ 2024 0 4 :29 PM Fee : $ 0 . 00

Recorded in Official Records
County of Ri verside
Peter Aldana
i[ll~ifeJ~1iii°filn 111

SPACE ABOVE FOR RECORDER ONLY
S54
Filing fee EXEMPT per Government Code 6103

SUBDIVISION IMPROVEMENT AGREEMENT
AG Land Investments LLC, a California Limited
Liability Company
and
The City of Palm Springs, California

THIS AREA FOR

RECORDER'S

USE ONLY

THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies)
Item 1U - Page 11

TABLE OF CONTENTS

1. Construction Obligations ...................................................................................... 1

1.1 Works of Improvement.. ............................................................................. 1

1.2 Other Obligations Referenced in Conditions of
Tentative Map Approval ............................................................................. 2

1.3 Intent of Plans ............................................................................................ 2

1.4 Survey Monuments ............................................................................... ..... 2

1.5 Performance of Work ................................................................................. 2

1.6 Changes in the Work ................................................................................. 2

1.7 Defective Work .......................................................................................... 3

1.8 No Warranty by City ................................................................................... 3 1 .9 Authority of the City Engineer ... ................................................................. 3

1.10 Documents Available at the Site ................................................................ 3

1.11 Inspection .................................................................................................. 3 1 .12 Compliance with Law ................................................................................. 4

1.13 Suspension of Work ................................................................................... 4

1.14 Final Acceptance of Works of Improvement .............................................. 4

2. Time for Performance ........................................................................................... 4

2.1 Commencement and Completion Dates .................................................... 4

2.2 Phasing Requirements ......................................................................... .. .... 5

2.3 Force Majeure ............................................................................................ 5

2.4 Continuous Work ....................................................................................... 5

2.5 Reversion to Acreage ................................................................................ 5

2.6 Time of the Essence ...................................................... ............................ 6

3. Labor .................................................................................................................... 6

3.1 Labor Standards .. ...................................................................................... 6

3.2 Nondiscrimination ...................................................................................... 6

3.3 Licensed Contractors ......................... ........................................................ 6

3.4 Workers' Compensation ............................................................................. 6

4. Security ................................................................................................................ 6

4.1 Required Security ...................................................................................... 6

4.2 Form of Security Instruments ..................................................................... 7

4.3 Subdivider's Liability .................................................................................. 8

4.4 Letters of Credit ......................................................................................... 8

4.5 Release of Security Instruments ................................................................ 9 Item 1U - Page 12

5. Cost of Construction and Provision of Inspection
Service ..................................................... ............................................................ 9

5.1 Subdivider Responsible for All Related Costs of
Construction ............................................................................................... 9

5.2 Payment to City for Cost of Related Inspection
and Engineering Services ........................................................................ 10

6. Acceptance of Offers of Dedication .................................................................... 10

7. Warranty of Work ...................................... .......................................................... 10

8. Default ........................................................ ........................................................ 1 O

8.1 Remedies Not Exclusive .......................................................................... 10

8.2 City Right to Perform Work ...................................................................... 10

8.3 Attorney's Fees and Costs .............................................. ......................... 11

9. Indemnity ................................................................................................... ......... 11 10 General Provisions ... .......................................................................................... 11

10.1 Successors and Assigns .................. .. .. .................................................... 11

10.2 No Third Party Beneficiaries .................................................................... 11

10.3 Entire Agreement; Waivers and Amendments ......................................... 11

11. Corporate Authority ..................................... ... ............................. ....................... 11 2 Item 1U - Page 13

SUBDIVISION IMPROVEMENT AGREEMENT
THIS SUBDIVl~ION IMPROVEMENT AGREEMENT (this "Agreement") is entered into this \ s day of .l;~ , 20'2'1 , by and between the CITY OF PALM SPRINGS, a California chart r city ("CITY"), and AG Land Investments LLC, a California limited liability company (Subdivider").

RECITALS
A. Subdivider is the owner of, and has obtained approval of a subdivision map for Tract Map No. 38049 located in the City of Palm Springs, County of Riverside, State of California (the "Property"), as described on Exhibit "A". The map contains conditions of approval for the development of the Property (the "Conditions") as described on Exhibit "B".

B. Subdivider has delivered to City and City has approved plans and specifications and related documents for certain "Works of Improvement" (as hereinafter defined) which are required to be constructed and installed in order to accommodate the development of the Property.

C. Subdivider's agreement to construct and install the Works of Improvement pursuant to this Agreement and its offer of dedication of the streets, easements and other improvements and facilities, as shown on the Map, are a material consideration to City in approving the final map for the Property and permitting development of the Property to proceed.

COVENANTS
Based upon the foregoing Recitals which are incorporated herein by reference and in consideration of City's approving the Map for the Property and permitting development of the Property to proceed, Subdivider agrees to timely perform all of its obligations as set forth herein.

1. Construction Obligations.

1.1 Works of Improvement. Subdivider agrees, at its sole cost and expense, to construct or install or cause to be constructed or installed the street, drainage, domestic water, sanitary sewer and other improvements (herein sometimes collectively referred to as the "Works of Improvement"), as the same may be supplemented and revised from time to time as set forth herein (said plans and specifications, together with all related documents, are referred to herein as the "Plans"). The estimated construction cost for the Works of Improvement is $315,000.00.

1.2 Other Obligations Referenced in Conditions of Tentative Map Approval. In addition to the foregoing, Subdivider shall satisfy all of the conditions of approval on the 1 Item 1U - Page 14
Tentative Map for the Property. The conditions of approval associated with the Tentative Map are included as Exhibit "B" attached hereto.

1.3 Intent of Plans. The intent of the Plans referenced in Section 1.1 is to prescribe a complete work of improvement which Subdivider shall perform or cause to be performed in a manner acceptable to the City Engineer (or his/her designee) and in full compliance with all codes and the terms of this Agreement. Subdivider shall complete a functional or operable improvement or facility, even though the Plans may not specifically call out all items of work required for the contractor to complete its tasks, incidental appurtenances, materials, and the like. If any omissions are made or information necessary to carry out the full intent and meaning of the Plans, Subdivider or its contractor shall immediately notify its design engineer who will seek approval of the City Engineer for furnishing of detailed instructions. In the event of any doubt or question arising regarding the true meaning of any of the Plans, reference shall be made to the City Engineer whose decision thereon shall be final.

Subdivider recognizes that the Plans consist of general drawings. All authorized alterations affecting the requirements and information given on the Plans shall be in writing and approved by the City Engineer. The Plans shall be supplemented by such working or shop drawings as are necessary to adequately control the work. Without the City Engineer's prior written approval, no change shall be made by Subdivider or Subdivider's contractor to any plan, specification, or working or shop drawing after it has been stamped as approved.

1.4 Survey Monuments. Before final approval of street improvements, Subdivider will place survey monument(s) as shown on the Map in accordance with the provisions of the State Subdivision Map Act and the Subdivision Ordinance of the City of Palm Springs. Subdivider shall provide security for such obligation as provided in Section 4.1 (a)(iii) and, after setting the monument(s), Subdivider shall furnish the City Engineer of the City of Palm Springs written notice of the setting of said monument(s) and written proof of having paid the engineer or surveyor for the setting of said monument(s).

1.5 Performance of Work. Subdivider shall furnish or cause to be furnished all materials, labor, tools, equipment, utilities, transportation, and incidentals required to perform Subdivider's obligations under this Agreement.

1.6 Changes in the Work. The City Engineer, without invalidating this Agreement and without notification to any of the sureties or financial institutions referenced in Paragraph 4, may order extra work or may make changes by altering or deleting any portion of the Works of Improvement as specified herein or as deemed necessary or desirable by the City Engineer as determined necessary to accomplish the purposes of this Agreement and to protect the public health, safety, or welfare. The City Engineer shall notify Subdivider or Subdivider's contractor in writing (by Correction Notice) at the time a determination has been made to require changes in the work. No 2 Item 1U - Page 15
field changes performed or proposed by Subdivider or its contractor shall be binding on City unless approved in writing by the City Engineer.

1.7 Defective Work. Subdivider shall cause its contractor to repair, reconstruct, replace, or otherwise make acceptable any work found by the City Engineer to be defective.

1.8 No Warranty by City. The Plans for the Works of Improvement have been prepared by or on behalf of Subdivider or its consultants or contractors, and City makes no representation or warranty, express or implied, to Subdivider or to any other person regarding the adequacy of the Plans or related documents.

1.9 Authority of the City Engineer. In addition to the authority granted to the City Engineer elsewhere in this Agreement, the City Engineer shall have the authority to decide all questions which may arise as to the quality and acceptability of materials furnished and work performed, and all questions as to the satisfactory and acceptable fulfillment of the terms of this Agreement by Subdivider and Subdivider's contractor.

1.1 O Documents Available at the Site. Subdivider shall cause its contractor to keep a copy of all approved Plans at the job site and shall give access thereto to the City's inspectors and engineers at all times.

1.11 Inspection. Subdivider shall have an authorized representative on the job site at all times during which work is being done who has full authority to act for Subdivider, or its design engineer, and Subdivider's contractor(s) regarding the Works of Improvement. Subdivider shall cause its contractor to furnish the City with every reasonable facility for ascertaining whether or not the Works of Improvement as performed are in accordance with the requirements and intent of this Agreement, including the Plans. If the City inspector requests it, the contractor at any time before acceptance of the Works of Improvement shall remove or uncover such portions of the finished work as may be directed which have not previously been inspected. After examination, the contractor shall restore said portions of the work to the standards required hereunder. Inspection or supervision by the City shall not be considered as direct control of the individual workmen on the job site. City's inspector shall have the authority to stop any and all work not in accordance with the requirements contained or referenced in this Agreement.

The inspection of the work by City shall not relieve Subdivider or the contractor of any obligations to fulfill this Agreement as herein provided, and unsuitable materials or work may be rejected notwithstanding that such materials or work may have been previously overlooked or accepted.

1.12 Compliance With Law. In addition to the express provIsIons of this Agreement and the Plans, Subdivider shall cause construction of the Works of 3 Item 1U - Page 16
Improvement to be completed in accordance with all other applicable federal, state, and local laws, ordinances, rules and regulations.

1.13 Suspension of Work. City Engineer shall have authority to order suspension of the work for failure of the contractor to comply with law pursuant to Section 1.11 . In case of suspension of work for any cause whatever, Subdivider and its contractor shall be responsible for all materials and shall store them properly if necessary and shall provide suitable drainage and erect temporary structures where necessary.

1.14 Final Acceptance of Works of Improvement. After Subdivider's contractor has completed all of the Works of Improvement, Subdivider shall then request a final inspection of the work. If items are found by the inspector to be incomplete or not in compliance with this Agreement or any of the requirements contained or referenced herein, City will inform the contractor of such items. After the contractor has completed these items, the procedure shall then be the same as specified above for the contractor's initial request for final inspection. If items are found by City's inspector to be incomplete or not in compliance after two (2) "final" inspections, City may require the contractor, as a condition to performing further field inspections, to submit in writing a detailed statement of the work performed subsequent to the date of the previous inspection which was found to be incomplete or not in compliance at that time.

No inspection or acceptance pertaining to specific parts of the Works of Improvement shall be construed as final acceptance of any part until the overall final acceptance by City is made. Final acceptance shall not constitute a waiver by City of defective work subsequently discovered.

The date on which the Works of Improvement will be considered as complete shall be the date of the Notice of Acceptance.

2. Time for Performance.

2.1 Commencement and Completion Dates. Subject to Section 2.2 and 2.3 below, Subdivider shall (i) commence with construction and installation of the Works of Improvement thirty (30) days following City's approval of the Plans ("Commencement Date"); and (ii) complete or cause to be completed all of the Works of Improvement two (2) years after the Commencement Date. Extensions of time for completion of the Works of Improvement may be granted upon demonstration of good cause, subject to review and approval by the City Council.

2.2 Phasing Requirements. Notwithstanding the provisions of Section 2.1, City reserves the right to control and regulate the phasing of completion of specific Works of Improvement as required to comply with applicable City ordinances, regulations, and rules relating to the timely provision of public services and facilities. In addition to whatever other remedies City may have for Subdivider's failure to satisfy such phasing 4 Item 1U - Page 17
requirements, as the same now exist or may be amended from time to time, Subdivider acknowledges City's right to withhold the issuance of further building permits on the Property until such phasing requirements are satisfied. Prior to issuance of building permits, Subdivider shall provide satisfactory evidence that all applicable requirements that are a condition to issuance of building permits have been satisfied. Such requirements may include the payment of fees, construction of improvements, or both.

Final inspections or issuance of Certificates of Occupancy may be withheld from the Subdivider by the City, if, upon a determination by the City Engineer or his designee, completion of specific Works of Improvements or other requirements associated with the development of the Property have not been completed to his satisfaction.

2.3 Force Majeure. Notwithstanding the provisions of Section 2.1, Subdivider's time for commencement and completion of the Works of Improvement shall be extended for the period of any enforced delay caused due to circumstances beyond the control and without the fault of Subdivider, including to the extent applicable adverse weather conditions, flood, earthquakes, strikers, lockouts, acts or failures to act of a public agency (including City), required changes to the scope of work required by City, and similar causes; provided, however, that the period of any enforced delay hereunder shall not include any period longer than five (5) days prior to City's receipt of a written notice from Subdivider or its Contractor detailing the grounds for Subdivider's claim to a right to extend its time for performance hereunder. City Engineer shall evaluate all claims to Force Majeure and his decision shall be final.

2.4 Continuous Work. After commencement of construction of the Works of Improvement (or separate portion thereof), Subdivider shall cause such work to be diligently pursued to completion, and shall not abandon the work for a consecutive period or more than thirty (30) days, events of Force Majeure excepted.

2.5 Reversion to Acreage. In addition to whatever other rights City may have due to Subdivider's failure to timely perform its obligations hereunder, Subdivider recognizes that City reserves the right to revert the Property to acreage subject to the limitations and requirements set forth in California Government Code Sections 66499.11-66499.20-3/4. In this regard, Subdivider agrees that if the Works of Improvement have not been completed on or before the later of two (2) years from the date of this Agreement or within the time allowed herein, whichever is the later, and if City thereafter initiates proceedings to revert the Property to acreage, pursuant to Government Code Section 66499.16 Subdivider hereby consents to reversion and agrees that any improvements made by or on behalf of Subdivider shall not be considered in determining City's authority to revert the Property to acreage.

2.6 Time of the Essence. Time is of the essence of Subdivider's performance of all of its obligations under this Agreement,

3. Labor.
5 Item 1U - Page 18

3.1 Labor Standards. Subdivider shall be responsible for causing all contractors and subcontractors performing any of the Works of Improvement to comply with all applicable federal and state labor standards, including to the extent applicable the prevailing wage requirements promulgated by the Director of Industrial Relations of the State of California Department of Labor.

3.2 Nondiscrimination. In connection with its performance under this Agreement, Subdivider shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Subdivider 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, Subdivider certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Subdivider activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Subdivider 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. This provision shall also apply to any contractors or subcontractors engaged in construction of the Works of Improvement.

3.3 Licensed Contractors. Subdivider shall cause all of the Works of Improvement to be constructed by contractors and subcontractors with valid California Contractors' licenses for the type of work being performed.

3.4 Worker's Compensation. Subdivider shall cause every contractor and subcontractor performing any of the Works of Improvement to carry Workers' Compensation Insurance as required by the Labor Code of the State of California and shall cause each such contractor and subcontractor to submit to City a Certificate of Insurance verifying such coverage prior to such contractor or subcontractor entering onto the job site.

4. 4 .1
Security.

Required Security.
(a) At the time Subdivider executes this Agreement, Subdivider shall furnish to City the following bonds, letters of credit, instruments of credit (assignment of deposit account) or other security acceptable to City in its sole and absolute discretion and 6 Item 1U - Page 19
satisfying the requirements of the applicable provisions of this Section 4 below (hereinafter "Security Instruments"):
(i) A Security Instrument securing Subdivider's faithful performance of all of the Works of Improvement ("Faithful Performance Security Instrument"), in the amount of $315,000.00 equal to 100% of the estimated construction cost referenced in Section

1.1. (ii) A Security Instrument guaranteeing the payment to contractors, subcontractors, and other persons furnishing labor, materials, and/or equipment ("Labor and Materials Security Instrument") with respect to the Works of Improvement in an amount equal to $158,000.00 equal to 50% of the estimated construction cost referenced in Section 1.1.
(iii) A Security Instrument guaranteeing the payment of the cost of setting monuments as required in Section 1.4 in the amount of $4,500.00 equal to 100% of the cost thereof.

This Agreement shall not be effective for any purpose until such Security Instruments are supplied to and approved by City in accordance herewith. (b) Required Security Instrument for Maintenance and Warranty. Prior to the City Council's acceptance of the Works of Improvement and recordation of a Notice of Completion, Subdivider shall deliver a Security Instrument warranting the work accepted for a period of one (1) year following said acceptance ("Maintenance and Warranty Security Instrument"), in the amount of $48,000.00 equal to 15% of the estimated construction cost set forth in Section 1.1 or a suitable amount determined by the City Engineer.

4.2 Form of Security Instruments. All Security Instruments shall be in the amounts required under Section 4.1 (a) or 4.1 (b), as applicable, shall meet the following minimum requirements and otherwise shall be in a form provided by City or otherwise approved by the City Attorney:
(a) Bonds. For Security Instruments provided in the form of bonds, any such bond must be issued and executed by an insurance company or bank authorized to transact surety business in the State of California. Any insurance company acting as surety shall have a minimum rating of A-IX, as rated by the current edition of Best"s Key Rating Guide published by A.M. Best's Company, Oldwick, New Jersey, 08858. Any bank acting as surety shall have a minimum rating of AA, as rated by Moody's or Standard & Poor's.
(b) Letters of Credit. For Security Instruments which are letters of credit, any letter of credit shall be an original separate unconditional, irrevocable, negotiable and transferable commercial letter of credit issued by a financial institution with offices in the 7 Item 1U - Page 20
State of California acceptable to City. Any such letter of credit shall specifically permit City to draw on same by unilateral certification of the City Engineer of the City that Subdivider is in default under its payment or performance obligations hereunder or in the event Subdivider fails to deliver a replacement letter of credit not less than thirty (30) days prior to the date of expiration of any such letter of credit and shall further be subject to the provisions of Section 4.4.
(c) Instrument of Credit. For Security Instruments which are Instruments of Credit, any Instrument of Credit shall be an assignment of deposit account assigning as security to City all of Subdivider's interest in funds on deposit in one or more bank accounts with financial institutions acceptable to City. (d) General Requirements for all Security Instruments.
(i) Payments under any Security Instruments shall be required to be made (and, with respect to bonds, litigation shall be required to be instituted and maintained) in the City of Palm Springs, State of California (and the Security Instrument shall so provide). (ii) Each Security Instrument shall have a minimum term of one (1) year after the deadline for Subdivider's completing the Works of Improvement, in accordance with Section 2.1 (other than Instruments of Credit, which shall have no defined term or expiration date).
(iii) Each Security Instrument shall provide that changes may be made in the Works of Improvement pursuant to the terms of this Agreement without notice to any issuer or surety and without affecting the obligations under such Security Instrument.

4.3 Subdivider's Liability. While no action of Subdivider shall be required in order for City to realize on its security under any Security Instrument, Subdivider agrees to cooperate with City to facilitate City's realization under any Security Instrument, and to take no action to prevent City from such realization of any Security Instrument.

Notwithstanding the giving of any Security Instrument or the subsequent expiration of any Security Instrument or any failure by any surety or financial institution to perform its obligations with respect thereto, Subdivider shall be personally liable for performance under this Agreement and for payment of the cost of the labor and materials for the improvements required to be constructed or installed hereby and shall, within ten (10) days after written demand therefor, deliver to City such substitute security as City shall require satisfying the requirements in this Section 4.

4.4 Letters of Credit.
(a) In the event a letter of credit is given pursuant to Section 4.2(b), City shall be entitled to draw on any such letter of credit if a replacement letter of credit (expiring in not less than one (1) year, unless City agrees to a lesser term in City's sole and absolute discretion) is not delivered not less than thirty (30) days prior to the expiration 8 - j
Item 1U - Page 21
of the original letter of credit, such substitute letter of credit being in the same amount and having the terms and conditions as the initial letter of credit delivered hereunder, issued by a financial institution acceptable to City as of the date of delivery of the replacement letter of credit.
(b) In the event of draw by the City on a letter of credit, the City may elect, in its sole and absolute discretion, to apply any such funds drawn to the obligations secured by such letter of credit or to hold such funds in an account under the control of the City, with no interest accruing thereon for the benefit of the Subdivider. If the City elects to hold the funds in an account pursuant to the foregoing, City may thereafter at any time elect instead to apply such funds as provided in the foregoing . Subdivider agrees and hereby grants City a security interest in such account to the extent required for City to realize on its interests therein and agrees to execute and deliver to City any other documents requested by City in order to evidence the creation and perfection of City's security interest in such account.

4.5 Release of Security Instruments.
(a) City shall release the Faithful Performance Security Instrument and Labor and Materials Security Instrument when all of the following have occurred:
(i) Subdivider has made written request for release and provided evidence of satisfaction of all other requirements in this Section 4.5; (ii) the Works of Improvement have been accepted;
(iii) Subdivider has delivered the Maintenance and Warranty Security Instrument; and
(iv) subject to the following sentences after passage of the time within which lien claims are required to be made pursuant to Article 3 (commencing with Section 3114) of Chapter 2 of Title 15 of Part IV of Division 3 of the California Civil Code. If lien claims have been timely filed, City shall hold the Labor and Materials Security Instrument until such claims have been resolved, Subdivider has provided a statutory bond, or otherwise as required by applicable law.
(b) City shall release the Maintenance and Warranty Security Instrument upon Subdivider's written request upon the expiration of the warranty period, provided no claims are outstanding at that time regarding defective work.

5. Cost of Construction and Provision of Inspection Service.

5.1 Subdivider Responsible for All Costs of Construction. Subdivider shall be responsible for payment of all costs incurred for construction and installation of the Works of Improvement. In the event Subdivider is entitled to reimbursement from City 9 Item 1U - Page 22
for any of the Works of Improvement, such reimbursement shall be subject to a separate Reimbursement Agreement to be entered into between Subdivider and City prior to construction of the works.

5.2 Payment to City for Cost of Related Inspection and Engineering Services.

Subdivider shall compensate City for all of City's costs reasonably incurred in having its authorized representative make the usual and customary inspections of the Works of Improvement. In addition, Subdivider shall compensate City for all design, plan check, evaluating any proposed or agreed-upon changes in the work. The procedures for deposit and payment of such fees shall be as established by the City Council. In no event shall Subdivider be entitled to additional inspections or a final inspection and acceptance of any of the Works of Improvement until all City fees and charges have been fully paid, including without limitation, charges for applicable penalties and additional required inspections.

6. Acceptance of Offers of Dedication. The City Council shall pass as appropriate resolution or resolutions accepting all offers of dedication shown on the Map for the Property, with acceptance to become effective upon completion and acceptance by City of the Works of Improvement. Such resolution(s) shall authorize the City Clerk to execute the Certificate made a part of the Map regarding said acceptance of the offer of dedication.

7. Warranty of Work. Subdivider shall guarantee all Works of Improvement against defective materials and workmanship for a period of one (1) year from the date of final acceptance. If any of the Works of Improvement should fail or prove defective within said one (1) year period due to any reason other than improper maintenance, or if any settlement of fill or backfill occurs, or should any portion of the Works of Improvement fail to fulfill any requirements of the Plans, Subdivider, within fifteen (15) days after written notice of such defects, or within such shorter time as may reasonably be determined by the City in the event of emergency, shall commence to repair or replace the same together with any other work which may be damaged or displaced in so doing. Should Subdivider fail to remedy defective material and/or workmanship or make replacements or repairs within the period of time set forth above, City may make such repairs and replacements and the actual cost of the required labor and materials shall be chargeable to and payable by Subdivider. The warranty provided herein shall not be in lieu of, but shall be in addition to, any warranties or other obligations otherwise imposed by law.

8. Default.

8.1 Remedies Not Exclusive. In any case where this Agreement provides a specific remedy to City for a default by Subdivider hereunder, such remedy shall be in addition to, and not exclusive of, City's right to pursue any other administrative, legal, or equitable remedy to which it may by entitled.
10 Item 1U - Page 23

8.2 City Right to Perform Work. In addition to whatever other rights or remedies it may have for Subdivider's default hereunder, in the event Subdivider shall fail to timely perform any work required to be performed under this Agreement and such failure shall continue for a period of twenty (20) days after receipt of written notice of default from City, or thereafter Subdivider shall fail to diligently and continuously pursue the cure of any such default to completion, City shall have the right to enter into the Property and perform any of the uncompleted work by force account or contract or both and thereupon recover from Subdivider or any Security Instrument, or both, the full cost and expense thereby incurred by City.

8.3 Attorney's Fees and Costs. In the event that Subdivider fails to perform any obligation under this Agreement, Subdivider agrees to pay all costs and expenses incurred by City in securing performance of such obligations, including costs of suit and reasonable attorney's fees. In the event of any dispute arising out of Subdivider's performance of its obligations under this Agreement or under any of the Security Instruments referenced herein, the prevailing party in such action, in addition to any other relief which may be granted, shall be entitled to recover its reasonable attorney's fees and costs. Such attorney's fees and cost shall include fees and costs on any appeal, and in addition a party entitled to attorney's fees and costs shall be entitled to all other reasonable costs incurred in investigating such action, taking depositions and discovery, retaining expert witnesses, and all other necessary and related costs with respect to the litigation. All such fees and costs shall be deemed to have accrued on commencement of the action and shall be enforceable whether or not the action is prosecuted to judgment.

9. Indemnity. Subdivider agrees to indemnify, defend, and hold harmless City and City's officers, employees, and agents from and against any and all claims, liabilities, losses, damages, causes of action, and obligations arising out of Subdivider's failure to perform the construction and installation of the Works of Improvement in accordance with the requirements contained or referenced in this Agreement. Said indemnity obligation shall apply to personal injury, death, property damage, economic loss, and any other monetary damage or penalty to which City may be subjected, including without limitation, attorney's fees and costs and the costs of realizing on any Security Instrument provided by Subdivider pursuant to the terms hereof. Such indemnity obligation shall not extend to any loss resulting from City's sole negligence or willful misconduct.

10. General Provisions.

10.1 Successors and Assigns. This Agreement shall be binding upon all successors and assigns to Subdivider's right, title, and interest in and to the Property and any portion thereof.

10.2 No Third Party Beneficiaries. This Agreement is intended to benefit only the parties hereto and their respective successors and assigns. Neither City nor 11 Item 1U - Page 24
Subdivider intend to create any third party beneficiary rights in this Agreement in any contractor, subcontractor, member of the general public, or other person or entity.

10.3 Entire Agreement; Waivers and Amendments. This Agreement integrates all of the terms and conditions mentioned herein, or incidental hereto, and supersedes all negotiations and previous agreements between the parties with respect to all or part of the subject matter hereof, except as may be expressly provided herein. All waivers of the provisions of this Agreement must be in writing and signed by an authorized representative of the party to be charged, and all amendments hereto must be in writing and signed by the appropriate representatives of both parties.

11. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant the (I) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into of this Agreement does not violate any provisions of any other Agreement to which said party is bound.
*****
(Signatures on Next Page)
12 Item 1U - Page 25
IN WITNESS WHEREOF, the parties hereto have executed this Subdivision Improvement Agreement as of the date first above written.

ATTEST:

CALIFORNIA
ByA~
Brenda Pree, City Clerk
City of Palm Springs
APPROVED AS TO FOfM:

Je@ 1;@ c~~
City of Palm Springs
SUBDIVIDER:

CITY OF PALM SPRINGS,
j
1Arte__ Scott C. Stiles, City Manager/ le retA.- Go..\la.va-Y\ \)¥ . - City of Palm Springs A½•5+0-t\.-t- c~ m~-r•crr
AG Land Investments LLC, a California limited liability company Check one: _ Individual _Partnership _ Corporation* _lcompany *Note, for Corporations, two corporate officers must sign this Agreement, as indicated below; for all others, authorized agents must sign this Agreement.

By:~ ~ _m_(Jl{;k~· 7' _
Signature (notarized)
Name: /ldtJ..M,,,, !Yl • f:5-i I b~ --'-------------
Tit I e: __ IYl_a...n_a....,-jj--' f"l. ..,..
0 +-q_m_.e.. _11'\P __ er __
(For Corporations, this document must
be signed in the above space by one of
the following: Chairman of the Board,
President or any Vice President)
By: _____________ _ Signature (notarized)
Name:
------------ .,) Title: ____________ _
For Corporations, this document must be
signed in the above space by one of the
following: Secretary, Chief Financial
Officer or any Assistant Treasurer)
13 Item 1U - Page 26
Mailing Address:

Palm De-se.rfc I+ t; ;;.. ",-/pt)
(76P) 4of-_i124-
(_)_-_(fax)
14 Item 1U - Page 27

ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

State of California
County of Riverside
On ".J ~ I :Hid-+ , before me Bianca Davila, Notary Public, personally appeared ftdlk__ M . 6i ibtc-f: , who proved to me on the basis of satisfactory evidence to be the person~) whose name~ is/a.=e subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacityfies), and that by his/her'i'thoir signature(s) on the instrument the person(s), or the entity upon behalf of which the person~ acted, executed the instrument.

I certify under PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature ,
~ (Seal)
Item 1U - Page 28
EXHIBIT "A"
TRACT MAP 38049 LEGAL DESCRIPTION
Tract Map No. 38049, as recorded in Map Book 1~7 , Pages 30 through ~I inclusive, records . of Riverside County, California. 16 Item 1U - Page 29
EXHIBIT "B"
TENTATIVE TRACT MAP 38049 CONDITIONS OF APPROVAL
17 Item 1U - Page 30
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RESOLUTION NO. 24998

EXHIBIT A
Case 5.1521 GPA/CZ; Case 38049 TTM; Case 7.1645 AMM
AG Land Investments, LLC
2700 East Alejo Road
March 24, 2022

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

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

ADMINISTRATIVE CONDITIONS
ADM 1. Project Description. This approval is for the project described per Case

5.1521 GPA/CZ and 9ase 38049 TTM; except as modified with the approved Mitigation Monitoring Progr~m and the conditions below; ADM 2. Conform to all Codes and Regulations. The project shall conform to the conditions contained herein, all applicable regulations of the Palm Springs Zoning Ordinance, Municipal Code, and any other City County, State and Federal Codes, ordinances, resolutions and laws that may apply.

ADM 3. Indemnification. The owner shall defend, indemnify, and hold harmless the City of Palm Springs, its agents, officers, and employees from any claim, action, or proceeding_ against the .City of Palm Springs or its agents, officers or employees to attach, set aside, void or annul, an approval of the City of Palm Springs, its legislative body, advisory agencies, or administrative officers concerning Case 5.1521 GPA/CZ, Case 38049 TTM, and Case

7.1645 AMM. The City of Palm Springs will promptly notify the applicant of any such claim, action, or proceeding against the City of Palm Springs and the applicant will either undertake defense of the matter and pay the City's associated legal costs or will advance funds to pay for defense of the matter by the City Attorney. If the City of Palm Springs fails to promptly notify the applicant of any such claim, action or proceeding or fails to cooperate fully in the defense, the applicant shall not, thereafter, be responsible to defend, indemnify, or hold harmless· the City of Palm Springs. Notwithstanding the Item 1U - Page 31
Resolution No 24998

foregoing, the City retains the right to settle or abandon the matter without the I applicant's consent, but should it do so, the City shall waive the indemnification herein, except, the City's decision to settle or abandon a matter following an adverse judgment or failure to appeal, shall not cause a waiver of the in~emnification rights herein.

ADM 4. Maintenance and Repair. The property owner(s) and successors and assignees in interest shall maintain and repair the improvements including and without limitation all structures, sidewalks, parking areas, landscape, irrigation, lighting, signs, walls, and fences between the curb and property line, in a first class condition, free from waste and debris, and in accorda.nce with all applicable law, rules, ordinances and regulations of all federal, state, and local bodies and agencies having jurisdiction at the property owner's sole expense. This condition shall _be included in the recorded covenant agreement for the property if required by the City.

ADM 5. Right to Appeal. Decisions of an administrative officer or agency of the City of Palm Springs may be appealed in accordance with Municipal Code Chapter 2.05.00.

ADM 6. Public Art Fees. This project shall be subject to Chapters 2.24 and 3.37 of the Municipal Code regarding public art. The project shall either provide public art or payment of an in-lieu fee. In the case of the in-lieu fee, the fee shall be based upon the tot?I building permit valuation as calculated pursuant I to the valuation table in the Uniform Building Code, the fee being 1 /2% for commercial projects or 1/4% .for residential projects with first $100,000 of total building permit valuation for individual single-family units exempt. Should the public art be located on the project site, said location shall be reviewed and approved by the Director of P,lanning and Zoning and the Public Arts Commission, and the property owner shall enter into a recorded agreement to . maintain the art work and protect the public rights of access and viewing:

ADM 7. Park Development Fees. The developer shall dedicate land or pay a fee in lieu of a dedication, at the option of the City. The in-lieu fee shall be computed pursuant to Ordinance No. 1632, Section IV, by multiplying the area of park to be dedicated by the fair market value of the land being developed plus the cost to acquire and improve the property plus the fair share contribution, less any credit given by the City, as may be reasonably determined by the City based upon the formula contained in Ordinance No. 1632. In accordance with the Ordinanc~. the following areas .or features shall not be eligible for private park credit: golf courses, yards, court areas, setbacks, development edges, slopes in hillside areas (unless the area includes a public trail) landscaped development entries, meandering streams, land held as open space for wildlife habitat, flood retention facilities and circulation improvements such as bicycle, hiking and equestrian trails (unless such systems are directly linked to the City's community-wide system I and shown on the City's master plan).

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ADM 8. The final development plans shall show eight (8) residential lots.

RIVERSIDE COUNTY AIRPORT LAND USE COMMISSION (ALUC) CONDITIONS:

ALUC 1.

ALUC 2.

Any new outdoor lighting shall be hooded or shielded to prevent either the spillage of lumens or reflection into the sky. Outdoor lighting shall be downward facing.

The following uses/activities are not included in the proposed project and shall be prohibited at this site:
(a) Any use which would direct a steady light or flashing light of red, white, green, or amber colors associated with airport operations toward an aircraft engaged in an initial straight climb following takeoff or toward an aircraft engaged in a straight ·final approach toward a landing at an airport, other than an FAA-approved navigational signal light or visual approach slope indicator.
(b)
(c)
Any use which would cause sunlight to be reflected .towards an aircraft eng~ged in an initial straight climb following takeoff or towards an aircraft engaged in a straight final approach towards a landing at an airport.

Any use which would generate smoke or water vapor, or which would attract larg~ concentrations of birds, or which may otherwise affect safe air navigation within the area. (Such uses include landscaping utilizing water features, aquaculture, outdoor production of cereal grains, sunflower, and row crops, composting operations, wastewater management facilities, artificial marshes, trash transfer stations that are open on one or more sides, recycling centers containing putrescible wastes, construction and demolition ·debris facilities, fly ash disposal, and incinerators.)
(d) Any use which would generate electrical interference that may be detrimental to the operation of aircraft and/or aircraft instrumentation. (e) Children's schools, day care centers, libraries, hospitals, nursing homes, and highly noise-sensitive outdoor nonresidential uses, and hazards to flight.
(f) Highly noise-sensitive outdoor nonresidential uses. (g) Any use which results in a hazard to flight, including physical (e.g. tall objects), visual, and electronic forms of interreference with the safety of aircraft operations.

Item 1U - Page 33
Resolution No 24998

ALUC 3.

ALUC 4.

ALUC 5.

The attached "Notice of Airport in Vicinity" shall be provided to all prospective purchasers and occupants of the property and be recorded as a deed notice. In the event that the Office of the Riverside County Assessor-Clerk-Recorder declines to record said notice, the text of the notice shall be included on the Environmental Constraint Sheet (ECS) of the final map, if an ECS is otherwise required.

Any proposed detention basins or facilities shall be designed and maintained to provide for a maximum 48-hour detention period following the design storm and remain totally dry between rainfalls.

Vegetation in and around the detention basins that would provide food or cover for birds would be incompatible with airport operations and shall not be utilized in project landscaping. Trees shall be spaced so as to prevent large expanses of contiguous canopy, when mature.

Landscaping in and around the detention basin(s) shall not include trees or shrubs that produce seeds, fruits, or berries.

Landscaping in the detention basin, if not rip-rap, should be in accordance with the guidance provided in ALUC "LANDSCAPING NEAR AIRPORTS " brochure, and the 1
'AIRPORTS, WILDLIFE AND
STORMWATER MANAGEMENT11 brochure available at
RCALUC.ORG which list acceptable plants from Riverside County Landscaping Guide or other alternative landscaping as may be recommended by a qualified wildlife hazard biologist.

A notice sign, in a form similar to that attached hereto, shall be permanently affixed to the stormwater basin with the following language: 'There is an airport nearby. This stormwater basin is designed to hold stormwater for only 48 hours and not attract birds.

Proper maintenance is necessary to avoid bird strikes". The sign will also include the name, telephone number or other contact information of the person or entity responsible to monitor the stormwater basin.

The ALUC overflight informational brochure shall be provided to prospective purchasers showing the locations of aircraft flight patterns, the frequency of overflights, the typical altitudes of the aircraft,· and the range of noise levels that can be expected from individual aircraft overflights, as well as Compatibility Factors exhibit from the Palm Springs Airport Land Use Compatibility Plan.

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Resolution No 24998

ALUC6.

CC&R's
ADM 1.

ADM2.

The project does not propose rooftop solar panels at this time. However, if the- project were to propose solar rooftop panels in the future, the applicant/developer shall prepare a solar glare study that analyzes glare impacts, and this study shall be reviewed by the Airport Land Use Commission.

The applicant prior to issuance of building permits shall submit a draft declaration of covenants, conditions and restrictions ("CC&R's") to the Director of Planning and Zoning for approval in. a form to be approved by the City Attorney, to be recorded prior to approval of a final map. The CC&R's shall be enforceable by the City, shall not be · amended without City approval, shall require maintenance of all property in a good condition and in accordance with all ordinances.

At the time of filing of the CC&R's, the applicant shall submit to the City of Palm Springs, a deposit in. the amount of $4,008, for the review of the CC&R's by the City Attorney. An ·additional filing fee shall also be paid to the City Planning Department for administrative review purposes.

Cultural Resources
ADM3. Given that portions of the project area are within an alluvial formation1 the possibility of buried resources is increased. A Native American Monitor shall be present during all ground-disturbing activities.
a. Experience has shown that there is always a possibility of buried cultural resources in a project area. Given that, a Native American Monitor(s) shall be present during all ground disturbing activities including clearing and grubbing, excavation, burial of utilities, planting of rooted plants, etc. Contact the Agua Caliente Band of Cahuilla Indian Cultural Office for additional information on the use and availability of Cultural Resource Monitors. Should buried cultural deposits be encountered, the Monitor shall contact the Director of Planning and Zoning and after the consu!tation the Director shall have the authority to halt destructive construction and shall notify a Qualified Archaeologist to investigate and, if necessary, the Qualified Archaeologist shall prepare a treatment plan for submission to the State Historic Preservation Officer and Agua Caliente Cul~ural Resource Coordinator for approval. . . b. Two copies of any cultural resource documentation generated in connection with _this project, including reports of investigations, record search results and site records/updates shall be forwarded to the Tribal Planning, Building, and Engir:,eering Department and on~ copy to the City Planning and Zoning Department prior to final ihspedion. :

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Resolution No 24998

ENVIRONMENTAL ASSESSMENT CONDITIONS
ENV 1. If unavoidable project construction activities must begin during the nesting I bird season (February 1st through August 31st), a pre-construction nesting bird survey shall be conducted no more than 14 days prior to initiation of ground disturbance and vegetation removal activities. The nesting preconstruction bird survey shall be conducted by a biologist familiar with identification of avian species known to occur in Riverside County. The nesting bird survey shall be conducted on foot inside the project boundary, including a 300-foot buffer for passerines (song birds) and 500-foot buffer for raptors in areas of suitable habitat. Inaccessible areas will be surveyed using binoculars to the extent practical. If nests are found, an avoidance buffer (dependent upon species, the proposed work activity, the existing disturbances associated with land uses outside of the site) shall be determined and demarcated by the biologist with bright orange construction fencing, flagging, construction lathe, or other means to mark the boundary. If a raptor nest is observed in a tree proposed for removal, the applicant must consult with CDFW. All construction personnel be notified of the existence of the buffer zone and to avoid entering the buffer zone during nesting season.

No ground disturbing activities shall occur within this buffer area until the avian biologist has confirmed the breeding/nesting is completed and the young have fledged. Encroachment into the buffer shall occur only at the discretion of the qualified biologist. Focused surveys for burrowing owl shall I be conducted by a qualified biologist and in accordance with California Department of Fish and Wildlife (CDFW) guidelines (THGP Section

4.8.4.2(g))
ENV 2. The applicant shall pay the THCP (Tribal Habitat Conservation Plan) Valley Floor Planning Area Fee as required by the THCP.

ENV 3. If buried cultural materials are discovered during the earth-moving operations, all work in that area should be halted or diverted until a qualified archaeologist can evaluate the nature and significance of the finds and, if necessary, develop a treatment pan in consultation with the City of Palm Springs and the appropriate Native American tribes.

ENV 4. In the unexpected event human remains are uncovered during construction activities, all construction work taking place within the vicinity of the discovered remains must cease and the necessary steps to ensure the integrity of the immediate area must be taken. The County Coroner must be notified within 24 hours of the discovery of human ·remains. If the remains discovered are determined by the coroner to be of Native American descent, the coroner shall contact the Native AfT'!eric~~ Heritage Commission (NAHC) within 24 hours. The NAHC would in turn contact the Most Likely Descendant (MLD) would determine further action to be taken. ·The MLD would have 48 hours to access the site and I make a recommendation regarding disposition of the remains.

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ENV 5. Prior to issuance of a Grading Permit, the appli~ant shall obtain written approval to proceed with construction from the Los Coyotes Band of Cahuilla and Cupeno Indians and Agua Caliente Band of Cahuilla Indians, Tribal Historic Preservation Officer or Tribal Archaeologist. The applicant shall contact the Tribal Historic Preservation Officer or the Tribal Archaeologist at (760) 699-6800, to determine their requirements, if any, associated with grading or other construction. The applicant is advised to contact the Tribal Historic Preservation Officer or Tribal Archaeologist as early as possible. If required, it is the responsibility of the applicant to coordination scheduling of Tribal monitors during grading or other construction, and to arrange payment of any required fees associated with Tribal monitoring.

ENV 6. California Fish & Game Fees Required. The project is required to pay a fish and game impact fee as defined in Section 711.4 of the California Fish and Game Code. This CFG impact fee plus an administrative fee for filing the action with the County Recorder shall be submitted by the applicant to the City in the form of a money order or a cashier's check payable to the Riverside County Clerk prior to the final City action on the project (either Planning Commission or City Council determination). This fee shall be submitted by the City to the County Clerk with the Notice of Determination.

Action on this application shall not be final until such fee is paid. The project may be eligible for exemption or refund of this fee by the California Department of Fish & Game. Applicants may apply for a refund by the CFG at www.dfg.ca.gov for more information.

ENV 7. Mitigation Monitoring. The mitigation measures of the environmental assessment shall apply. The applicant shall submit a signed agreement that the mitigation measures outlined as part of the mitigated negative declaration will be included in the .plans prior to Planning Commission consideration of the environmental assessment.

ENV 8. Long Term Soil Stabilization and Dust Control. Those portions of the site that are to be graded, cleared, and grubbed of natural vegetation for the installation of the solar panel structures shall be provided with a long-term soil stabilization program acceptable to the City of Palm Springs to control wind borne dust and particulates. This may be either an overlay of gravel at sizes of 3/4" or larger or other equivalent means as approved by the Dust Control Management Division of the City Public Works Department.

ENV 9. Cultural Resource Survey Required. Prior to any ground disturbing activity, including clearing and grubbing, installation of utilities, and/or any construction related excavation, an Archaeologist qualified according to the Secretary of the Interior's Standards and Guidelines, shall be employed to survey the area for the presence of cultural resources identifiable on the ground surface. Copies of any cultural resource documentation (report and site records) generated in connection with this project shall be submitted to the Agua Caliente Band of Cahuilla Indians.

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Resolution No 24998

ENV 10. Cultural Resource Site Monitoring. There is a possibility of buried cultural or Native American tribal resources on the site. A Native American Monitor shall I be present during all ground-disturbing activities.
a). A Native American Monitor(s) shall be present during all ground disturbing activities including clearing and grubbing, excavation, burial of utilities, planting of rooted plants, etc. Contact the Agua Caliente Band of Cahuilla Indian Cultural Office for additional information on the use and availability of Cultural Resource Monitors. Should buried cultural deposits be encountered, the Monitor shall contact the Director of Planning. After consultation the Director shall have the authority to halt destructive construction and shall notify a Qualified Archaeologist to further investigate the $ite. If necessary, the Qualified Archaeologist shall prepare a treatment plan for submission to the State Historic Preservation Officer and Agua Caliente Cultural Resource Coordinator for approval. b). Two copies of any cultural resource documentation generated in connection with this project, including reports of investigations, record search results and site records/updates shall be forwarded to the Tribal Planning, Building, and Engineering Department and one copy to the City Planning Department prior to final inspection.

PLANNING DEPARTMENT CONDITIONS
PLN 1. Approval of Case 5.1521 CZ (Change of Zone) shall be contingent upon the I approval of Case 5.1521 GPA (General Plan Amendment), Case 38049 TIM (Tentative Tract Map). and Case 7.1645 AMM (Administrative Minor Modification).

PLN 2. Approval of Case 38049 TIM (Tentative Tract Map) shall be contingent upon the approval of Case 5.1521 GPA (General Plan Amendment) and Case

5.1521 CZ (Change of Zone).

PLN 3. Approval of Case 5.1521 GP A/CZ and Case 38049 TIM shall be contingent upon the approval of Case 7.1645 AMM.

PLN 4. Construction of any residential unit shall meet minimum soundproofing requirements prescribed pursuant to Section 1092 and related sections of Title 25 of the California Administrative Code. Compliance shall be demonstrated to the $atisfaction of the Director of Building and Safety.

PLN 5. The street address numbering/lettering shall not exceed eight inches in height.

PLN 6. T~ntative Tract Maps shall be valid for a period of two (2) years. Extensions of time may be granted by the Planning Commission upon demonstration of good cause. I
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PLN 7. The project is subject to the City of Palm Springs Water Efficient Landscape Ordinance. The applicant shall submit an application for Final Landscape Document Package to the Director of Planning for review and approval prior to the issuance of a building permit. Refer to Chapter 8.60 of the Municipal Code for specific requirements.

PLN 8. Prior to issuance of a grading permit, a Fugitive Dust and Erosion Control Plan shall be submitted and approved by the Building Official. Refer to Chapter 8.50 of the Municipal Co~e for specific requirements.

PLN 9. The grading pl_an shall show the disposition of all cut and fill materials. Limits of site disturbance shall be shown, and all disturbed areas shall be fully restored or landscaped.

PLN 10. Prior to the issuance of building permits, locations of all telephone and electrical ·boxes must be indicated on the building plans and must be · completely screened and located in the interior of the building. Electrical transformers must be located toward the interior of the project maintaining a sufficient distance from the frontage(s) of the project. Said transformer(s) must be adequately and decoratively screened.

PLN 11. The applicant shall provide written notice to all buyers of the adjacent land uses and noise impacts in a recordable form to be approved by the City Attorney at the City Attorney's reasonable discretion. In the event the CC&Rs are not required or proposed for the project, the requirement of the CC&Rs shall be removed from the required conditions or not be required.

ENGINEERING DEPARTMENT CONDITIONS
Before final acceptance of the project, all conditions listed below shall be completed to the satisfaction of the City Engineer.

STREETS
ENG 1.

ENG2.

Any improvements within the public right-of-way require a City of Palm Springs Encroachment Permit. All improvements are subject to inspection and a 24-to-48-hour inspection notification is required.

Submit street improvement plans prepared by a registered California civil engineer to the Engineering Services Department.

The plan(s) shall be approved by the City Engineer prior to issuance of any building permits.

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Resolution No 24998

ALEJO ROAD
ENG 3.

ENG4.

ENG5.

ENG6.

ENG?.

ENG8.

Construct a 6-inch curb and gutter, 32 feet north of centerline along the entire frontage, with a 25 feet radius curb return and spandrel at the northeast corner of the intersection of Alejo Road and Juanita Road and remove and replace the existing curb return and spandrel located at the northwest corner of Alejo Road and Commercial Road in accordance with City of Palm Springs Standard Drawing No. 200 and 206.

Remove and replace the existing 6 feet wide cross gutter at the intersection of Alejo Road and Juanita Road and the intersection of Alejo Road and Commercial Road with a flow line parallel with and located 32 feet north of the centerline of Alejo Raad in accordance with City of Palm Springs Standard Drawing No. 200 and 206.

Construct an 8 feet wide sidewalk behind the curb along the entire frontage in accordance with City of Palm Springs Standard Drawing No. 210.

Construct a Type A curb ramp meeting current California State Accessibility standards at the northeast corner of the intersection of Alejo Road and Juanita Road in accordance with City of Palm Springs Standard Drawing No. 212.

Remove and replace the existing curb ramp at the northwest comer of Alejo Road and Commercial Road and construct a Type A curb ramp meeting current California State Accessibility standard in accordance with City of Palm Springs Standard Drawing No. 212.

Construct pavement with a minimum pavement section of 3 inches asphalt concrete pavement over 4 inches crushed miscellaneous base with a minimum subgrade of 24 inches at 95% relative compaction, or equal, from edge of proposed gutter to:clean sawcut edge of pavement along the entire frontage in accordance with City of Palm Springs Standard Drawing No. 110. (Additional pavement removal and replacement may be required upon review of existing pavement cross-sections, and to ensure grade breaks of the pavement cross-section do not occur within a travel lane.) If an alternative pavement section is proposed, the proposed pavement section shall be designed by a California registered Geotechnical Engineer using "R" values from the project site and submitted to the City Engineer for approval.

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Item 1U - Page 40
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Resolution No 24998

ENG 9.

ENG 10.

Remove and replace existing asphalt concrete pavement where required, in accordance with applicable City standards.

All broken or off grade street improvements along the project frontage shall be repaired or replaced.

COMMERCIAL ROAD
ENG 11.

ENG 12.

ENG 13.

ENG 14.

Upon development of lots 5 thru 8, the developer shall construct a driveway approach with access to Commercial Road in accordance with City of Palm Springs Standard Drawing No. 201-.

Construct a 5 feet wide sidewalk behind the curb along the entire frontage in accordance with City of Palm Springs Standard Drawing No. 210.

Construct a Type C curb ramp meeting current California State Accessibility standards on the south side of the existing driveway approach for APN#507-380-018 in accordance with City of Palm Springs Standard Drawing No. 214.

All broken or off grade street improvements along the project frontage shall be repaired or replaced.

JUANTA ROAD
ENG 15.

ENG 16.

ENG 17.

ENG 18.

Construct a 6-inch curb and gutter, 12 feet east of centerline along the entire frontage to join . existing improvements located at the north property ·line in accordance with City of Palm Springs Standard Drawing No. 200.

Upon development of lots 1 thru 4, the developer shall construct a driveway approach with access to Juanita Road in accordance with City of Palm Springs Standard Drawing No. 201
Construct an 8 feet wide meandering sidewalk behind the curb along the entire frontage in accordance with City of Palm Springs Standard Drawing No. 210.

Construct pavement with a minimum pavement section of 3 inches asphalt concrete pavement over 4 inches crushed miscellaneous base with a minimum subgrade of 24 inches at 95% relative compaction, or equal, from edge of proposed gutter to clean sawcut edge of pavement along the entire frontage· in accordance with City of Palm Springs Standard Drawing No. 110. (Additional pavement removal and replacement may be required upon review of existing Item 1U - Page 41
Resolution No 24998

ENG 19.

ENG 20.
pavement cross-sections, and to ensure grade breaks of the pavement cross-section do not occur within a travel lane.) If an alternative pavement section is proposed, the proposed pavement section shall be designed by a California registered Geotechnical Engineer using "R" values from the project site and submitted to the City Engineer for approval.

Remove and replace existing asphalt concrete pavement where required, in accordance with applicable City standards.

All broken or off grade street improvements along the project frontage shall be repaired or replaced.

SANITARY SEWER
ENG 21.

GRADING
ENG 22.

All sanitary facilities shall be connected to the public sewer system.

New laterals shall notbe connected at manholes.

Submit a Rough Grading Plan prepared by a California registered civil engineer to the Engineering Services Department for review and approval.

A Fugitive Dust Control Plan shall be prepared by the applicant and/or its grading contractor and submitted to the Engineering Services Department for review and approval. The applicant and/or its grading contractor shall be required to comply with Chapter 8.50 of the ·City of Palm Springs Municipal Code ·and shall be required to utilize one or more "Coachella Valley Best Available Control Measures" as identified in the Coachella Valley Fugitive Dust Control Handbook for each fugitive dust source such that the applicable performance standards are met. The applicant's or its contractor's Fugitive Dust Control Plan shall be prepared by staff that has completed the South Coast Air Quality Management District (AQMD) Coachella Valley Fugitive Dust Control Class. The applicant and/or its grading contractor shall provide the Engineering Services Department with current and valid Certificate(s) of Completion from AQMD for staff that have completed the required training. For information on attending a Fugitive Dust Control Class and information on the Coachella Valley Fugitive Dust Control Handbook and rela.ted "PM10" Dust Control issues, please contact AQMD at (909) 396-3752, or at http://www.AQMD.gov. A Fugitive Dust Control Plan, in conformance with the Coachella Valley Fugitive Dust Control Handbook, shall be submitted to and approved by the Engineering Services Department prior to approval of the Grading plan. The Grading Plan shall be approved by the City Engineer prior to issuance of grading permit.

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Item 1U - Page 42
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Resolution No 24998

ENG 23.

ENG 24.

ENG 25.

ENG 26.
' ENG 27.

ENG 28.
a. The first submittal of the Rough Grading Plan shall include the following information: a copy of final approved conformed copy of Conditions of Approyal; a copy of a final approyed conformed copy of the Site Plan; a copy of current Title Report; a copy of Soils Report.

Prior to approval of a Grading Plan (or issuance of a Grading Permit), the applicant shall obtain written approval to proceed with construction from the Agua Caliente Band of Cahuilla Indians, Tribal Historic Preservation Officer or Tribal Archaeologist ( a copy of the written approval must be . provided to the City) . The applicant shall contact the Tribal Hist.oric Preservation Officer or the Tribal Archaeologist at ACBCI[email protected] to d~termine their requirements, if any, associated with grading or other construction. The applicant is advised to contact the Tribal Historic Preservation Officer or Tribal Archaeologist as early as possible. If required, it is the responsibility of the applicant to coordinate scheduling of Tribal monitors during grading or other construction, and to arrange payment of any required fees associated with Tribal monitoring.

In accordance with an approved PM-10 Dust Control Plan, temporary dust control perimeter fencing shall be installed. Fencing shall have screening that is tan in color; green screening will not be allowed. Temporary dus·t control perimeter fencing shall be installed after issuance of Grading Permit, and immediately prior to commencement of grading operations.

Temporary dust control perimeter fence screening shall be appropriately maintained, as required by the City Engineer. Cuts (vents) made into the perimeter fence screening shall not be allowed. Perimeter fencing shall be adequately anchored into the ground to resist wind loading.

Within 10 days of ceasing all construction activity and when construction activities are not scheduled to occur for at least 30 days, the disturbed areas on-site shall be permanently stabilized, in accordance with Palm Springs Municipal Code Section 8.50.022. Following stabilization of all disturbed areas, perimeter fencing shall be removed, as required by the City Engineer.

Prior to issuance of grading permit, the applicant shall provide verification to the City that the Tribal Habitat Conservation Plan (THCP) fee has been paid to the Agua Caliente Band of Cahuilla Indians in accordance with the THCP.

Drainage swales shall be provided adjacent t_o all curbs and sidewalks to keep nuisance water from entering the public streets, roadways, or gutters.

Item 1U - Page 43
Resolution No 24998
Page20
ENG 29.

ENG 30.

ENG 31 .

ENG 32.

ENG 33.

A Notice of Intent (NOi) to comply with the California General Construction Stormwater Permit (Water Quality Order 2009-0009-DWQ as modified September 2, 2009)-is required for the proposed development via the California Regional Water Quality Control Board online SMARTS system.

A copy of the executed letter issuing a Waste Discharge Identification (WDID) number shall be provided to the City Engineer prior to issuance of a gr.ading or building permit.

This project requires preparation and implementation of a stormwater pollution prevention plan (SWPPP). As of September 4, 2012, all SWPPPs shall include a post-construction management plan (including Best Management Practices) in accordance with the current Construction General Permit. Where applicable, the approved final project-specific Water Quality Management Plan shall be incorporated by reference or attached to the SWPPP as the Post-Construction Management Plan. A copy of the up-to-date SWPPP shall be kept at the project site and be available for review upon request.

In accordance with City of Palm Springs Municipal Code, Section 8.50.022 (h), the applicant shall post with the City a cash bond of two thousand dollars ($2,000.00) per disturbed acre (if there is disturbance of 5,000 square feet or more) at the time of issuance of grading permit for mitigation measures for erosion/blowsand relating to this property and development.

A Geotechnical/Soils Report prepared · by a California registered Geotechnical Engineer shall be required for and incorporated as an integral part of the grading plan for the proposed development. A copy of the Geotechnical/Soils Report shall be submitted to the Engineering Services Department with the first submittal of a grading plan.

The applicant shall provide Grading Certification for all building (or structure) pads in conformance with the approved grading plan to the Engineering Services Department for review and approval.

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Item 1U - Page 44
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Resolution No 24998

ENG 34.

DRAINAGE
ENG 35.

ENG 36.

GENERAL
ENG 37.

ENG 38.

ENG 39.

In cooperation with the CaJifornia Agricultural Commissioner and the California Department of Food and Agriculture Red Imported Fire Ant Project, applicants for grading permits involving a grading plan and involving the export of soil will be required to present a clearance document from a Department of Food and Agriculture representative in the form of an approved "Notification of Intent To Move Soil From or Within Quarantined Areas of Orange, Riverside, and Los Angeles Counties" (Revised - RIFA Form CA-1) prior to approval of the Grading Plan (if required). The California Department of Food and Agriculture office is located at 6819 East Gage Avenue, Commerce, Ca 90040 (Phone (760)782-3271, (562)505-6415), [email protected].

The applicant shall accept and convey all stormwater runoff across the property and conduct the runoff to an approved drainage system. On-site retention may be allowed on that portion of the property where historically, stormwater runoff is conveyed. The incremental increase of stormwater runoff due to development of the property shall be retained on-site to the satisfaction of the City Engineer.

The project is subject to flood control and drainage implementation fees.

The acreage drainage fee at the present time is $10,311 .99 per acre in accordance with Resolution No. 15189. Fees shall be paid prior to issuance of a building permit.

Any utility trenches or other excavations within existing asphalt concrete pavement of off-site streets required by the proposed development shall be backfilled and repaired in accordance with City of Palm Springs Standard Drawing No. 115.

All proposed utility lines shall be installed underground.

The record property owner shall enter into a covenant agreeing to underground all of the existing overhead utilities required by the Municipal Code in the future upon request of the City of Palm Springs City Engineer at such time as deemed necessary. The covenant shall be executed and notarized by the property owner and submitted to the City Engineer prior to issuance of a grading permit. A current title report or a copy of a current tax bill and a copy of a vesting grant deed shall be provided to verify current property ownership. A covenant preparation fee in effect at the - I
Item 1U - Page 45
Resolution No 24998
Page22
ENG 40.

ENG41.

ENG 42.

ENG 43.

ENG 44.

MAP
ENG 45.
time that the covenant is submitted shall be paid by the applicant prior to issuance of any grading or building permits.

All existing utilities shall be shown on the improvement plans if required for the project. The existing and proposed service laterals shall be shown from the main line to the property line.

Upon approval of any improvement plan (if required) by the City Engineer, the improvement plan shall be provided to the City in digital format, consisting of a DWG (AutoCAD 2015 drawing file), DXF (AutoCAD.ASCII drawing exchange file), and PDF (Adobe Acrobat 6.0 or greater) formats.

Variation of the type and format of the digital data to be submitted to the City may be authorized, upon prior approval by the City Engineer.

The original improvement plans prepared for the proposed development and approved by the City Engineer (if required) shall be documented with record drawing "as-built" information and returned to the Engineering Services Department prior to issuance of a final certificate of occupancy.

Any modifications or changes to approved improvement plans shall be submitted to the City Engineer for approval prior to construction.

Nothing shall be constructed or planted in the corner cut-off area of any intersection or driveway which does or will exceed the height required to maintain an appropriate sight distance per City of Palm Springs Zoning Code Section 93.02.00, D.

All proposed trees within the public right-of-way and within 10 feet of the public sidewalk and/or curb shall have City approved deep root barriers installed in accordance with City of Palm Springs Standard Drawing No. 904.

The developer shall apply for an annexation to the City of Palm Springs Community Facilities District established for public safety services and submit required applications, waivers, and consent forms to the annexation prior to approval of a final map. Payment of an annexation fee ($7,500) and shall be made at the time of the application. The annexation shall be completed by action of the city council in a public hearing, prior to processing a final map for approval.

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Item 1U - Page 46
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Resolution No 24998

ENG 46.

ENG 47.

TRAFFIC
ENG 48.

ENG 49.

ENG 50.

ENG 51.

A Final Map shall be prepared by a California registered Land Surveyor or qualified Civil Engineer and submitted to the Engineering Services Department for review and approval. A Title Report prepared for subdivision guarantee for the subject property, the traverse closures for the existing parcel and all lots created therefrom, and copies of record documents shall be submitted with the Final Map to the Engineering Services Department as part of the review of the Map.

The Final Map shall be approved by the City Council prior to issuance of building permits.

Acceptance of public improvements required of this development shall be completed by resolution of the City Council to release the faithful performance bond and acceptance of replacement maintenance bond to be held for one year. An inspection will be performed nine months after said acceptance as part of the notice of completion process, a notice of completion will be filed certifying the improvements are complete.

A minimum of 48 inches of clearance for accessibility shall be provided on public sidewalks. Minimum clearance on public sidewalks shall be provided by either an additional dedication of a sidewalk easement if necessary and widening of the sidewalk, or by the relocation of any obstructions within the public sidewalk along the frontage of the subject property.

All damaged, destroy~d, or modified pavement legends, traffic control devices, signing, striping, ·and streetlights, associated with the proposed development shall be replaced as required by the City Engineer prior'to issuance of a Certificate of Occupancy.

Submit traffic striping and signage plans for Alejo Road from Commercial Road to Juanita Road, prepared by a California registered civil engineer, for review and approval by the City Engineer. All required traffic striping and signage improvements shall be completed in conjunction with required street improvements, to the satisfaction of the City Engineer, and prior to release of any securities for the project.

Install traffic striping and signage improvements to match existing striping located on Alejo Road adjacent to the project. Submit traffic striping and signage plans to the City Engineer for review and approval.

Item 1U - Page 47
Resolution No 24998

ENG 52.

ENG 53.

Construction signing, lighting and barricading shall be provided during all phases of construction as required by City Standards or as directed by the City Engineer. As a minimum, all construction signing, lighting and barricading shall be in accordance with Part 6 "Temporary Traffic Control" of the California Manual on Uniform Traffic Control Devices (CAMUTCD), dated November 7, 2014, or subsequent editions in force at the time of construction. ·
This property is subject to the Transportation Uniform Mitigation Fee which shall be paid prior to issuance of building permit.

FIRE DEPARTMENT CONDITIONS
FID 1.

FID 2.

FID 3.

FID 4.

These Fire Department conditions may not provide all requirements.

Owner/developer is responsible for all applicable state and locally adopted fire codes. Detailed plans are still required for review. Conditions are subject to final plan check and review.

Fire Department Conditions were based on the 2019 California Fire Code as adopted by City of Palm Springs, Palm Springs Municipal Code, PSFD Appendix "T" Development Requirements. This building will reqµire fire sprinklers.

Conditions of Approval - "Conditions of Approval" received from the Palm Springs Planning Department must be submitted with each plan set. Failure to submit will result in a delay of plan approval.

Plans and Permits (CFp 105.1):

Permits and scaled drawings are ·required for this project. Plan reviews can take up to 20 working days. Submit a minimum of three (3) sets of drawings for revie\¥, Upon approval, the Fire Prevention Bureau will retain one set.

Plans shall be submitted to: · · ·
. City of Palm Springs
Building and Safety Department
3200 E. Tahquitz Cc;1nyon Way
Palm Springs, CA 92262
Counter Hours: 8:00 AM - 6:00 PM, Monday - Thursday
A deposit for Plan Check and Inspection Fees is required at the time of Plan Submittal. These fees are established by Resolution of the Palm Springs City Council..

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Complete listings and manufacturer's technical data sheets for all system I materials shall be included with plan submittals. All system materials shall be I
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Item 1U - Page 48
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Resolution No 24998

FID 5.

FID 6.

FID 7.

FID 8.

UL listed or FM approved for fire protection service and approved by the Fire Prevention Bureau prior to installation.

Plans shall include all necessary engineering features, including all hydraulic reference nodes, pipe lengths and pipe diameters as required by the appropriate codes and standards. Plans and supporting data, (calculations and manufacturers technical data sheets) including fire flow data, shall be submitted with each plan submittal. Complete and accurate legends for all symbols and abbreviations shall be provided on the plans.

Access During Construction (CFC 503): Access for firefighting equipment shall be provided to the immediate job site at the start of construction and maintained until all construction is complete. Fire apparatus access roads shall have an unobstructed width of not less than 24 feet and an unobstructed vertical clearance of not less than 13'-6". Fire Department access roads shall have an all-weather driving surface and support a minimum weight of 73,000 lbs.

Required access (CFC 504.1 ): Exterior doors and openings required by this code, or the California Building Code shall be maintained readily acce~sible for emergency access by t~e fire department. ·An approved access walkway leading from fire apparatus access roads to' exterior openings shall be provided when required by the fire code official.

Residential Smoke Alarms Required: Shall be interconnected so that operation of any smoke alarm or fire sprinkler flow switch causes all smoke alarms within the dwelling & guest house to sound an_d activate the exterior horn/strobe
NFPA 130 Fire Sprinklers Required: An automatic fire sprinkler system is required. Only a C-16 licensed fire sprinkler contractor shall perform system design and installation. System to be designed and installed in accordance with NFPA standard 130, 2016 Editions, as modified by local ordinance.

END OF CONDITIONS
Attachment C
Item 1U - Page 49
Engineering Services Department
Vicinity Map

CITY OF PALM SPRINGS
2700 East Alejo Road
(APN: 507-380-019 & 507-380-020)
Item 1U - Page 50
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Attachment D
Item 1U - Page 51
Item 1U - Page 52
RECORDING REQUESTED BY:

CITY OF PALM SPRINGS
AND WHEN RECORDED MAIL TO:

City of Palm Springs
P. 0. Box 2743
Palm Springs, CA 92263
Attn: Office of the City Clerk

SPACE ABOVE FOR RECORDER ONLY
FIiing fee EXEMPT per Government Code 6103

SUBDIVISION IMPROVEMENT AGREEMENT
Sister City Investments, Inc., a California
Corporation
and
The City of Palm Springs, California

THIS AREA FOR

RECORDER'S

USE ONLY

THIS PAGE ADDED TO PROVIDE ADEQUATE SPACE FOR RECORDING INFORMATION ($3.00 Additional Recording Fee Applies)
Item 1U - Page 53

TABLE OF CONTENTS
1 . Construction Obligations ...................................................................................... 1

1. 1 Works of Improvement. ...................................................................•...•.•.••• 1

1.2 Other Obtigations Referenced in Conditions of
Tentativ·e Map Approv·al ..... ,., , +, ... .. . -. • . ...... . .. . . . . . . ... ... ..... • .. . . . . 4 . . . . .. . ... ... . . . . .. , ....... ...... . ... ...... . ..... 2

1.3 f ntent of Plans ............................................................................................. 2 1 .4 Survey Monuments ............. ~·········""'""· .. ···~···~··· .................................................. ......... 2

1.5 Performance of Work ................................................................................. 2

1. 6 Changes in the· Work ................................................................................. 2

1.7 Defective Work .......................................................................................... 3

1.8 No Warranty by City ................................................................................... 3

1.9 Authority o·f the City Engineer ............................. .......................... " ... ............. .. ........ 3 1 . 10 Oocu ments Available at the Stte ................................................................ 3

1.11 lnspeci.ion ....... ................................................................ ................. ... ........................... ... 3 1 . 12 Compliance with Law ................................................................................. 4

1. 13 Suspension of Work ................................................................................... 4 1.14 Final Acceptance of Works of Improvement .............................................. 4

2. Tl me for Performance ........................................................................................... 4

2.1 Commencement and Completion Dates ..................................................... 4 2.2 Phasing Requirements ............................................................................... 5 2.3, Force Majeure ............................................................................................ 5 2.4 Continuous Work ........................................................................................ 5 2.5 Rev,ersion to Acreage ................................................................................ 5

2.6 Time of the Essence ................................................................................... 6 3 + Labor- ·••+•+••··••+•+1+••·••+••1•••+•+ ••··••+1••+• ..... ..... , ... . . . , . ........ .. . , .. J . . .. . • + • .... ..... . . ... + .... . . .... . . .. .. . ....... . ... ........ ...... .. 6

3.1 Labor Standards ........................................................................................ 6

3.2 Nondiscrimination ...................................................................................... 6 3. 3 licensed Contractors ................................................................................. 6

3.4 Workers' Compensation ....... ...... .................... ..................... ...... 1 .... .... .. ......... . ... .. ................. .. ... , 1 6

4. Seoorify ............ ...................... .. ............. ............. .... ...... , ..... ...... r + . ... . ...... ............... . · • •+r . . .. . .. . .. . .. . .. 11 ....... 1, 6

4. 1 Required Security ...................................................................................... 6

4.2 Form of Security Instruments ..................................................................... 7

4.3 Subdivider's Liability .................................................................................. 8

4.4 Letters of Credit ......................................................................................... 8

4.5 Release of Security Instruments ................................................................. 9 Item 1U - Page 54

5. Cost of Construction and Provision of Inspection
Service ................................................................................................................. 9

5.1 Subdivider Responsible for All Related Costs of
Construction ............................................................................................... 9

5.2 Payment to City for Cost of Related Inspection
and Engineering Services ........................................................................ 10

6. Acceptance of Offers of Dedication ................... ................................................. 10

7. Warranty of Work ................................................................................................ 10

8. Default ................................................................................................................ 10

8.1 Remedies Not Exclusive .......................................................................... 10

8.2 City Right to Perform Work ...................................................................... 10

8.3 Attorney's Fees and Costs ....................................................................... 11

9. Indemnity ............................................................................................................ 11 10 General Provisions ............................................................................................. 11

10.1 Successors and Assigns .......................................................................... 11

10.2 No Third Party Beneficiaries .................................................................... 11

10.3 Entire Agreement; Waivers and Amendments ......................................... 11

11. Corporate Authority ............................................................................................ 11 2 Item 1U - Page 55

SUBDIVISION IMPROVEMENT AGREEMENT
THIS SUBDIVISION IMPROVEMENT AGREEMENT (this "Agreement") is entered into this _____ day of _______ , 20_, by and between the CITY OF PALM SPRINGS, a California charter city ("CITY"), and Sister City Investments, Inc., a California Corporation (Subdivider").

RECITALS
A. Subdivider is the owner of, and has obtained approval of a subdivision map for Tract Map No. 38049 located in the City of Palm Springs, County of Riverside, State of California (the "Property"), as described on Exhibit "A". The map contains conditions of approval for the development of the Property (the "Conditions") as described on Exhibit "B".

B. Subdivider has delivered to City and City has approved plans and specifications and related documents for certain "Works of Improvement" (as hereinafter defined) which are required to be constructed and installed in order to accommodate the development of the Property.

C. Subdivider's agreement to construct and install the Works of Improvement pursuant to this Agreement and its offer of dedication of the streets, easements and other improvements and facilities, as shown on the Map, are a material consideration to City in approving the final map for the Property and permitting development of the Property to proceed.

COVENANTS
Based upon the foregoing Recitals which are incorporated herein by reference and in consideration of City's approving the Map for the Property and permitting development of the Property to proceed, Subdivider agrees to timely perform all of its obligations as set forth herein.

1. Construction Obligations.

1.1 Works of Improvement. Subdivider agrees, at its sole cost and expense, to construct or install or cause to be constructed or installed the street, drainage, domestic water, sanitary sewer and other improvements (herein sometimes collectively referred to as the "Works of Improvement"), as the same may be supplemented and revised from time to time as set forth herein (said plans and specifications, together with all related documents, are referred to herein as the "Plans"). The estimated construction cost for the Works of Improvement is $315,000.00.

1.2 Other Obligations Referenced in Conditions of Tentative Map Approval. In addition to the foregoing, Subdivider shall satisfy all of the conditions of approval on the 1 Item 1U - Page 56
Tentative Map for the Property. The conditions of approval associated with the Tentative Map are included as Exhibit "B" attached hereto.

1.3 Intent of Plans. The intent of the Plans referenced in Section 1.1 is to prescribe a complete work of improvement which Subdivider shall perform or cause to be performed in a manner acceptable to the City Engineer (or his/her designee) and in full compliance with all codes and the terms of this Agreement. Subdivider shall complete a functional or operable improvement or facility, even though the Plans may not specifically call out all items of work required for the contractor to complete its tasks, incidental appurtenances, materials, and the like. If any omissions are made or information necessary to carry out the full intent and meaning of the Plans, Subdivider or its contractor shall immediately notify its design engineer who will seek approval of the City Engineer for furnishing of detailed instructions. In the event of any doubt or question arising regarding the true meaning of any of the Plans, reference shall be made to the City Engineer whose decision thereon shall be final.

Subdivider recognizes that the Plans consist of general drawings. All authorized alterations affecting the requirements and information given on the Plans shall be in writing and approved by the City Engineer. The Plans shall be supplemented by such working or shop drawings as are necessary to adequately control the work. Without the City Engineer's prior written approval, no change shall be made by Subdivider or Subdivider's contractor to any plan, specification, or working or shop drawing after it has been stamped as approved.

1.4 Survey Monuments. Before final approval of street improvements, Subdivider will place survey monument(s) as shown on the Map in accordance with the provisions of the State Subdivision Map Act and the Subdivision Ordinance of the City of Palm Springs. Subdivider shall provide security for such obligation as provided in Section 4.1(a)(iii) and, after setting the monument(s), Subdivider shall furnish the City Engineer of the City of Palm Springs written notice of the setting of said monument(s) and written proof of having paid the engineer or surveyor for the setting of said monument(s).

1.5 Performance of Work. Subdivider shall furnish or cause to be furnished all materials, labor, tools, equipment, utilities, transportation, and incidentals required to perform Subdivider's obligations under this Agreement.

1.6 Changes in the Work. The City Engineer, without invalidating this Agreement and without notification to any of the sureties or financial institutions referenced in Paragraph 4, may order extra work or may make changes by altering or deleting any portion of the Works of Improvement as specified herein or as deemed necessary or desirable by the City Engineer as determined necessary to accomplish the purposes of this Agreement and to protect the public health, safety, or welfare. The City Engineer shall notify Subdivider or Subdivider's contractor in writing (by Correction Notice) at the time a determination has been made to require changes in the work. No 2 Item 1U - Page 57
field changes performed or proposed by Subdivider or its contractor shall be binding on City unless approved in writing by the City Engineer.

1. 7 Defective Work. Subdivider shall cause its contractor to repair, reconstruct, replace, or otherwise make acceptable any work found by the City Engineer to be defective.

1.8 No Warranty by City. The Plans for the Works of Improvement have been prepared by or on behalf of Subdivider or its consultants or contractors, and City makes no representation or warranty, express or implied, to Subdivider or to any other person regarding the adequacy of the Plans or related documents.

1.9 Authority of the City Engineer. In addition to the authority granted to the City Engineer elsewhere in this Agreement, the City Engineer shall have the authority to decide all questions which may arise as to the quality and acceptability of materials furnished and work performed, and all questions as to the satisfactory and acceptable fulfillment of the terms of this Agreement by Subdivider and Subdivider's contractor.

1.10 Documents Available at the Site. Subdivider shall cause its contractor to keep a copy of all approved Plans at the job site and shall give access thereto to the City's inspectors and engineers at all times.

1.11 Inspection. Subdivider shall have an authorized representative on the job site at all times during which work is being done who has full authority to act for Subdivider, or its design engineer, and Subdivider's contractor(s) regarding the Works of Improvement. Subdivider shall cause its contractor to furnish the City with every reasonable facility for ascertaining whether or not the Works of Improvement as performed are in accordance with the requirements and intent of this Agreement, including the Plans. If the City inspector requests it, the contractor at any time before acceptance of the Works of Improvement shall remove or uncover such portions of the finished work as may be directed which have not previously been inspected. After examination, the contractor shall restore said portions of the work to the standards required hereunder. Inspection or supervision by the City shall not be considered as direct control of the individual workmen on the job site. City's inspector shall have the authority to stop any and all work not in accordance with the requirements contained or referenced in this Agreement.

The inspection of the work by City shall not relieve Subdivider or the contractor of any obligations to fulfill this Agreement as herein provided, and unsuitable materials or work may be rejected notwithstanding that such materials or work may have been previously overlooked or accepted.

1.12 Compliance With Law. In addition to the express provisions of this Agreement and the Plans, Subdivider shall cause construction of the Works of 3 Item 1U - Page 58
Improvement to be completed in accordance with all other applicable federal, state, and local laws, ordinances, rules and regulations.

1.13 Suspension of Work. City Engineer shall have authority to order suspension of the work for failure of the contractor to comply with law pursuant to Section 1.11. In case of suspension of work for any cause whatever, Subdivider and its contractor shall be responsible for all materials and shall store them properly if necessary and shall provide suitable drainage and erect temporary structures where necessary.

1.14 Final Acceptance of Works of Improvement. After Subdivider's contractor has completed all of the Works of Improvement, Subdivider shall then request a final inspection of the work. If items are found by the inspector to be incomplete or not in compliance with this Agreement or any of the requirements contained or referenced herein, City will inform the contractor of such items. After the contractor has completed these items, the procedure shall then be the same as specified above for the contractor's initial request for final inspection. If items are found by City's inspector to be incomplete or not in compliance after two (2) "final" inspections, City may require the contractor, as a condition to performing further field inspections, to submit in writing a detailed statement of the work performed subsequent to the date of the previous inspection which was found to be incomplete or not in compliance at that time.

No inspection or acceptance pertaining to specific parts of the Works of Improvement shall be construed as final acceptance of any part until the overall final acceptance by City is made. Final acceptance shall not constitute a waiver by City of defective work subsequently discovered.

The date on which the Works of Improvement will be considered as complete shall be the date of the Notice of Acceptance.

2. Time for Performance.

2.1 Commencement and Completion Dates. Subject to Section 2.2 and 2.3 below, Subdivider shall (i) commence with construction and installation of the Works of Improvement thirty (30) days following City's approval of the Plans ("Commencement Date"); and (ii) complete or cause to be completed all of the Works of Improvement two (2) years after the Commencement Date. Extensions of time for completion of the Works of Improvement may be granted upon demonstration of good cause, subject to review and approval by the City Council.

2.2 Phasing Requirements. Notwithstanding the provisions of Section 2.1, City reserves the right to control and regulate the phasing of completion of specific Works of Improvement as required to comply with applicable City ordinances, regulations, and rules relating to the timely provision of public services and facilities. In addition to whatever other remedies City may have for Subdivider's failure to satisfy such phasing 4 Item 1U - Page 59
requirements, as the same now exist or may be amended from time to time, Subdivider acknowledges City's right to withhold the issuance of further building permits on the Property until such phasing requirements are satisfied. Prior to issuance of building permits, Subdivider shall provide satisfactory evidence that all applicable requirements that are a condition to issuance of building permits have been satisfied. Such requirements may include the payment of fees, construction of improvements, or both.

Final inspections or issuance of Certificates of Occupancy may be withheld from the Subdivider by the City, if, upon a determination by the City Engineer or his designee, completion of specific Works of Improvements or other requirements associated with the development of the Property have not been completed to his satisfaction.

2.3 Force Majeure. Notwithstanding the provisions of Section 2.1, Subdivider's time for commencement and completion of the Works of Improvement shall be extended for the period of any enforced delay caused due to circumstances beyond the control and without the fault of Subdivider, including to the extent applicable adverse weather conditions, flood, earthquakes, strikers, lockouts, acts or failures to act of a public agency (including City), required changes to the scope of work required by City, and similar causes; provided, however, that the period of any enforced delay hereunder shall not include any period longer than five (5) days prior to City's receipt of a written notice from Subdivider or its Contractor detailing the grounds for Subdivider's claim to a right to extend its time for performance hereunder. City Engineer shall evaluate all claims to Force Majeure and his decision shall be final.

2.4 Continuous Work. After commencement of construction of the Works of Improvement (or separate portion thereof), Subdivider shall cause such work to be diligently pursued to completion, and shall not abandon the work for a consecutive period or more than thirty (30) days, events of Force Majeure excepted.

2.5 Reversion to Acreage. In addition to whatever other rights City may have due to Subdivider's failure to timely perform its obligations hereunder, Subdivider recognizes that City reserves the right to revert the Property to acreage subject to the limitations and requirements set forth in California Government Code Sections 66499.11-66499.20-3/4. In this regard, Subdivider agrees that if the Works of Improvement have not been completed on or before the later of two (2) years from the date of this Agreement or within the time allowed herein, whichever is the later, and if City thereafter initiates proceedings to revert the Property to acreage, pursuant to Government Code Section 66499.16 Subdivider hereby consents to reversion and agrees that any improvements made by or on behalf of Subdivider shall not be considered in determining City's authority to revert the Property to acreage.

2.6 Time of the Essence. Time is of the essence of Subdivider's performance of all of its obligations under this Agreement,

3. Labor.
5 Item 1U - Page 60

3.1 Labor Standards. Subdivider shall be responsible for causing all contractors and subcontractors performing any of the Works of Improvement to comply with all applicable federal and state labor standards, including to the extent applicable the prevailing wage requirements promulgated by the Director of Industrial Relations of the State of California Department of Labor.

3.2 Nondiscrimination. In connection with its performance under this Agreement, Subdivider shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin (i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Subdivider 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, Subdivider certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Subdivider activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Subdivider 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. This provision shall also apply to any contractors or subcontractors engaged in construction of the Works of Improvement.

3.3 Licensed Contractors. Subdivider shall cause all of the Works of Improvement to be constructed by contractors and subcontractors with valid California Contractors' licenses for the type of work being performed.

3.4 Worker's Compensation. Subdivider shall cause every contractor and subcontractor performing any of the Works of Improvement to carry Workers' Compensation Insurance as required by the Labor Code of the State of California and shall cause each such contractor and subcontractor to submit to City a Certificate of Insurance verifying such coverage prior to such contractor or subcontractor entering onto the job site.

4. Security.

4.1 Required Security.
(a) At the time Subdivider executes this Agreement, Subdivider shall furnish to City the following bonds, letters of credit, instruments of credit (assignment of deposit account) or other security acceptable to City in its sole and absolute discretion and 6 Item 1U - Page 61
satisfying the requirements of the applicable provisions of this Section 4 below (hereinafter "Security Instruments"):
(i) A Security Instrument securing Subdivider's faithful performance of all of the Works of Improvement ("Faithful Performance Security Instrument"), in the amount of $315,000.00 equal to 100% of the estimated construction cost referenced in Section

1.1. (ii) A Security Instrument guaranteeing the payment to contractors, subcontractors, and other persons furnishing labor, materials, and/or equipment ("Labor and Materials Security Instrument") with respect to the Works of Improvement in an amount equal to $158,000.00 equal to 50% of the estimated construction cost referenced in Section 1.1.
(iii) A Security Instrument guaranteeing the payment of the cost of setting monuments as required in Section 1.4 ln the amount of $4,500.00 equal to 100% of the cost thereof.

This Agreement shall not be effective for any purpose until such Security Instruments are supplied to and approved by City in accordance herewith. (b) Required Security Instrument for Maintenance and Warranty. Prior to the City Council's acceptance of the Works of Improvement and recordation of a Notice of Completion, Subdivider shall deliver a Security Instrument warranting the work accepted for a period of one (1) year following said acceptance ("Maintenance and Warranty Security Instrument"), in the amount of $48,000.00 equal to 15% of the estimated construction cost set forth in Section 1.1 or a suitable amount determined by the City Engineer.

4.2 Form of Security Instruments. All Security Instruments shall be in the amounts required under Section 4.1 (a) or 4.1 (b), as applicable, shall meet the following minimum requirements and otherwise shall be in a form provided by City or otherwise approved by the City Attorney:
(a) Bonds. For Security Instruments provided in the form of bonds, any such bond must be issued and executed by an insurance company or bank authorized to transact surety business in the State of California. Any insurance company acting as surety shall have a minimum rating of A-IX, as rated by the current edition of Best's Key Rating Guide published by A.M. Best's Company, Oldwick, New Jersey, 08858. Any bank acting as surety shall have a minimum rating of AA, as rated by Moody's or Standard & Poor's.
(b) Letters of Credit. For Security Instruments which are letters of credit, any letter of credit shall be an original separate unconditional, irrevocable, negotiable and transferable commercial letter of credit issued by a financial institution with offices in the 7 Item 1U - Page 62
State of California acceptable to City. Any such letter of credit shall specifically permit City to draw on same by unilateral certification of the City Engineer of the City that Subdivider is in default under its payment or performance obligations hereunder or in the event Subdivider fails to deliver a replacement letter of credit not less than thirty (30) days prior to the date of expiration of any such letter of credit and shall further be subject to the provisions of Section 4.4.
(c) Instrument of Credit. For Security Instruments which are Instruments of Credit, any Instrument of Credit shall be an assignment of deposit account assigning as security to City all of Subdivider's interest in funds on deposit in one or more bank accounts with financial institutions acceptable to City. (d) General Requirements for all Security Instruments.
(i) Payments under any Security Instruments shall be required to be made (and, with respect to bonds, litigation shall be required to be instituted and maintained) in the City of Palm Springs, State of California (and the Security Instrument shall so provide). (ii) Each Security Instrument shall have a minimum term of one (1) year after the deadline for Subdivider's completing the Works of Improvement, in accordance with Section 2.1 (other than Instruments of Credit, which shall have no defined term or expiration date).
(iii) Each Security Instrument shall provide that changes may be made in the Works of Improvement pursuant to the terms of this Agreement without notice to any issuer or surety and without affecting the obligations under such Security Instrument.

4.3 Subdivider's Liability. While no action of Subdivider shall be required in order for City to realize on its security under any Security Instrument, Subdivider agrees to cooperate with City to facilitate City's realization under any Security Instrument, and to take no action to prevent City from such realization of any Security Instrument.

Notwithstanding the giving of any Security Instrument or the subsequent expiration of any Security Instrument or any failure by any surety or financial institution to perform its obligations with respect thereto, Subdivider shall be personally liable for performance under this Agreement and for payment of the cost of the labor and materials for the improvements required to be constructed or installed hereby and shall, within ten (10) days after written demand therefor, deliver to City such substitute security as City shall require satisfying the requirements in this Section 4.

4.4 Letters of Credit.
(a) In the event a letter of credit is given pursuant to Section 4.2(b), City shall be entitled to draw on any such letter of credit if a replacement letter of credit (expiring in not less than one (1) year, unless City agrees to a lesser term in City's sole and absolute discretion) is not delivered not less than thirty (30) days prior to the expiration 8 Item 1U - Page 63
of the original letter of credit, such substitute letter of credit being in the same amount and having the terms and conditions as the initial letter of credit delivered hereunder, issued by a financial institution acceptable to City as of the date of delivery of the replacement letter of credit.
(b) In the event of draw by the City on a letter of credit, the City may elect, in its sole and absolute discretion, to apply any such funds drawn to the obligations secured by such letter of credit or to hold such funds in an account under the control of the City, with no interest accruing thereon for the benefit of the Subdivider. If the City elects to hold the funds in an account pursuant to the foregoing, City may thereafter at any time elect instead to apply such funds as provided in the foregoing. Subdivider agrees and hereby grants City a security interest in such account to the extent required for City to realize on its interests therein and agrees to execute and deliver to City any other documents requested by City in order to evidence the creation and perfection of City's security interest in such account.

4.5 Release of Security Instruments.
(a) City shall release the Faithful Performance Security Instrument and Labor and Materials Security Instrument when all of the following have occurred:
(i) Subdivider has made written request for release and provided evidence of satisfaction of all other requirements in this Section 4.5; (ii) the Works of Improvement have been accepted;
(iii) Subdivider has delivered the Maintenance and Warranty Security Instrument; and
(iv) subject to the following sentences after passage of the time within which lien claims are required to be made pursuant to Article 3 (commencing with Section 3114) of Chapter 2 of Title 15 of Part IV of Division 3 of the California Civil Code. If lien claims have been timely filed, City shall hold the Labor and Materials Security Instrument until such claims have been resolved, Subdivider has provided a statutory bond, or otherwise as required by applicable law.
(b) City shall release the Maintenance and Warranty Security Instrument upon Subdivider's written request upon the expiration of the warranty period, provided no claims are outstanding at that time regarding defective work.

5. Cost of Construction and Provision of Inspection Service.

5.1 Subdivider Responsible for All Costs of Construction. Subdivider shall be responsible for payment of all costs incurred for construction and installation of the Works of Improvement. In the event Subdivider is entitled to reimbursement from City 9 Item 1U - Page 64
for any of the Works of Improvement, such reimbursement shall be subject to a separate Reimbursement Agreement to be entered into between Subdivider and City prior to construction of the works.

5.2 Payment to City for Cost of Related Inspection and Engineering Services.

Subdivider shall compensate City for all of City's costs reasonably incurred in having its authorized representative make the usual and customary inspections of the Works of Improvement. In addition, Subdivider shall compensate City for all design, plan check, evaluating any proposed or agreed-upon changes in the work. The procedures for deposit and payment of such fees shall be as established by the City Council. In no event shall Subdivider be entitled to additional inspections or a final inspection and acceptance of any of the Works of Improvement until all City fees and charges have been fully paid, including without limitation, charges for applicable penalties and additional required inspections.

6. Acceptance of Offers of Dedication. The City Council shall pass as appropriate resolution or resolutions accepting all offers of dedication shown on the Map for the Property, with acceptance to become effective upon completion and acceptance by City of the Works of Improvement. Such resolution(s) shall authorize the City Clerk to execute the Certificate made a part of the Map regarding said acceptance of the offer of dedication.

7. Warranty of Work. Subdivider shall guarantee all Works of Improvement against defective materials and workmanship for a period of one (1) year from the date of final acceptance. If any of the Works of Improvement should fail or prove defective within said one (1) year period due to any reason other than improper maintenance, or if any settlement of fill or backfill occurs, or should any portion of the Works of Improvement fail to fulfill any requirements of the Plans, Subdivider, within fifteen (15) days after written notice of such defects, or within such shorter time as may reasonably be determined by the City in the event of emergency, shall commence to repair or replace the same together with any other work which may be damaged or displaced in so doing. Should Subdivider fail to remedy defective material and/or workmanship or make replacements or repairs within the period of time set forth above, City may make such repairs and replacements and the actual cost of the required labor and materials shall be chargeable to and payable by Subdivider. The warranty provided herein shall not be in lieu of, but shall be in addition to, any warranties or other obligations otherwise imposed by law.

8. Default.

8.1 Remedies Not Exclusive. In any case where this Agreement provides a specific remedy to City for a default by Subdivider hereunder, such remedy shall be in addition to, and not exclusive of, City's right to pursue any other administrative, legal, or equitable remedy to which it may by entitled.
10 Item 1U - Page 65

8.2 City Right to Perform Work. In addition to whatever other rights or remedies it may have for Subdivider's default hereunder, in the event Subdivider shall fail to timely perform any work required to be performed under this Agreement and such failure shall continue for a period of twenty (20) days after receipt of written notice of default from City, or thereafter Subdivider shall fail to diligently and continuously pursue the cure of any such default to completion, City shall have the right to enter into the Property and perform any of the uncompleted work by force account or contract or both and thereupon recover from Subdivider or any Security Instrument, or both, the full cost and expense thereby incurred by City.

8.3 Attorney's Fees and Costs. In the event that Subdivider fails to perform any obligation under this Agreement, Subdivider agrees to pay all costs and expenses incurred by City in securing performance of such obligations, including costs of suit and reasonable attorney's fees. In the event of any dispute arising out of Subdivider's performance of its obligations under this Agreement or under any of the Security Instruments referenced herein, the prevailing party in such action, in addition to any other relief which may be granted, shall be entitled to recover its reasonable attorney's fees and costs. Such attorney's fees and cost shall include fees and costs on any appeal, and in addition a party entitled to attorney's fees and costs shall be entitled to all other reasonable costs incurred in investigating such action, taking depositions and discovery, retaining expert witnesses, and all other necessary and related costs with respect to the litigation. All such fees and costs shall be deemed to have accrued on commencement of the action and shall be enforceable whether or not the action is prosecuted to judgment.

9. Indemnity. Subdivider agrees to indemnify, defend, and hold harmless City and City's officers, employees, and agents from and against any and all claims, liabilities, losses, damages, causes of action, and obligations arising out of Subdivider's failure to perform the construction and installation of the Works of Improvement in accordance with the requirements contained or referenced in this Agreement. Said indemnity obligation shall apply to personal injury, death, property damage, economic loss, and any other monetary damage or penalty to which City may be subjected, including without limitation, attorney's fees and costs and the costs of realizing on any Security Instrument provided by Subdivider pursuant to the terms hereof. Such indemnity obligation shall not extend to any loss resulting from City's sole negligence or willful misconduct.

10. General Provisions.

10.1 Successors and Assigns. This Agreement shall be binding upon all successors and assigns to Subdivider's right, title, and interest in and to the Property and any portion thereof.

10.2 No Third Party Beneficiaries. This Agreement is intended to benefit only the parties hereto and their respective successors and assigns. Neither City nor 11 Item 1U - Page 66
Subdivider intend to create any third party beneficiary rights in this Agreement in any contractor, subcontractor, member of the general public, or other person or entity.

10.3 Entire Agreement: Waivers and Amendments. This Agreement integrates all of the terms and conditions mentioned herein, or incidental hereto, and supersedes all negotiations and previous agreements between the parties with respect to alt or part of the subject matter hereof, except as may be expressly provided herein. Alt waivers of the provisions of this Agreement must be in writing and signed by an authorized representative of the party to be charged, and all amendments hereto must be in writing and signed by the appropriate representatives of both parties.

11. Corporate Authority.The persons executing this Agreement on behalf of the parties hereto warrant the (I) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into of this Agreement does not violate any provisions of any other Agreement to which said party is bound.
,., ....
(Signatures on Next Page)
12 Item 1U - Page 67
IN WITNESS WHEREOF, the parties hereto have executed this Subdivision Improvement Agreement as of the date first above written.

ATTEST:

CALIFORNIA
By ___________ _
Brenda Pree, City Clerk
City of Palm Springs
APPROVED AS TO FORM:

Jeff Ballinger, City Attorney
City of Palm Springs
SUBDIVIDER:

CITY OF PALM SPRINGS,
Scott C. Stiles, City Manager
City of Palm Springs
Sister City Investments. Inc .• a California Corporation Check one: _Individual _Partnership $orporation*_Company *Note, for Corporations, two corporate officers must sign this Agreement, as indicated below; for all others, authorized agents must sign this Agreement. :C ~;,G~~~By:•~~ (j~ Signature (nota~ "¥gnaturfnotarized) Name:7tii~
Title: AF~, '/
(For Corporations, this document must
be signed in the above space by one of
the following: Chairman of the Board,
President or any Vice President)
Name: JJE#
Title: S:-dte:/M V
For Corporations, this ::!ument must be
signed in the above space by one of the
following: Secretary, Chief Financial
Officer or any Assistant Treasurer)
13 Item 1U - Page 68
Mailing Address:
7t10 vlirr'1llldt! Al,./1-~
a,f--
(6lf!/~ /d9& L_)_-_(fax)
14 Item 1U - Page 69

ALL-PURPOSE ACKNOWLEDGMENT
State of CCJl I ~ i('iJ:L CAPACITY CLAIMED BY County of \ 'N rs1 SIGNER On Nwevri2e,v &}WZ'.::( before me. O)eHr:;&:1b'$1kr NomugBlfl,c, Date Name, Title of Office G INDIVIDUAL(S) personally appeared TYevo( Ne ~\roaoo OJ [(~ /JO Wjfler1 . GCORPORATE NAME(S) OF SIGN R(S) OFFICER(S) G personally known to me - OR - TITLE(S)
G proved to me on the basis of satisfactory evidence to be the GPARTNER(S) persons(s) whose name(s) is/are subscribed to the within GATTORNEY-IN-FACT instrument and acknowledged to me that he/she/they executed G TRUSTEE(S} the same in his/her/their authorized capacity(ies), and that by GSUBSCRIBING WITNESS his/her/their signature(s) on the instrument the person(s) or the GGUARDIAN/CONSERVATOR entity upon behalf of which the persons(s) acted, executed the GOTHER instrument.

Witness my hand and official seal.

Su Jb:bvi GdJ buii atfr.::kl SIGNER IS REPRESENTING:

Signature of Notary
ATTENTION NOTARY: Although the information requested below is OPTIONAL, it could prevent fraudulent attachment of this certificate to unauthorized document.

THIS CERTIFICATE Title or Type of Document

MUST BE ATTACHED
TO THE DOCUMENT Number of Pages DATE OF DOCUMENT
DESCRIBED AT RIGHT:

Sianer(s) Other Than Named Above
15 Item 1U - Page 70

ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.

State of California
county of Riverside
On Norem 9e;(' 20,202</ before me, Mellissa Fisher, Notary Public • I (insert name and title of the officer)
personally appeared JYt:.VDV l/Je, f let"\
who proved to me on the basis of satisfactory evidence to be the erson(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their 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 PENAL TY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.
'@ MELLISSA flSHER 1 , COMM. 12423124 I . · Notary Public • Calllornia I l ,J,, Aiversi08 County d -~ Comm E?!f!~es NOY 20, 2
(Seal)
Item 1U - Page 71
EXHIBIT "A"
TRACT MAP 38049 LEGAL DESCRIPTION
Tract Map No. 38049, as recorded in Map Book 497, Pages 30 through 31 inclusive, records of Riverside County, California.
16 Item 1U - Page 72
EXHIBIT"B"
TENTATIVE TRACT MAP 38049 CONDITIONS OF APPROVAL
17 Item 1U - Page 73
I
I
I
Resolution No 24998
Page7
RESOLUTION NO. 24998

EXHIBIT A
Case 5.1521 GPA/CZ; Case 38049 TTM; Case 7.1645 AMM
AG Land Investments, LLC
2700 East Alejo Road
March 24, 2022

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

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

ADMINISTRATIVE CONDITIONS
ADM 1. Project Description. This approval is for the project described per Case

5.1521 GPA/CZ and Case 38049 TTM; except as modified with the approved Mitigation Monitoring Program and the conditions below; ADM 2. Conform to all Codes and Regulations. The project shall conform to the conditions contained herein, all applicable regulations of the Palm Springs Zoning Ordinance, Municipal Code, and any other City County, State and Federal Codes, ordinances, resolutions and laws that may apply.

ADM 3. Indemnification. The owner shall defend, indemnify, and hold harmless the City of Palm Springs, its agents, officers, and employees from any claim, action, or proceeding_ against the City of Palm Springs or its agents, officers or employees to attach, set aside, void or annul, an approval of the City of Palm Springs, its legislative body, advisory agencies, or administrative officers concerning Case 5.1521 GPA/CZ, Case 38049 TTM, and Case

7.1645 AMM. The City of Palm Springs will promptly notify the applicant of any such claim, action, or proceeding against the City of Palm Springs and the applicant will either undertake defense of the matter and pay the City's associated legal costs or will advance funds to pay for defense of the matter by the City Attorney. If the City of Palm Springs fails to promptly notify the applicant of any such claim, action or proceeding or fails to cooperate fully in the defense, the applicant shall not, thereafter, be responsible to defend, indemnify, or hold harmless· the City of Palm Springs. Notwithstanding the Item 1U - Page 74
Resolution No 24998