SECTION 1 – NOTICE OF INVITATION FOR BIDS
1.1 Invitation for Bids
The City of Palm Springs is requesting Bids from qualified firms to provide the City with provide a fully integrated council chamber audio visual system. The City of Palm Springs requires an audio visual system designed to support in-person, hybrid, and broadcastbased public meetings, providing a seamless and user-friendly experience for Council member, staff and the public.
1.2 Term
The term of this contract is 47 calendar days to be determined by the issuance of a notice to proceed.
1.3 Schedule
The following is the schedule for this procurement:
Activity Due/Time
Invitation for Bids Issued May 14, 2026
Site Walk (MANDATORY) – 3200 E
Tahquitz Canyon Palm Springs, CA 92262
May 26, 2026 @ 10:00 am PDT
(MANDATORY)
Requests for Clarifications from Bidders are
due May 28, 2026 @ 4:00 pm PDT
Responses to Requests for Clarification will
be posted via Addendum June 4, 2026
Bids are Due June 11, 2026 @ 2:00 pm PDT
Recommendation/Selection (tentative) June 2026
Projected Date for Award of Contract/ PO June / July 2026
1.4 Procurement Officer and Delivery Address:
Tabitha Richards
City of Palm Springs – Procurement and Contracting Department City Hall
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Phone: 760.322.8368
Email: [email protected]
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SECTION 2 – INSTRUCTIONS TO BIDDERS
2.1 Obtaining IFB Documents and Addenda:
IFB documents including Addenda can be found on PlanetBids at:
https://pbsystem.planetbids.com/portal/47688/portal-home Bidders will then need to log in and locate this IFB for all related documents. It is the Bidders responsibility to check the PlanetBids site regularly to stay current on the documents that are available as this is the primary communication site for this IFB.
2.2 Site Walk (Mandatory):
A Site Walk will be held as follows:
Date: May 26, 2026
Time: 10:00 am PDT
Location: 3200 E Tahquitz Canyon Way, Palm Springs, CA 92262 (City Hall) - Interested participants who wish to submit a Bid are required to attend the site walk.
All Bidders are required to attend this site walk to learn more about the requirements of this solicitation.
Walk Through – Please arrive at City Hall by the 10:00 am PDT start time at the main entrance (reception area).
2.3 Bidder’s Minimum Requirements:
A. Experience: The Bidder must have a minimum of seven (7) years’ experience providing audio visual upgrade services; and completed five (5) Council Chamber audio visual upgrade projects within the last five (5) years.
A.1 Contractor shall demonstrate proven experience in the design and implementation of municipal council chamber systems of similar size and complexity. As part of the submittal, the Contractor shall provide documentation of completed City Council or similar government chamber projects. This shall be submitted with Attachment “E”.
B. License: The Bidder must possess a valid C-7 Low Voltage System Contractor license. This is required to be submitted with Attachment “A”.
C. Business Licenses: Bidders must be licensed in accordance with the Palm Springs Municipal Code, Chapter 3.40 through 3.96 entitled Business Tax; Possess any other applicable license required in the performance of these services. All licenses must be maintained during the entire term of the agreement.
2.4 Bid Security: Each bid shall be accompanied by an electronic copy to demonstrate proof of a certified or cashier’s check or a Bid Bond in the amount of 10 percent (10%) of the total bid price, payable to the City of Palm Springs. The original will be collected from the apparent lowest responsive bidder and shall match the electronic copy.
2.5 Submission of Bids:
A. Bids must be submitted on the Bid forms supplied in this IFB.
B. Bids will be received via the PlanetBids link provided until the time specified in the schedule.
C. A responsive bid must include a price for all items listed on the bid form.
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D. Electronic bids shall be uploaded to the PlanetBids vendor portal at the following link:
https://pbsystem.planetbids.com/portal/47688/portal-home and then selecting the IFB prior to the due date and time.
E. The receiving time in PlanetBids will be the governing time for acceptability of Bids.
Telegraphic and telephonic Bids will not be accepted. Late Bids will not be accepted by the PlanetBids System.
F. Bids will be submitted electronically in the PlanetBids System. Failure to register as a Bidder to this IFB process per the instructions in the Notice Inviting Requests for Bids (under “Obtaining IFB Documents”) may result in not receiving Addenda or other important information pertaining to this process. Failure to acknowledge Addenda may render a Bid as being non-responsive or negatively impact the evaluation of a bid.
G. Bids submitted may be withdrawn by removing them from the system before the hour set for the opening.
H. The price quoted by the Bidder in their bid shall include any and all applicable sales or use tax levied by the California Revenue and Taxation Code, and shall be exclusive of Federal Excise Taxes pursuant to the exemption of political subdivisions in the "Revenue Act of 1935" or any other acts of Congress.
I. Bidders may submit only one bid in response to this IFB.
J. Bidders shall submit all required forms with the bid.
K. Should discrepancies occur between unit prices and extended amounts the unit prices shall govern where applicable.
L. Bids not meeting the above criteria may be found to be non-responsive.
M. Bids will be publicly opened and read aloud virtually via the following TEAMS meeting:
Date: June 11, 2026
Time: 2:00 pm PDT
Join:
https://teams.microsoft.com/meet/25794511038695?p=po1rs Vc9KH7xn8KIJC
Meeting ID: 257 945 110 386 95
Passcode: E25sE6uy
Need help? | System reference
Dial in by phone
+1 872-239-6004,,213374287# United States, Chicago
Find a local number
Phone conference ID: 213 374 287#
For organizers: Meeting options | Reset dial-in PIN
N. The City will post an unaudited tabulation of the Bids on the PlanetBids Portal.
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2.6 Bid Protests:
A. Bid Protests shall comply with the Palm Springs Municipal Code Title 7 Procurement and Contracting, https://ecode360.com/42995245.
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SECTION 3 – CONDITIONS GOVERNING THE PROCUREMENT
3.1 Invitation for Clarifications/Questions:
A. Questions are to be submitted through PlanetBids vendor portal at the following link: https://pbsystem.planetbids.com/portal/47688/portal-home and then selecting the IFB.
B. Interpretations or clarifications considered necessary in response to such questions will be resolved by the issuance of formal Addenda to the IFB. The deadline for all questions is as outlined in the schedule. Questions received after this date and time may not be answered. Only questions that have been resolved by formal written Addenda via the Procurement and Contracting Department will be binding. Oral and other interpretations or clarifications will be without legal or contractual effect.
3.2 Local Preference:
A. Pursuant to the City of Palm Springs Local Preference Ordinance 1756, the term “Local Business” is defined as a vendor, contractor, or consultant who has a valid physical business address located within the Coachella Valley, at least six months prior to bid or bid opening date, from which the vendor, contractor, or consultant operates or performs business on a day-to-day basis and holds a valid business license by a jurisdiction located in the Coachella Valley. “Coachella Valley” is defined as the area between the Salton Sea on the south, the San Jacinto and Santa Rosa Mountains on the west, and the Little San Bernardino Mountains on the east and north. For the purposes of this definition, “Coachella Valley” includes the cities of Beaumont and Banning and the unincorporated areas between Banning and the City of Palm Springs. Post office boxes are not verifiable and shall not be used for the purpose of establishing such physical address.
B. The Bidder shall use good faith efforts to sub-contract supplies to local businesses and to sub-contract services to local businesses whose work force resides within the Coachella Valley. The contractor shall submit evidence of such good faith efforts at the time of submission of bids. Good faith efforts may be evaluated by placing advertisements inviting proposals in local newspapers, sending request for proposals to local sub-contractors, or by demonstrating that no local sub-contractors are qualified to perform the services or provide the supplies. Any notice inviting bids which may require the use of sub-contractors shall include notification of this subsection. The City Council or Director may reject as non-responsive the bid of any contractor proposing to use subcontractors that fail to comply with the requirements of this subsection.
C. A local preference will not apply to any solicitations that are funding in part or whole by federal funds.
3.3 Bidders Ethical Behavior:
Bidders, their representatives, agents, or anyone else acting on their behalf are specifically directed not to contact any city employee, commission member, committee member, council member, or other agency employee or associate for any purpose related to this IFB other than as directed below. Contact with anyone other than as directed below will be cause for rejection of a bid.
3.4 Bids to Remain Open:
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The Bidder shall guarantee that all contents of their Bid shall be valid for a period of 120 calendar days from the due date of Bids.
3.5 Right to Accept or Reject Bids:
The City of Palm Springs reserves the right to waive any informality or technical defect in a Bid and to accept or reject, in whole or in part, any or all Bids and to cancel all or part of this IFB and seek new Bids, as best serves the interests of the City. The City furthermore reserves the right to contract separately with others certain tasks if deemed in the best interest of the City. The City also reserves the right to award to the lowest responsive responsible bidder or to reject all bids, as it may best serve the interests of the City. Furthermore, the City reserves the right to reject the Bid of any Bidder who previously failed to perform properly, or complete on time, agreements of a similar nature, or to reject the Bid of a Bidder who is not in a position to perform such an agreement satisfactorily.
3.6 Responsibility of Bidder:
All firms responding to this IFB shall be responsible. If it is found that a firm is nonresponsible (e.g., has not paid taxes, is not a legal entity, submitted an IFB without an authorized signature, falsified any information in the Bid package, etc.), the Bid shall be rejected. In addition, the City reserves the right to make such investigations as it deems necessary to determine the ability of the Bidder to perform the Work and the Bidder shall furnish to the City all such information and data for this purpose as the City may request. The City reserves the right to reject any Bid if the evidence submitted by or investigation of such Bidder fails to satisfy the City that such Bidder is properly qualified to carry out the obligations in the bid documents and to complete the Work contemplated therein.
3.7 Insurance:
Insurance provisions are contained in the Standard Contract Services sample agreement included in the IFB. The successful Bidder will be required to comply with these provisions. It is recommended that Bidders have their insurance provider review the insurance provisions BEFORE they submit their bid.
3.8 Public Record:
A. All documents submitted in response to this solicitation will become the property of the City of Palm Springs and are subject to the California Code Section 7921 et seq., commonly known as the Public Records Act. Information contained in the documents, or any other materials associated with the solicitation, pursuant to CA Government Code 7922 during the negotiation process, may be made public after the City’s negotiations are completed, and staff has agendized the recommendation to the City Council for the award of a contract to a specific firm, but before final action is taken by the City Council to award the contract.
B. Although the California Public Records Act (“CPRA”) recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information submitted in a Bid is a trade secret. If a request is made for information marked “Confidential,” “Trade Secret,” Proprietary,” or any other similar designation, the City will provide the party submitting such information with reasonable notice to allow the party to seek protection from disclosure by a court of competent jurisdiction.
C. If a submitting party contends that a portion of the Bidis confidential even under the CPRA, the party: 1) must clearly label each document and/or page deemed a
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confidential document 2) the legal rationale supporting such contention including specific references to applicable provisions of the Public Records laws of the State 3) must actively defend against any Invitation for disclosure of information which the party has determined should not be released, and 4) must indemnify and hold harmless the City from any loss, claim or suit, including attorneys’ fees, brought by a person challenging the City’s refusal to release the documents. The City will not, under any circumstances, incur any expenses, or be responsible for any damages or losses incurred by a party submitting a Bid or any other person or entity, because of the release of such information. The City will not return the original or any copies of the Bid or other information or documents submitted to the City as part of this IFB process. The City may not recognize Bids where all the information, via a blanket statement is submitted as proprietary information or a trade secret. Such Bids may be found non-responsive.
3.9 Cost Related to Bid Preparation:
The City will NOT be responsible for any costs incurred by any firm responding to this IFB in the preparation of their Bid or participation in any presentation if requested, or any other aspects of the entire IFB process.
3.10 Compliance with Law:
Bidder warrants that all Services rendered shall be performed in accordance with all applicable federal, state, and local laws, statutes, ordinances lawful orders, rules, and regulations.
3.11 Licenses, Permits, Fees and Assessments:
Bidder represents and warrants to City that it will obtain all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work and Services requested in this IFB. Bidder represents and warrants to City that Bidder shall, at its sole cost and expense, keep in effect at all times during the term of the Agreement if so awarded, any license, permit, qualification, or approval that is legally required for Bidder to perform the Work and Services under the Agreement if so awarded. Bidder shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties, and interest, which may be imposed by law and arise from or are necessary for the Bidder’s performance of the Work and Services required under the Agreement if so awarded. Bidder shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City to the fullest extent permitted by law.
3.12 Investigations:
The City reserves the right to make such investigations as it deems necessary to determine the ability of the firms responding to this IFB to perform the Work and the firm shall furnish to the City all such information and data for this purpose as the City may request. The City reserves the right to reject any Bid if the evidence submitted by or investigation of such firm fails to satisfy the City that such firm is properly qualified to carry out the obligations of the Contract and to complete the Work contemplated therein.
3.13 Non-Collusion:
The undersigned, by submission of this Bid Form, hereby declares that this Bid is made without collusion with any other business making any other Bids, or which
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otherwise would make a Bid. Bidder must execute an Affidavit of Non-Collusion provided as Attachment “B” in the IFB and include it with their bid.
3.14 Signed Bid and Exceptions:
Submission of a signed Bid will be interpreted to mean that the firm responding to this IFB has hereby agreed to all the terms and conditions set forth in all of the sheets which make up this Invitation for Bids, and any attached sample agreement.
Exceptions to any of the language in either the IFB documents or attached sample agreement, including the insurance requirements, must be requested under the Invitation for clarifications/questions process by the deadline for questions. Any requested changes to the contract will be considered at that time and if changes are allowed, they will be sent out through an Addendum to all Bidders. Exceptions to the City’s IFB document or standard boilerplate language, insurance requirements, terms, or conditions, etc. may only be considered during the early stage of the solicitation process; and shall not be included in the submitted Bids. The City makes no guarantee that any exceptions will be approved but will consider any requests put forward in the Invitation for clarification/question process.
3.15 Award of Contract:
A. Award of Bid: The Bid will be awarded to the lowest responsive and responsible Bidder.
B. Responsibility of a bidder will be determined by the City based on each bidder’s experience and references. The City will be the sole judge with respect to the responsiveness and responsibility of each bidder.
C. Notice of Award: After award of the Bid by the Palm Springs City Council, if necessary, a Notice of Award letter and Agreement will be sent to the successful Bidder for execution and return. The successful Bidder shall provide all Certificates of Insurance and Bonds, if required, within fourteen calendar days.
D. It is the City’s intent to award a contract to the firm that can provide all of the scope of work, equipment and services identified in the IFB document. However, the City reserves the right to award a contract, or to make no award, whichever is in the best interest of the City. It is anticipated that award of the contract will occur at the next regularly scheduled City Council meeting after the bids have been evaluated. The decision of the City Council will be final.
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3.16 Form of Agreement:
The selected bidder will be required to enter into a contractual agreement, inclusive of insurance requirements, with the City of Palm Springs in accordance with the standard Contract Services Agreement (see Section 6). Please note that the Exhibits are intentionally not complete in the attached sample standard document.
These exhibits will be negotiated with the selected firm and will appear in the final Contract Services Agreement executed between the parties.
We specifically draw your attention to the language in the sections of the sample contractual agreement attached entitled “Conflict of Interest” and “Covenants Against Discrimination” and recommend all firms carefully consider these contractual requirements prior to submitting a Bid in response to this IFB. Firms that submit a Bid in response to this IFB shall certify the following:
A. Conflict of Interest. Bidder acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Bidder enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Bidder warrants that Bidder 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.
B. Covenant Against Discrimination. In connection with its performance under this Agreement, Bidder 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”). Bidder 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, Bidder certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Bidder 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 Bidder is in full compliance with the provisions of Palm Springs Municipal Code Section 7.05.02, including without limitation the provision of benefits, relating to non-discrimination in City contracting.
C. Failure or refusal to enter into an Agreement as herein provided or to conform to any of the stipulated requirements in connection therewith shall be just cause for an annulment of the award. If the lowest responsive responsible Bidder refuses or fails to execute the Agreement, the City may, at its sole discretion, award the Contract to the second lowest responsive responsible Bidder, and so on.
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SECTION 4 – SCOPE OF WORK
4.1 Background:
The City of Palm Springs currently utilizes an aging City Council Chamber audio/visual (AV) system originally deployed under prior Council Chamber modernization efforts. The existing system relies heavily on proprietary software, specialized hardware components, and legacy integration platforms that now have limited manufacturer support, reduced parts availability, and increasing operational instability.
Over time, the existing environment has become increasingly difficult to maintain and support. Several core system components are approaching or have exceeded recommended service life, including control systems, audio processing components, video routing infrastructure, cameras, displays, and associated meeting technologies.
Of particular concern is the City’s existing proprietary Votelynx-based control and voting environment, which is dependent upon aging Windows-based systems and software platforms with limited vendor support and constrained upgrade paths. The current architecture requires significant operational oversight, complex troubleshooting procedures, and increased staff intervention during public meetings.
In recent months, the City has experienced an increasing frequency of system failures and operational disruptions impacting Council meetings and other public events.
Due to the critical public nature of City Council meetings, the operational reliability of the Council Chamber system is essential. The City requires a modernized solution that improves system stability, simplifies operations, supports hybrid public participation, and aligns with current industry standards for municipal legislative chambers and broadcastcapable meeting environments.
4.2 Scope:
A. The Contractor shall replace the existing legacy environment with a modern, fully integrated, broadcast-grade audio/visual system that supports:
1. In-person and hybrid public meetings
2. Zoom Room functionality
3. Granicus One Agenda Management and voting integration
4. Streaming to PEG, YouTube, Swagit and other public platforms
5. Accessibility and assistive listening requirements
6. Overflow room operation
7. One-person operational control workflows
The AV system shall improve long-term reliability, reduce operational complexity, standardize technology platforms across City facilities, and provide a scalable foundation for future Council Chamber technology needs.
Work shall take place during planned recess(es) for Palm Springs City Council. All work testing, training etc. MUST be completed to accommodate a planned City Council meeting date taking place within the Council Chamber. Contractor shall coordinate with City to ensure AV equipment is functioning properly prior to any planned City Council meeting.
B. Bill of Materials
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The Bill of Materials (BOM) shall establish the minimum system architecture and performance requirements for bidding purposes. Final quantities, models, and associated accessories shall be verified by the Contractor during detailed engineering and submittal review.
All materials, components, accessories, cabling, mounting hardware, licensing, programing, and appurtenant items required for a complete and operational system shall be included whether specifically identified herein or not.
1. Control System
Qty Description Manufacturer or
Approved Equivalent Notes
1 Central Control
Processor Crestron Enterprise-grade processor
1 Primary AV Operator
Touch Panel Crestron Broadcast control interface
1 Broadcast Control
Room Touch Panel Crestron Secondary control location
1 Clerk Control Interface Crestron Audio and
meeting controls
1 Control System
Programming Package Crestron Includes all workflows
1 Remote Monitoring
Integration Crestron Health monitoring
2. Windows Touchscreen Stations
Qty Description Notes
14 Windows-based Touchscreen Stations Council dais + Clerk stations 14 Mounting Hardware & Connectivity Integrated with dais 14 Windows OS Hardening Configuration Domain-joined
14 Granicus One Integration Setup Auto-launch configuration
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3. Video Switching & Routing
Qty Description Manufacturer or
Approved Equivalent Notes
1 Broadcast Video
Switcher Blackmagic Design ATEM-class
1 SDI Video Router Blackmagic Design Smart Videohub
or equivalent
2 Streaming Encoders Blackmagic Design Primary +
redundant
2 Recording Decks Blackmagic Design HyperDeck-class
1 Multiview Monitoring
System Blackmagic Design Broadcast monitoring
1 SDI Distribution System Blackmagic Design Chamber-wide routing
1 HDMI/Presentation
Interface System Blackmagic Design Laptop integration
4. Cameras
Qty Description Notes
1 Camera Control System Integrated with Crestron
1 Auto Camera Switching Integration Microphone triggered 4 PTZ Mounting Systems Wall/ceiling mounts
4 SDI Camera Connectivity Packages Cabling + converters
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5. Audio Systems
Qty Description Notes
1 Enterprise DSP System Q-SYS/Biamp equivalent
1 Automatic Mixer Integrated with DSP
1 Acoustic Echo Cancellation Package Per-channel AEC
14 Digital Push-to-Talk Microphones Council + Mayor
2 Staff Area Microphones Clerk/staff
1 Public Podium Microphone Broadcast-quality
1 Wireless Handheld Microphone Kit Public use
1 Assisted Listening Integration DSP integrated
1 Hearing Loop System ADA compliant
1 Auracast Integration Package If feasible
1 Audio Amplification System Chamber-wide
1 Chamber Speaker System Replace if necessary
1 Overflow Room Audio Feed System Large Conference Room
6. Zoom room System
Qty Description Notes
1 Dedicated Zoom Room Appliance Rack-mounted
1 Zoom Room Controller Integrated
1 Zoom Rooms Licensing Integration City-provided licensing 1 Zoom Audio/Video Integration Package DSP + switcher integration
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7. Display System
Qty Description
Manufacturer
or Approved
Equivalent
Notes
8 55”-75 Commercial Confidence
Monitors
New Line
Interactive
Chamberwide
8 Display Mounting Systems Not specified Concealed
cabling
1 Display Distribution System Not specified Matrix-routed 1 Digital Signage/Display Control Not specified Integrated
8. Closed Captioning & Accessibility
Qty Description Notes
1 Real-Time Captioning Integration Zoom + broadcast
1 Multi-Language Interpretation Routing Interpreter support 1 Caption Display Integration Confidence monitor support 1 Accessibility Compliance Package ADA support
9. Overflow Room Systems
Qty Description Notes
1 Overflow Room Video Feed Integration Large Conference Room 1 Overflow Audio Distribution DSP integrated
1 Overflow Display Integration Existing/new displays
1 Overflow Control Integration One-touch activation
10. Broadcast & Streaming
Qty Description Notes
1 PEG Broadcast Output Integration SDI output
1 YouTube Streaming Integration Primary stream
1 Granicus Streaming Integration Program feed
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Qty Description Notes
1 Local Archive Recording System Redundant recording
1 Broadcast Graphics Integration Lower thirds/voting
11. Network & Infrastructure
Qty Description Notes
1 Dedicated AV Network Switch Stack Managed
1 AV VLAN Configuration Coordinate with IT
1 UPS Power Backup System Rack systems
1 Rack & Cable Management System Full rack redesign
1 Fiber/Copper Backbone Infrastructure As required
1 Equipment Labeling Package TIA compliant
12. Services
Qty Description Notes
1 System Configuration & Coordination
Complete system
configuration and
deployment coordination
1 AV System Programming, Integration &
Setup
Full integration of all
provided AV components
and control functions
1 System Documentation & Equipment
Submittals
Complete documentation
package for review and
approval
1 Council Clerk Process Coordination
Coordination with City
Clerk staff to support
meeting workflows and
operational requirements
1 System Verification & Operational Testing
Comprehensive testing
and validation of all
system functionality
1 End-User Training Training for Clerk and AV
operations staff
1 Technical Support Training Training for City IT support personnel
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Qty Description Notes
1 Final System Documentation Package
Delivery of final system
documentation,
configuration records, and
operational materials
13. General Requirements
Contractor shall provide the following required items to deliver a complete and operation AV system.
a. All cabling
b. Connectors
c. Power supplies
d. Adapters
e. Mounting hardware
f. Conduit
g. Programming
h. Configuration
i. Licensing
j. Integration
k. Testing
l. Training
No additional compensation shall be made for incidental materials or components required for a fully functional installation.
C. Description of services to be performed
Contractor shall provide a fully integrated council chamber system, including presentation, audio, video, control, and broadcast capabilities. The system shall be designed to support in-person, hybrid, and broadcast-based public meetings, providing a seamless and user-friendly experience for Council Members, staff, and the public.
The project shall include a complete broadcast and production system capable of supporting live switching, recording, and streaming of meetings. The system shall be designed for reliability, ease of operation, and future scalability, and shall be fully integrated with the overall AV and control system.
Prior to the start of installation, Contractor shall submit detailed shop drawings for review and approval by the City. Shop drawings shall include, at a minimum:
1. System signal flow diagrams – Shop drawings
2. Equipment rack layouts
3. Device interconnection details
4. Network architecture
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5. Dais panel layouts
The Contractor shall also provide touchscreen interface layouts (graphical user interface designs) for all user positions, including Council members, Mayor, and City Clerk, for review and approval prior to programming and deployment.
No installation or programming work shall commence until all required submittals have been reviewed and approved by the City.
D. Deliverables
1. System Documentation (Excel Format)
A comprehensive Excel based equipment schedule shall be provided, including, but not limited to:
a. Device description
b. Manufacturer
c. Model number
d. Serial number
e. MAC address
f. IP address
g. Assigned device name
h. Usernames and passwords (as applicable)
E. Control System Source Code
Complete control system source code shall be provided, including:
1. All programming files
2. All modules and libraries used in the project
3. Touchscreen interface files and layouts
All source code shall be delivered in an editable, non-protected formal and shall allow the City or its representatives to make future modifications.
F. Removal of Existing Equipment and Cabling
1. Contractor shall be responsible for removing existing AV equipment and associated cabling as required to support the new system installation.
2. Existing audio and video patch panels shall be evaluated as part of the system upgrade. Contractor shall eliminate legacy patching infrastructure, resulting in this no longer being a requirement due to the implementation of a network based AV system. Contractor shall review all existing patch panels and submit a recommendation to the City identifying:
a. Patch panels to be removed
b. Patch panels to remain (if required), with justification, as approved by the City Project Manager.
c. Any impacts to system functionality or operations
3. All removed patch panels shall be handled in accordance with the project requirements for the removal of existing equipment.
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4. All abandoned or unused cabling shall be removed back to its source where accessible. Cabling that cannot be fully removed shall be nearly terminated, labeled as inactive, and secured in accordance with industry best practices.
5. All removed equipment shall be turned over to the City unless otherwise directed.
Equipment shall be:
a. Properly disconnected and handled to prevent damage
b. Organized and packaged in a reasonable manner.
c. Delivered to a location designated by the City.
6. Contractor shall coordinate with the City to identify any equipment that is to be reused, relocated, or disposed of prior to removal.
7. All removal work shall be performed in a clean and professional manner, maintaining the integrity of existing infrastructure and finishes.
G. Council and Staff Workstations
1. PC – Each Council Member position (7 total) and designated staff position (7 total) shall be provided with one (1) Owner-Furnished, Contractor-Installed (OFCI) computer workstation. Workstations shall be small form-factor units suitable for concealed installation. The selected AV Contractor (AVC) shall furnish and install all required mounting hardware to securely install each workstation beneath the dais in a manner that is accessible for service while remaining concealed from view. Mounting solutions shall provide adequate ventilation, cable management, and strain relief, and shall not impede access to adjacent components or infrastructure.
a. Manufacturer: City furnished (Dell)
2. Content Distribution and sharing:
Each workstation shall be capable of displaying both local PC content and content shared by other system users. The system shall support user-initiated content sharing from any workstation to all other workstations and designated presentation displays. Content sharing shall be manual and user controlled. By default, each workstation shall display its local PC content until the user elects to share. The system shall provide a simple, single-action user interface for content sharing. When a user initiates sharing, their local content shall be distributed to all designated displays and made available for viewing at all other workstations.
All other users shall have the ability to view the active shared presentation. The user interface shall provide a clear toggle mechanism for sharing control. Upon initiating content sharing, the control shall dynamically update (e.g., “Share Presentation” changing to “Stop Presentation”) to allow the user to terminate the shared session and return to local or alternate content viewing. The system shall ensure seamless transitions between local and shared content without disruption or the need for operator intervention.
a. Manufacturer: Creston electronics or approved equivalent and custom programming by Contractor
3. Voting: The system shall integrate with Granicus OneMetting.
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a. Enter or associate agenda item identifers
b. Record and confirm attendance
c. Initiate and manage voting sessions
d. Once attendance has been established, the City Clerk may initiate the voting session. Upon initiation, each Council Member’s touchscreen shall be prompted with clearly defined voting options:
1. Yes
2. No
3. Abstain
e. Each Council Member shall be able to cast their vote directly from their assigned touchscreen interface. The system shall automatically collect and tabulate all submitted votes in real time. Upon completion of voting, the City Clerk interface shall prompt the user with a control option to display the voting results. Upon activation of the “Display Vote Results” function, results shall be simultaneously distributed to and displayed on:
1. All Council and staff workstation displays
2. Main chamber presentation displays
3. Any active streaming or broadcast outputs
f. The system shall ensure that voting results are accurate, clearly formatted, and displayed without delay.
1. The voting system shall include the capability to archive all voting activity, including agenda item identification, attendance, individual votes, and final results.
2. The system shall allow authorized users to export and distribute voting results. At a minimum, the system shall support the ability to email voting records to designated staff members directly from the system or through an integrated workflow.
3. All archived voting data shall be stored in a structured and retrievable format to support record-keeping, reporting, and future reference.
4. Manufacturer: Crestron Electronics or approved equivalent and custom programming by Contractor.
g. Request-to-Speak System – The system shall include an integrated Request-to-Speak feature accessible from each Council Member and designated staff touchscreen interface. Each user interface shall include a clearly identifiable control (e.g., raised hand icon) allowing users to submit a
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request to speak. Upon activation, the request shall be added to a visible speaker queue. The Mayor and City Clerk interfaces shall display the active request-to-speak queue in real time, including the order in which requests were received.
1. Queue Management
The system shall maintain a first-in, first-out (FIFO) queue by default. However, the Mayor shall have the ability to override the queue order and select any requester from the list to be recognized to speak.
2. Speaker Activation
Upon recognition by the Mayor, the selected requester shall be granted permission to speak. The requester shall then unmute their microphone from their touchscreen interface or the microphone base to begin speaking.
3. Manufacturer: Crestron Electronics or approved equivalent and custom programming by Contractor.
h. Dais Panels – The existing panel-mounted units shall be removed and replaced with an integrated, panel-mounted system at each Council and designated staff position. Each panel shall include a minimum 16-inch, touch-enabled display designed for permanent, flush installation within the existing dais. The design intent is to reuse the existing dais cutouts and avoid modification to the dais surface. Any proposed solution shall be compatible with existing dimensions and mounting conditions. The touchscreen shall serve as the primary user interface for all system functions, including microphone control, voting, request-to-speak, and content interaction. The touchscreen interface shall be fully integrated with the AV control system and shall not rely on separate or secondary control devices. All components shall be purpose-built for continuous operation in a council chamber environment and shall provide a clean, uniform, and professional appearance across all positions.
1. Manufacturer: Custom
i. Panel Audio – Each dais panel shall include an integrated loudspeaker to provide local audio reinforcement at each Council and designated staff position. Each loudspeaker shall include a user-accessible volume control, located in close proximity to the panel (e.g., Decora-style wall plate or equivalent), allowing individual adjustment without affecting system-wide audio levels. The existing panel-mounted loudspeakers and associated connections shall be removed. The Contractor shall provide new loudspeaker connections utilizing balanced audio inputs compatible with the proposed network-based audio system. The audio system shall include appropriate interface devices to convert networked audio signals to localized analog outputs for each panel loudspeaker. All components shall be fully
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integrated with the overall DSP and audio distribution system. All installations shall maintain a clean and uniform appearance consistent with the existing dais design.
1. Manufacturer: RDL or approved equivalent.
j. Panel Microphone – Each dais panel shall include a gooseneck microphone (21-inch nominal length) suitable for council chamber use. Each microphone shall include an integrated, touch-capable mute/unmute control located at the base, allowing users to easily control microphone activation. The microphone shall include a bi-color LED indicator at the capsule to clearly display status, with visual indication for active (unmuted) and muted states.
Microphone audio and control signals shall be interfaced with the system’s network-based audio infrastructure through appropriate input devices. The system shall support both audio transport and control/status feedback, including mute state and LED indication, fully integrated with the DSP and control system. All microphones shall be fully compatible with the centralized control system, allowing real-time monitoring and control from authorized user interfaces (e.g., City Clerk).
1. Manufacturer: Audio Technica or approved equivalent. k. Dante – The audio system shall utilize a network-based audio transport protocol such as Dante as the primary means of signal distribution throughout the system. All audio signals, including microphones, DSP processing, and system outputs, shall be transported over the network. The system shall be designed to minimize or eliminate traditional analog point-topoint audio cabling, except where required for final device connections (e.g., local loudspeakers). All networked audio devices shall be fully compatible within a unified audio network, supporting low-latency, high-quality audio transport and centralized routing.
1. Manufacturer: Biamp Dante Card or approved equivalent. l. Audio Interfaces: All dais, staff, and lectern microphones and associated local loudspeakers shall be interfaced to the AV system using networkbased audio interfaces compatible with the system’s audio transport protocol (Dante).
1. These interfaces shall support:
a. Microphone audio input
b. Mute/control signal processing
c. LED status feedback for microphone indication
2. All devices shall be connected via the network to the nearest designated network switch as part of the distributed AV system architecture.
3. The system shall provide full integration of audio, control, and status feedback between the microphones, DSP, and control system to ensure synchronized operation across all user interfaces.
4. Manufacturer: Shure or approved equivalent.
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m. DSP Programming – intelligibility, system stability, and maximum gain before feedback. The DSP configuration shall include mix-minus processing for all local reinforcement loudspeakers and applicable audio zones. Each microphone position shall be excluded from its associated local loudspeaker mix to prevent feedback and improve clarity. Mix-minus implementation shall be coordinated with microphone routing, gating, and system gain structure to ensure consistent performance across all user positions. The overall DSP design shall be optimized to provide:
1. Clear and intelligible speech reproduction
2. Stable system operation under all typical use conditions
3. Maximized gain before feedback without audible artifacts
4. All DSP programming shall be fully documented and coordinated with the control system to ensure proper system operation and monitoring.
5. Manufacturers: Biamp Systems or approved equivalent. n. Lectern – The lectern and ADA positions shall be equipped to support presentation, speech reinforcement, and accessibility requirements. The system shall provide consistent functionality and user experience at both locations.
1. Displays:
Provide two (2) minimum 22-inch displays: one (1) located at the lectern and one (1) at the ADA-accessible position. Each display shall be capable of presenting active system content, including presentation material and system status information (e.g., timers, shared content). Displays shall be positioned for clear visibility and ease of use by presenters.
2. Manufacturer: Planar or approved equivalent.
3. Microphones – Provide two (2) microphone stations—one at the lectern and one at the ADA position. Each station shall be installed within a table box or enclosure and shall include:
a. One (1) 21-inch gooseneck microphone
b. One (1) integrated loudspeaker for local audio
reinforcement
c. Each microphone shall include an LED indicator at the capsule to clearly display the microphone status
(active/muted).
d. Manufacturer: Audio Technica or approved equivalent. o. Microphone Interface – Refer to item 3.K.
p. Wireless Presentation – Provide a wireless presentation system that supports content sharing from user devices, including Windows and macOS laptops.
1. The system shall:
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a. Support wireless screen sharing without requiring
permanent software installation on user devices
b. Provide high-quality video resolution suitable for
presentation content
c. Operate with low latency to ensure smooth presentation performance
d. Integrate with the AV system to allow routing of shared content to all designated displays
e. Support multiple users with the ability to connect and present in a controlled manner
f. The system shall be designed for reliable operation within a council chamber environment.
g. Manufacturer: Crestron Electronics or approved equivalent. q. Encoder – Provide a multi-input encoder at the lectern location to support both wireless and wired presentation sources. The encoder shall include:
1. One (1) input dedicated to the wireless presentation system
2. One (1) USB-C input for direct connection of a laptop at the lectern
3. One (1) additional input reserved for the decoder in item ‘f’ below
4. All inputs shall be fully integrated into the AV system, allowing selection and routing to all designated displays and destinations.
5. Manufacturer: Crestron Electronics or approved equivalent. r. Decoder – Provide an AV decoder at the lectern location to enable display of shared content from other system sources. The decoder shall be integrated with the AV distribution system to allow selection and display of active presentation content originating from any authorized source within the chamber. The lectern display system shall support both:
1. Local content (wired or wireless inputs at the lectern)
2. Shared content distributed from other system sources
3. The system shall provide seamless switching between local and shared content without interruption or the need for operator intervention.
4. The encoder and decoder components shall operate as part of a unified AV distribution system, ensuring consistent performance, low latency, and synchronized content delivery across all system endpoints.
5. Manufacturer: Crestron Electronics or approved equivalent.
4. Chambers
a. Displays – The existing chamber display system shall be reconfigured to improve visibility, simplify operation, and provide a more consistent viewing experience for Council Members, staff, and the public. The current system includes a main display, ceiling-mounted confidence monitors, and multiple
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audience displays. The intent of this project is to consolidate and modernize these displays as outlined below.
1. Confidence Displays
a. Existing ceiling-mounted confidence monitors shall be removed. Individual displays at each Council and staff
positions shall serve as the primary means for viewing
presentation content, eliminating the need for separate confidence displays.
2. Main Display
a. The existing main display shall be removed and replaced with a new 85-inch (minimum) display.
b. The replacement display shall be selected to fit within the existing display cavity or mounting location without
requiring modification to surrounding architectural finishes.
If an 85-inch display cannot be accommodated due to
physical constraints, the AV Contractor (AVC) shall
propose the largest possible display that fits within the available space and submits dimensions for City approval. c. Manufacturer: New Line Interactive or approved
equivalent.
3. Right-Side Audience Displays
a. The two (2) existing right-side audience displays shall be replaced with new large-format displays as follows:
b. One (1) 85-inch display located at the position furthest from the dais
c. One (1) 75-inch display located closer to the dais
d. Manufacturer: New Line Interactive or approved
equivalent.
4. Left-Side Audience Displays
a. The three (3) existing left-side displays shall be removed and replaced with two (2) new large-format displays
configured to match the right-side layout:
b. One (1) 85-inch display located at the position furthest from the dais
c. One (1) 75-inch display located closer to the dais
d. Manufacturer: New Line Interactive or approved
equivalent.
5. Decoders
a. All displays shall be connected to the AV distribution system via dedicated AV decoders.
b. Each decoder shall provide the video signal to its
associated display and shall serve as the primary control
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interface for that display, including power on/off and input selection.
c. The system shall be configured such that all display control functions are managed through the AV control system via the associated decoder, eliminating the need for direct user interaction with the display.
d. The System shall be configured to present closed
captioning to all displays.
e. Manufacturer: Crestron Electronics or approved equivalent. b. Audience Loudspeakers – The existing display-mounted loudspeakers shall be removed and shall no longer be utilized as part of the audio system.
1. Provide a new audience sound reinforcement system utilizing two (2) column-type loudspeakers to deliver clear and intelligible audio throughout the chamber.
2. The loudspeakers shall be wall-mounted in proximity to the front display locations (near the dais), with the final mounting position (above or below the displays) to be determined based on field conditions and coordination with the City to achieve optimal coverage and aesthetics.
3. The loudspeaker system shall be designed to provide uniform sound coverage across all audience seating areas, with a focus on speech intelligibility.
4. Loudspeakers shall support both low-impedance and highimpedance operation to allow flexibility in system implementation.
5. Manufacturer: Biamp/Community or approved equivalent. c. City Clerk Talk Back – The system shall provide a dedicated communication path between the City Clerk positions and the AV Control Room to support coordination during meetings.
1. This communication shall be implemented as a talkback/intercom function integrated within the DSP and overall audio system.
2. The City Clerk shall be able to communicate with AV Control Room personnel in a user-friendly and discreet manner. The system shall support a headphone connection at the City Clerk position for private communication.
3. The City prefers that the City Clerk utilize a personal headphone device for this purpose. The system shall provide a standard headphone connection to accommodate this requirement.
4. The City Clerk shall use the assigned microphone at their position for talkback.
5. The system shall be configured to enable selective routing of the microphone signal to the AV Control Room, without broadcasting it to the chamber or including it in the program audio mix.
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6. The AV Control Room shall be equipped with a corresponding talkback microphone and monitoring capability to enable two-way communication.
7. The system shall ensure that talkback communication is isolated from the main audio system and does not interfere with live meeting audio, recording, or streaming.
8. The control room will require a desktop stand microphone.
9. Manufacturer: Biamp, RDL, Audio Technica or approved equivalent.
5. AV Control Room
a. Broadcasting System – The City requires an upgraded broadcasting system designed to provide a user-friendly, reliable, and professional platform for live production, recording, and streaming of Council meetings.
1. Camera System
a. The City currently utilizes five (5) Panasonic AW-HE130 PTZ cameras within the Council Chambers. These
cameras shall remain in place and be fully integrated into the upgraded broadcast system. The AV Contractor (AVC)
shall provide and install all required new cabling between the camera locations and the AV Control Room to support reliable operation and high-quality signal transmission. i. Video Signal (3G-SDI)
ii. 3G-SDI cabling shall be utilized for video signal
transport. Belden 1694A or equivalent cable shall
be used to ensure high-quality signal integrity.
iii. Control
iv. Shielded Category 6 cabling shall be provided for
camera control and network communication.
v. Power
vi. Cameras shall be powered via Power over Ethernet
Plus (PoE+), where supported, to simplify
installation and reduce the need for local power
supplies.
vii. Manufacturer: Existing Panasonic cameras
2. Camera Controller
a. Provide and install a dedicated camera controller to enable centralized control of all PTZ cameras within the Council Chambers.
i. The controller shall support full camera operation,
including:
1. Pan, tilt, and zoom control
2. Preset storage and recall
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3. Selection and control of multiple cameras
ii. The system shall allow for efficient and intuitive
operation during live meetings and broadcasts,
enabling operators to quickly recall camera
positions and adjust framing as required.
iii. The camera control system shall be fully integrated with the overall AV and control system to support
coordinated operation and future expansion.
iv. Manufacturer: Panasonic or approved equivalent.
3. Production Switcher
a. Provide and install a professional-grade video switcher to support live production, recording, and streaming of
Council meetings.
b. The switcher shall support multiple HD-SDI inputs and outputs to accommodate all existing camera feeds and
additional video sources, including presentation content. c. Given that the existing camera system operates in a highdefinition (HD) format, the video production system shall be designed to operate within the HD domain. All
switching, routing, and recording functions shall maintain native HD signal integrity without unnecessary upscaling or conversion.
d. The switcher shall provide, at a minimum:
i. Real-time switching between camera and
presentation sources
ii. Support for transitions, cuts, and basic effects
iii. Multi-view monitoring capability for operator
visibility
iv. Integration with the overall broadcast and recording system
v. The system shall be designed for reliable, userfriendly operation by City staff with varying levels of technical experience.
e. The City of Palm Springs shall be responsible for creating and loading graphic assets to the production switcher for keying in during meetings.
f. Manufacturer: Blackmagic Designs or approved equivalent.
4. Video Router
a. Provide and install a professional-grade video routing system to support flexible signal distribution throughout the broadcast and AV system.
b. The system shall include a minimum 20x20 HD-SDI video router (video hub) to allow routing of all camera feeds,
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presentation sources, switcher inputs/outputs, and
recording destinations.
c. The video router shall:
i. Operate within the HD-SDI domain, consistent with
the system design
ii. Support full crosspoint routing between all inputs
and outputs
iii. The routing system shall be used to provide
maximum flexibility in system configuration,
allowing independent routing for live production,
recording, monitoring, and future system
expansion.
iv. The router shall be integrated into the overall
broadcast system to support efficient signal
management and operational workflow.
v. Manufacturer: Blackmagic Designs or approved
equivalent.
5. Leightonix System
a. Contractor shall remove and dispose of this system.
b. For the purposes of this IFB, the City prefers to have the CableCast system by Tightrope Media Systems or
approved equivalent.
6. VioLite Omni 800
a. Web-centric 1x1 Broadcast, VOD, and Live Streaming
Solution in a whisper-quiet 2RU chassis. Streams H.264
HLS Adaptive bitrate to mobile devices, OTT, and
desktops. Pulls in and records NDI, RTP, RTMP, RTSP,
SRT, and HLS streams as well as SDI. Includes Cablecast Automation, scheduling, and CG Software. Includes
graphics, crawl, bug, and bug text on streaming output. b. Includes an 8TB Content drive and a 256 GB OS drive.
Three-year hardware warranty, system commissioning,
and one year of Gold support included.
7. VioLite OMNI HA
a. Annual hardware warranty contract for the CBLVIOLITEOMNI. The first 3 years are included with the purchase.
Two additional years of Hardware Assurance, covering the system for a total of 5 years.
8. GOLD CH 1 Year
a. Annual support subscription per I/O (Input/Output). Sameday email, phone, and remote login support. Includes all new software releases. Also includes premium features
only available with Gold or Platinum support. VIO4 = 4 I/O.
VIO2, VIO Lite and VIO Stream = 2 I/O.
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9. SVC PH HRLY: Include a total of two hours.
a. One hour of scheduled online training, installation
assistance, guidance, or targeted help in utilizing
Cablecast, Cablecast CG, and REFLECT. Needs to be
scheduled 2 weeks in advance. Training hours expire after 2 years from purchase.
10. REFLECT PLUS (Optional)
a. Annual Cloud-based REFLECTION service with cloudbased storage and delivery operating in conjunction with both Cablecast Live and Cablecast VOD software. Content is pushed to REFLECT+, eliminating the need to open a
port in your Firewall. Includes full closed captioning text search with video indexing. Includes annual Branded OTT and Mobile APP renewal fees. Also includes 10TB of
storage. Additional storage available in 1TB increments.
Serves a virtually unlimited number of live and VOD
streams over the web, OTT and Mobile apps. Includes up
to 3 live streaming Channels. Renews annually.
b. Includes access to the FREE Cablecast OTT App on Apple TV, Roku, Fire TV, iOS, & Android Mobile.
c. Manufacturer: Cablecast by Tightrope Media or approved equivalent.
11. Legacy Equipment: The Contractor shall review the following devices in the AV room with the City of Palm Springs
representatives to reduce and streamline the process.
a. ICI Live
b. Two Blackmagic streaming encoders – These devices may remain in place (TBD)
c. Swagit
d. Link Electronics closed caption decoder, along with the Aimedia Lexi encoder
e. Tascam HS-4000 – To be decommissioned
f. Tascam SS-CDR200 – To be decommissioned and
replaced with a newer model
g. Audio Mixing – Allen and Heath
h. Compix – decommissioned and replaced with the built-in feature of the production switcher.
i. ClearCom – Shall be removed – replaced with item 4.c (City Clerk Talk Back).
j. Ensemble Designs BE56 shall remain and shall be
integrated into the new broadcasting system, providing
TLS sync to various devices, and the test signal HD-SDI output shall be added to the router.
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k. Ensemble Designs BE43 shall also remain in place for signal distribution.
l. The existing Ross production switcher shall be removed and replaced with the Blackmagic switcher system.
12. Audio Processing
a. Digital Signal Processor (DSP)
i. Provide a server-based digital signal processing
(DSP) platform capable of supporting all system
audio processing requirements, including but not
limited to microphone processing, routing, mixing,
and output distribution.
b. The DSP system shall include Acoustic Echo Cancellation (AEC) on all required input channels to support hybrid
meetings, conferencing, and remote participation.
c. The DSP platform shall:
i. Support a fully network-based audio architecture
ii. Be scalable to accommodate future system
expansion
iii. Provide sufficient processing capacity for all current and anticipated system requirements
iv. Support integration with the AV control system for
monitoring and control of audio functions
d. The system shall be designed to support:
i. Local sound reinforcement
ii. Program audio for recording and streaming
iii. Mix-minus configurations for conferencing and
remote participation
iv. All DSP programming shall be coordinated with the
overall system design to ensure optimal speech
intelligibility, system stability, and seamless
operation.
v. The DSP shall be a dedicated hardware-based
system and shall not rely solely on software-based
processing running on a general-purpose PC.
vi. Manufacturer: Biamp Systems or approved
equivalent.
e. Amplification - The AV Contractor (AVC) shall provide and install amplification suitable for the two passive column loudspeakers.
i. The amplifier system shall be network-capable and
fully integrated with the DSP and overall AV control
system. Amplifiers shall be sized appropriately to
support all connected loudspeakers with adequate
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headroom to ensure clear, undistorted audio at all
operating levels.
ii. The system shall include a minimum of four (4)
amplifier channels to support the proposed
loudspeaker configuration and allow for future
system expansion, if required.
iii. Amplifiers shall support low-impedance and/or
high-impedance operation as required by the
loudspeaker design. Final configuration shall be
determined based on system performance
requirements and coordination with the City.
iv. The amplification system shall provide monitoring
and fault reporting capabilities, allowing for system
diagnostics and maintenance.
v. Manufacturers: Biamp Systems or approved
equivalent.
13. Wireless Microphone System – The AV Contractor (AVC) shall provide a professional-grade wireless microphone system fully integrated with the overall chamber audio system.
a. The wireless microphone system shall be suitable for live speech reinforcement, recording, and broadcast
applications, and shall provide reliable operation within the RF environment of the facility.
b. Networked Audio Integration – The wireless microphone system shall support network-based audio transport (e.g., Dante or equivalent) for direct integration with the DSP and AV audio network.
c. System Capacity
i. The system shall consist of a minimum of four (4)
wireless microphone channels.
d. Handheld Transmitters
i. Provide two (2) handheld wireless transmitters
suitable for speech applications.
e. Bodypack Transmitters
i. Provide two (2) bodypack wireless transmitters with
compatible microphones suitable for presentation
and speech reinforcement applications.
f. Microphone Pickup Pattern
i. All provided microphone capsules shall utilize a
cardioid pickup pattern to optimize speech
intelligibility and minimize unwanted ambient noise
and feedback.
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14. Assistive Listening System: The AV Contractor (AVC) shall provide an assistive listening system (ALS) that is fully compliant with ADA requirements and applicable accessibility standards. a. System Type
i. Provide an infrared (IR)-based assistive listening
system integrated with the AV system to distribute
program audio to users requiring assisted listening.
b. System Design and Capacity
i. The AVC shall evaluate the room size, layout, and
occupancy to design and provide a system with
adequate coverage and sufficient receivers to meet
ADA requirements and expected user demand.
c. User Accessibility and Signage
i. The system shall include all required accessories
and infrastructure to support user access, including:
1. Portable receivers and associated
accessories (e.g., headphones, neck loops)
2. ADA-compliant signage indicating the
availability of assistive listening services
3. Aura Bluetooth broadcasting (please include
with optional pricing on the Bid Form)
d. The system shall support compatibility with hearing aid devices via neck loop interfaces or equivalent solutions. e. Manufacturer: Listen Technologies or approved equivalent.
15. Audio Streaming over Wi-Fi – In addition to the IR system, provide a Wi-Fi-based assistive listening solution that allows users to access program audio on personal mobile devices. The WiFibased system shall:
a. Allow users to connect using personal smartphones or tablets
b. Stream low-latency, high-quality audio over the local network
c. Support both iOS and Android devices
d. Integrate with the AV system to receive audio from the DSP
e. Manufacturer: Listen Technologies or approved equivalent.
16. Control System
a. The City requires a fully integrated control system to provide centralized, intuitive operation of all audio, video, presentation, and broadcast system components. The
control system shall serve as the primary interface for Council Members, staff, and authorized personnel,
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enabling seamless management of system functions
through user-friendly touchscreen interfaces.
b. The system shall be designed to support role-based
operation, allowing different levels of access and control based on user type (e.g., City Clerk, Mayor, Council
Members, staff, and AV operators). All control functions, including but not limited to presentation routing,
microphone control, voting, request-to-speak management, camera control, and system monitoring, shall be accessible through a unified interface.
c. The control system shall be fully integrated with all AV, audio DSP, and broadcast components to ensure
coordinated operation, real-time feedback, and reliable performance during live meetings and events.
d. The system shall allow authorized users to create, save, and recall meeting configurations, including assignment of participant names, titles, and seating positions. These configurations shall be selectable prior to the start of a meeting, enabling rapid system setup and minimizing
manual input.
e. Each meeting configuration shall support:
i. Assignment of names and titles to individual
positions
ii. Association with specific meeting types or
departments
iii. Automatic population of user interfaces (e.g.,
touchscreens, displays, and overlays)
f. The system shall allow for easy modification and updating of meeting configurations as needed, and shall retain
saved configurations for future use.
g. The system shall allow authorized users to create, save, and recall meeting configurations, including assignment of participant names, titles, and seating positions. These configurations shall be selectable prior to the start of a meeting, enabling rapid system setup and minimizing
manual input.
h. Each meeting configuration shall support:
i. Assignment of names and titles to individual
positions
ii. Association with specific meeting types or
departments
iii. Automatic population of user interfaces (e.g.,
touchscreens, displays, and overlays)
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i. The system shall allow for easy modification and updating of meeting configurations as needed, and shall retain
saved configurations for future use.
j. Manufacturer: Crestron Electronics or approved equivalent.
17. Digital Name Plate
a. The existing system includes seven (7) digital nameplates located at the dais. Contractor shall provide updated name plates that meet the enclosed specifications.
b. Contractor shall acknowledge the presence of the existing nameplates and shall ensure that the proposed system
design includes updated digital nameplate displays.
18. Network System
a. The City is looking to have three network switches to accommodate the AVoIP system. To support the AV-overIP system architecture and minimize excessive cabling between endpoints, the system shall include distributed network switching at key locations within the chamber.
Contractor shall provide and install managed network
switches at the following locations:
i. Lectern Location
1. A network switch shall be provided at the
lectern location to support local AV devices.
The AVC shall assess the feasibility of
routing cabling from the adjacent staff tables
to the lectern location. The base bid shall
include all labor and materials required to
route and consolidate these connections at
the lectern, where feasible. Any constraints
or deviations identified during site
verification shall be documented and
submitted to the City for review.
ii. Dais Location
1. Provide a network switch located near the
dais to support all Council and staff position
devices, including touchscreens,
microphones, and associated AV endpoints.
iii. AV Control Room
1. Provide a central network switch located in
the AV Control Room to support core
system equipment, including control
processors, DSP, broadcast equipment, and
network aggregation.
iv. Inter-Switch Connectivity
1. All network switches shall be interconnected
using high-speed fiber links in a star
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topology. Fiber interconnects shall support a
minimum of 20 Gbps bandwidth between
switches and shall be designed to support
AV-over-IP traffic, networked audio, control
data, and future system expansion.
b. Contractor shall include a network router keeping the AV devices isolated from the City network.
c. The City shall provide one wide-area network IP address to enable the router to access the Internet.
i. This WAN IP address shall be behind the City’s
firewall.
d. All necessary security protocols shall be implemented. All default passwords shall be changed and shared via the
Excel workbook as mentioned above in the project
deliverables section.
i. Manufacturer: Netgear for switching and TP-Link
for routing or approved equivalent.
19. Remote Diagnostics
a. Contractor shall include a diagnostic PC for remote
management and diagnosis.
20. System Training
a. Contractor shall include one 8 – hour session in two tiers on the same day.
i. Tier 1 – Morning session to include all hands – AV
room operators and the City Clerk, and if needed,
council members. This session will include the use
of the touch screens for the clerk and the council
members for timer, voting, and general system
operation, such as microphone muting, microphone
status and basic workstation video routing.
ii. Tier 2 – Afternoon session for AV operator(s) –
Strictly for the AV room operator to become familiar
with the working of the touch screen control, the
production switcher, the production router, audio
setup and other functions of the system.
iii. Mock meeting – Run 1 mock meeting with staff (no
council) before closing the project
21. System Warranty
a. As part of the IFB response, Contractor shall provide a minimum one (1) year system warranty covering all
installed equipment, programming, and workmanship in the Bid amount.
b. The warranty shall include the following:
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i. Preventive Maintenance Visits – Provide two (2)
scheduled preventative maintenance visits during
the warranty period. These visits shall include
system inspection, performance verification,
firmware updates (as applicable), and
recommendations for system optimization.
ii. On-Site Operational Support – A qualified
representative shall be present on-site during the
first two (2) City Council meetings following system
commissioning to provide operational support and
ensure proper system performance.
iii. Warranty Commencement – The warranty period
shall commence on the date of the first official City
Council meeting utilizing the new system.
22. Optional Service Level Agreements – As part of the IFB response, Contractor shall provide pricing and descriptions for optional three (3) year Service Level Agreements (SLAs) in the following tiers:
a. Tier 1 – Preventive Maintenance shall include:
i. Two (2) scheduled site visits per year for system
maintenance
ii. System inspection and performance verification
iii. Firmware and software updates (as applicable)
iv. Written recommendations for system optimization
v. Remote diagnostics and support capability
b. Tier 2 – Maintenance and Labor Support – Includes all services in Tier 1, plus:
i. Labor and travel costs for on-site diagnosis and
repair of system issues
ii. Remote troubleshooting support
iii. Replacement parts shall be excluded and invoiced
separately at current market rates.
c. Tier 3 – Comprehensive Support – All-inclusive service - Includes all services in Tier 2, plus:
i. Coverage of replacement parts required for system
repair
4.3 Schedule:
A. Work shall commence on the Effective Date and is expected to be completed within 47 calendar days.
4.4 Compensation:
A. Work shall be compensated on a not to exceed basis.
B. Retainage from payments: A retention on progress payments is withheld in an amount equal to five percent (5%) of the total work completed and billed for each
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progress payment submitted. The Contractor may elect to receive 100 percent of payments due, from time to time, without retention of any portion of the payment by the City, by depositing securities of equivalent value with the City in accordance with the provisions of Section 22300 of the Public Contract Code.
C. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. The Contractor may request monthly progress 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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SECTION 5 – IFB FORMS
ATTACHMENT A – Signature Authorization Form, including Addenda acknowledgment ATTACHMENT B – Non-Collusion Affidavit Form
ATTACHMENT C – No Conflict of Interest and Non-Discrimination Form.
ATTACHMENT D – Business Disclosure Form
ATTACHMENT E – Reference Form
ATTACHMENT F - Executive Order N-6-22 Certification
ATTACHMENT G – Bid Form
ATTACHMENT H – Bid Security
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ATTACHMENT A
SIGNATURE AUTHORIZATION
INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
*THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR BID NAME OF COMPANY(BIDDER):
________________________________________________________________________
BUSINESS
ADDRESS:___________________________________________________________ ________________________________________________________________________ TELEPHONE: ______________CELL PHONE___________ ___FAX______________ CONTACT PERSON____________________EMAIL ADDRESS____________________ A. I hereby certify that I have the authority to submit this Bid to the City of Palm Springs for the above listed individual or company. I certify that I have the authority to bind myself/this company in a contract should I be successful in my bid. ____________________________________________________
PRINTED NAME AND TITLE
____________________________________________________
SIGNATURE AND DATE
B. The following information relates to the legal contractor listed above, whether an individual or a company. Place check marks as appropriate:
1. If successful, the contract language should refer to me/my company as:
____ An individual;
____ A partnership, Partners’ names:
____ A company;
____ A corporation If a corporation, organized in the state of: __________
2. My tax identification number is: ___________________________________ Please check below IF your firm qualifies as a Local Business as defined in the IFB:
____ A Local Business (licensed within the jurisdiction of the Coachella Valley).
Copy of current business license is required to be attached to this document.
ADDENDA ACKNOWLEDGMENT:
Acknowledgment of Receipt of any Addenda issued by the City for this IFB is required by including the acknowledgment with your bid. Failure to acknowledge the Addenda issued may result in your Bid being deemed non-responsive.
In the space provided below, please acknowledge receipt of each Addenda:
Addendum(s) # _______________ is/are hereby acknowledged.
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ATTACHMENT B
NON-COLLUSION AFFIDAVIT
INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
*THIS FORM MUST BE COMPLETED EXECUTED BY BIDDER AND SUBMITTED WITH
YOUR BID
The undersigned, deposes and says that he or she is
of
, the party making the foregoing Bid. That the Bid is not made in the interests of, or on the behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Bid is genuine and not collusive or sham; that the Bidder has not directly or indirectly induced or solicited any other Bidder to put in a false or sham Bid, and has not directly or indirectly colluded, conspired, connived, or agreed with any Bidder or anyone else to put in a sham Bid, or that anyone shall refrain from Bidding; that the Bidder has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the Bid price of the Bidder or any other Bidder, or to fix any overhead, profit, or cost element of the Bid price, or of that of any other Bidder, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the Bid are true; and, further, that the Bidder has not, directly or indirectly, submitted his or her Bid price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, Bid depository, or any other member or agent thereof to effectuate a collusive or sham Bid.
Signature: ______________________________________________ Title: _____________________________________________
Date: ______________________
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ATTACHMENT C
CITY OF PALM SPRINGS, CA
CONFLICT OF INTEREST AND NON-DISCRIMINATION CERTIFICATION INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR BID Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Consultant warrants that Consultant 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.
Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant 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”). Consultant 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, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant 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 Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.05.02, including without limitation the provision of benefits, relating to nondiscrimination in city contracting.
NAME OF CONTRACTOR: ________________________________________ NAME and TITLE of Authorized Representative:
(Print) ______________________________________________________________ Signature and Date of Authorized Representative:
(Sign) ____________________________________________ (Date) ________________
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ATTACHMENT D
CITY OF PALM SPRINGS
PUBLIC INTEGRITY DISCLOSURE
(INSTRUCTIONS FOR APPLICANTS)
INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
THIS FORM MUST BE COMPLETED AND SUBMITTED WITH YOUR BID Who Must File?
Applicants that are NOT a natural person or group of natural people that will be identified on the application and seek a City approval determined by a vote of City officials. Examples include corporations, limited liability companies, trusts, etc. that seek a City Council approval, or an approval by one of the City’s board or commissions.
Why Must I File?
The City of Palm Springs Public Integrity Ordinance advances transparency in municipal government and assists public officials in avoiding conflicts of interest. The City’s Public Integrity Ordinance, codified in Chapter 2.60 of the municipal code, reflects the City’s interest in ensuring that companies (and other legal entities that are not natural people) doing business in the community are transparent and make disclosure as to their ownership and management, and further that those companies disclose the identity of any person, with an ownership interest worth five percent (5%) or more, who has a material financial relationship with any elected or appointed voting City official, or with the City Manager or City Attorney.
Note: A material financial relationship is a relationship between someone who is an owner/investor in the applicant entity and a voting official (or the City Manager or City Attorney), which relationship includes any of the following:
(1) the owner/investor and the official have done business together during the year prior to the application;
(2) the official has earned income from the owner/investor during the year prior to the filing of the application;
(3) the owner/investor has given the official gifts worth fifty dollars ($50) or more during the year prior to the filing of the application; or
(4) the official might reasonably be anticipated to gain or lose money or a thing of value, based upon the owner/investor’s interest in the applicant entity, in relation to the application’s outcome.
When Must I File?
You must file this form with the Office of the City Clerk at the same time when you file your application for a City approval determined by a vote of City officials, whether elected or appointed.
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What Must I Disclose?
A. The names of all natural persons who are officers, directors, members, managers, trustees, and other fiduciaries serving trusts or other types of organizations (attorneys, accountants, etc.).
Note: (1) only trusts or other organizations that are not the fiduciaries, (2) if a second entity that is not a natural person serves the applicant entity (e.g., as a member of an applicant LLC), then all officers, directors, members, managers, trustees, etc., of the second entity must be disclosed).
B. The names of persons owning an interest with a value of fiver percent (5%) or more who have a material financial relationship with an elected or appointed City official who will vote on the applicant’s application, or with the City Manager or City Attorney.
What if I Have Questions?
PENALTIES
Falsification of information or failure to report information required to be reported may subject you to administrative action by the City.
*There are some additional supplementary instructions with an example following the form should you need further clarification.
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PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
1. Name of Entity
2. Address of Entity (Principal Place of Business)
3. Local or California Address (if different than #2)
4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California? Yes No
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
Other __________________________
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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
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City of Palm Springs, CA.
Business Disclosure Supplementary Instructions
In an effort to ensure we capture the required business entity information in accordance with the attached instructions, we provide you these supplementary instructions to clearly identify the required information, and the format the information should be provided.
If you, as the applicant, are a business entity (i.e. a corporation or limited liability company), and it is also comprised of other business entities as its members or having a financial interest, all other such business entities must also be disclosed, including those entities other business entities, if any.
Ultimately, the City’s disclosure document (attached) requires a listing identifying all natural persons having any financial interest over 5% of the business entities (and any other business entities comprising your business entity).
As an example, Applicant is: Acme Brothers, Inc., a California corporation, whose officers are:
John Doe, Jill Doe, and Jay Doe, which is owned 50% by Acme Brothers, LLC, a California limited liability company, and John Doe (25% interest) and Jill Doe (25% interest). Acme Brothers, LLC, is managed by Acme Brothers 2, Inc., a California corporation, whose officers are: George Doe, Bill Doe, and Jane Doe, which is owned 100% by Acme Brothers 2, LLC, a California limited liability company, which is managed by George Doe, with George Doe and Jane Doe having 50% interest each.
The full business entity disclosure in this example would resemble the following:
1. Acme Brothers, Inc., a California corporation
a. Officers: John Doe, Jill Doe, and Jay Doe
b. Ownership:
i. 50% Acme Brothers, LLC, a California limited liability company ii. 25% John Doe
iii. 25% Jill Doe
2. Acme Brothers, LLC, a California limited liability company a. Managers: Acme Brothers 2, Inc., a California corporation b. Ownership: 100% Acme Brothers 2, Inc., a California corporation
3. Acme Brothers 2, Inc., a California corporation
a. Officers: George Doe, Bill Doe, and Jane Doe
b. Ownership: 100% Acme Brothers 2, LLC, a California limited liability company
4. Acme Brothers 2, LLC, a California limited liability company a. Managers: George Doe
b. Ownership:
i. 50%
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ATTACHMENT E: REFERENCES
INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
Reference 1
Organization name: Contact and title:
Address: Phone number:
Email Address:
Effective date of contract: Value of Contract:
Description of products/services provided:
Reference 2
Organization name: Contact and title:
Address: Phone number:
Email Address:
Effective date of contract: Value of Contract:
Description of products/services provided:
Reference 3
Organization name: Contact and title:
Address: Phone number:
Email Address:
Effective date of contract: Value of Contract:
Description of products/services provided:
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ATTACHMENT “F”
EXECUTIVE ORDER N-6-22 CERTIFICATION
INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N-6-22 also requires that any Contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The Contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name:
Title:
Firm Name:
Date:
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ATTACHMENT G
BID FORM
INVITATION FOR BIDS (IFB 26-12)
COUNCIL CHAMBER AV UPGRADES
Responding to this IFB for Council Chamber AV Upgrades, the undersigned bidder proposes and agrees to provide the services and work in accordance with the specifications. Bidder proposes and agrees to furnish all labor, equipment, materials, supervision, and service necessary to complete said Work in accordance with the Specifications of the City of Palm Springs and will accept as full payment therefore, the following unit cost amounts. The City of Palm Springs will not accept any additional charges, fees, etc. that are not already included or incorporated in the below unit costs.
Table 1 (Basis of Award)
Table 2 - Optional Pricing Items
A. Schedule of Values (SOV) shall be provided within 10 days of notice of the intent to award of this contract, Contractor shall submit for the City’s review and approval an SOV for the not-to-exceed Bid Form items for the Project. The Schedule of Values will:
a. Subdivide the Project into its respective parts,
b. Include values for all items comprising the Project, and c. Serve as the basis for monthly progress payments made to the Contractor throughout the Project.
B. The City is the sole judge of acceptable numbers, details, and description of values established. If, in the opinion of the City, a greater number of SOV items than is proposed by the Consultant are necessary, add the additional items identified by the City. When requested by the City, provide substantiating data in support of the SOV.
ITEM DESCRIPTION UNIT QUANTITY SUBTOTAL
1 Council Chamber AV Upgrade Not-to-exceed 1 $
Total Bid Amount (Basis of Award) $
ITEM DESCRIPTION UNIT QUANTITY SUBTOTAL
1 REFLECT PLUS Not-toexceed 1 $
2 Aura Bluetooth
broadcasting (for the
Assisted Listening
System)
Not-toexceed 1
$
Optional Service Level Agreements
ITEM DESCRIPTION UNIT QUANTITY UNIT PRICE SUBTOTAL
3 Tier 1 – Preventive
Maintenance Annually 3
4 Tier 2 – Preventive
Maintenance Annually 3
5 Tier 3 – Preventive
Maintenance Annually 3
Total Optional Items Amount (Line Items 1- 5) $
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C. Incorporate the SOV into the cost loading function of the Schedule. Monthly progress payment amounts for Not-to-Exceed items shall be determined from the monthly updates of the Schedule activities.
D. Following acceptance of the SOV, incorporate the changes (if any) into the cost loading portion of the Schedule. Where coordination of the Schedule and the SOV requires changes made to one or both documents, propose changes to the SOV and to the Schedule activities to satisfy the Schedule cost loading requirements.
E. Update and submit these listings in conjunction with the Schedule monthly submittals.
F. Incorporate approved Contract Change Orders in the Schedule into the SOV as single units identified by the Contract Change Order number.
G. Changes to the Schedule which add activities not included in the original Schedule but included in the original Project shall have values assigned as accepted by the City.
Other activity values shall be reduced to provide equal value adjustment increases for added activities as accepted by the City.
H. In the event that Contractor and City agree to make adjustments to the original SOV because of inequities discovered in the original accepted SOV, increases and equal decreases to values for activities may be made.
I. The payment for the preparation of the SOV shall be included in the total Not-to-Exceed amount, (“Maximum Contract Amount”).
Firm Name:
DIR Number:
Signature of Authorized Person:
Printed Name:
Title:
Date:
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ATTACHMENT “H”
BID SECURITY
INVITATION FOR BIDS (IFB 26-12) COUNCIL CHAMBER AV UPGRADES
BID BOND
KNOW ALL PERSONS BY THESE PRESENTS,
That as
Principal, and
as Surety,
are held and firmly bound unto the City of Palm Springs, California, hereinafter called the "City" in the sum of:
dollars
for the
(not less than 10 percent of the total amount of the bid) payment of which sum, well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents.
WHEREAS, said Principal has submitted a Bid to said City to perform the subject Work required under the Bid Schedule(s) of the City's Contract Documents.
NOW THEREFORE, if said Principal is awarded a Contract by said City, and within the time and in the manner required in the “Notice Inviting Bids” and the “Instructions to Bidders” enters into a written Agreement on the Form of Agreement included with said Contract Documents, furnishes the required Certificates of Insurance, and furnishes the required Performance Bond and Payment Bond, then this obligation shall be null and void, otherwise it shall remain in full force and effect. In the event suit is brought upon this Bond by said City, and City prevails, said Surety shall pay all costs incurred by said City in such suit, including a reasonable attorney's fee to be fixed by the court.
SIGNED AND SEALED, this _____ day of _____________________, 20___.
EXECUTED FOR THE PRINCIPAL: EXECUTED FOR THE SURETY:
By By
______________________________ __________________________________ Signature Signature
(NOTARIZED) (NOTARIZED)
Print Name and Title: Print Name and Title:
__________________________________ ______________________________________ By
_____________________________________
Signature
(NOTARIZED)
Print Name and Title:
____________________________________
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SECTION 6 – SAMPLE AGREEMENT
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55575.18100\42920836.2
Revised 10.5.21 1 SHORT FORM CONSTRUCTION CONTRACT
SHORT FORM CONSTRUCTION CONTRACT
[***INSERT PROJECT NAME***]
1. PARTIES AND DATE.
This Contract is made and entered into this [***INSERT DAY***] day of [***INSERT MONTH***], 20__ (“Effective Date”) by and between the City of Palm Springs, a California charter city and municipal corporation (“City”) and [***INSERT NAME OF CONTRACTOR***], a [***INSERT ENTITY TYPE, E.G., CORPORATION, LIMITED LIABILITY COMPANY, PARTNERSHIP, OR OTHER LEGAL ENTITY***](“Contractor”). City and Contractor are sometimes individually referred to as “Party” and collectively as “Parties” in this Contract.
2. RECITALS.
2.1 City. City is a public agency organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose.
2.2 Contractor. Contractor desires to perform and assume responsibility for the provision of certain construction services required by the City on the terms and conditions set forth in this Contract. Contractor represents that it is duly licensed and experienced in providing [***INSERT SERVICES***] related construction services to public clients, that it and its employees or subcontractors have all necessary licenses and permits to perform the services in the State of California, and that it is familiar with the plans of City. The following license classifications are required for this Project: C-7
2.3 Project. City desires to engage Contractor to render such services for the [***INSERT PROJECT DETAILS***](“Project”) as set forth in this Contract.
2.4 Project Documents & Certifications. Contractor has obtained, and delivers concurrently herewith, performance bond, payment bond, contractor’s license, and insurance documents as required by the Contract.
3. TERMS
3.1 Compensation and Payment.
3.1.1 Amount of Compensation. As consideration for performance of the Work required herein, City agrees to pay Contractor the Total Contract Price of [***INSERT COMPENSATION AMOUNT***] Dollars ($_______.00) (“Total Contract Price”) provided that such amount shall be subject to adjustment pursuant to the applicable terms of this Contract or written change orders approved and signed in advance by the City.
3.1.2 Payment of Compensation. If the Work is scheduled for completion in thirty (30) or less calendar days, City will arrange for payment of the Total Contract Price upon completion and approval by City of the Work. If the Work is scheduled for completion in more than thirty (30) calendar days, City will pay Contractor on a monthly basis as provided for
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Revised 8.9.23 Page 2 of 96
herein. On or before the fifth (5th) day of each month, Contractor shall submit to the City an itemized application for payment in the format supplied by the City indicating the amount of Work completed since commencement of the Work or since the last progress payment. These applications shall be supported by evidence which is required by this Contract and such other documentation as the City may require. The Contractor shall certify that the Work for which payment is requested has been done and that the materials listed are stored where indicated.
Contractor may be required to furnish a detailed schedule of values upon request of the City and in such detail and form as the City shall request, showing the quantities, unit prices, overhead, profit, and all other expenses involved in order to provide a basis for determining the amount of progress payments.
3.1.3 Prompt Payment. City shall review and pay all progress payment requests in accordance with the provisions set forth in Section 20104.50 of the California Public Contract Code. However, no progress payments will be made for Work not completed in accordance with this Contract. Contractor shall comply with all applicable laws, rules and regulations relating to the proper payment of its employees, subcontractors, suppliers or others.
3.1.4 Contract Retentions. If this Contract is greater than Five Thousand dollars ($5,000), from each approved progress estimate, five percent (5%) will be deducted and retained by the City, and the remainder will be paid to Contractor. All Contract retention shall be released and paid to Contractor and subcontractors pursuant to California Public Contract Code Section 7107.
3.1.5 Other Retentions. In addition to Contract retentions, the City may deduct from each progress payment an amount necessary to protect City from loss because of:
(1) liquidated damages which have accrued as of the date of the application for payment; (2) any sums expended by the City in performing any of Contractor’s obligations under the Contract which Contractor has failed to perform or has performed inadequately; (3) defective Work not remedied; (4) stop notices as allowed by state law; (5) reasonable doubt that the Work can be completed for the unpaid balance of the Total Contract Price or within the scheduled completion date; (6) unsatisfactory prosecution of the Work by Contractor; (7) unauthorized deviations from the Contract; (8) failure of Contractor to maintain or submit on a timely basis proper and sufficient documentation as required by the Contract or by City during the prosecution of the Work; (9) erroneous or false estimates by Contractor of the value of the Work performed; (10) any sums representing expenses, losses, or damages as determined by the City, incurred by the City for which Contractor is liable under the Contract; and (11) any other sums which the City is entitled to recover from Contractor under the terms of the Contract or pursuant to state law, including Section 1727 of the California Labor Code. The failure by the City to deduct any of these sums from a progress payment shall not constitute a waiver of the City’s right to such sums.
3.1.6 Substitutions for Contract Retentions. Pursuant to California Public Contract Code section 22300, Contractor may substitute securities for any money withheld by the City to ensure the performance under the Contract. At the request and expense of Contractor, securities equivalent to the amount withheld shall be deposited with the City, with the State or a federally chartered bank as the escrow agent, who shall return such securities to Contractor upon satisfactory completion of the Contract. Deposit of securities with an escrow agent shall be subject to a written agreement between the escrow agent and the City, which provides that no portion of the securities shall be paid to Contractor until the City has certified to the escrow agent, in writing, that the Contract has been satisfactorily completed. The City shall certify that the Contract has been satisfactorily completed within sixty (60) days of work
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"completion" as defined in Section 7107(c) of the California Public Contract Code. Securities eligible for investment under this section shall be limited to those listed in Section 16430 of the Government Code, bank or savings & loan certificates of deposit, interest-bearing demand deposit accounts, stand-by letters of credit, or any other security mutually agreed to by Contractor.
3.1.7 Payment to Subcontractors. Contractor shall pay all subcontractors for and on account of work performed by such subcontractors in accordance with the terms of their respective subcontracts and as provided for in Section 7108.5 of the California Business and Professions Code. Such payments to subcontractors shall be based on the measurements and estimates made and progress payments provided to Contractor pursuant to this Contract.
3.1.8 Title to Work. As security for partial, progress, or other payments, title to Work for which such payments are made shall pass to the City at the time of payment. To the extent that title has not previously been vested in the City by reason of payments, full title shall pass to the City at delivery of the Work at the destination and time specified in this Contract. Such transferred title shall in each case be good, free and clear from any and all security interests, liens, or other encumbrances. Contractor promises and agrees that it will not pledge, hypothecate, or otherwise encumber the items in any manner that would result in any lien, security interest, charge, or claim upon or against said items. Such transfer of title shall not imply acceptance by the City, nor relieve Contractor from the responsibility to strictly comply with the Contract, and shall not relieve Contractor of responsibility for any loss of or damage to items.
3.1.9 Labor and Material Releases. Contractor shall furnish City with labor and material releases from all subcontractors performing work on, or furnishing materials for, the Work governed by this Contract prior to final payment by City.
3.2 Period of Performance and Liquidated Damages.
3.2.1 Contractor shall perform and complete all Work under this Contract within 70 calendar days, beginning the Effective Date of the Notice to Proceed (“Contract Time”). Contractor shall perform its Work in strict accordance with any completion schedule, construction schedule or project milestones developed by the City. Such schedules or milestones may be included as part of Exhibits “A” or “B” attached hereto, or may be provided separately in writing to Contractor. Contractor agrees that if such Work is not completed within the aforementioned Contract Time and/or pursuant to any such completion schedule, construction schedule or project milestones developed pursuant to provisions of the Contract, it is understood, acknowledged and agreed that the City will suffer damage. Pursuant to Government Code Section 53069.85, Contractor shall pay to the City as fixed and liquidated damages the sum of five hundred dollars and zero cents ($500.00) per day for each and every calendar day of delay beyond the Contract Time or beyond any completion schedule, construction schedule or Project milestones established pursuant to the Contract.
3.2.2 If Contractor is delayed in the performance or progress of the Work by a Force Majeure Event (as defined herein), then the Contractor shall be entitled to a time extension, as provided herein, when the Work stopped is on the critical path and shall not be charged liquidated damages. Such a non-compensable adjustment shall be Contractor’s sole and exclusive remedy for such delays and the Contractor will not receive an adjustment to the Total Contract Price or any other compensation. Contractor must submit a timely request in accordance with the requirements of the Contract.
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3.2.3 A Force Majeure Event shall mean an event that materially affects a party’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); (4) pandemics, epidemics or quarantine restrictions; and (5) strikes and other organized labor action occurring at the project site and the effects thereof on the work, only to the extent such strikes and other organized labor action are beyond the control of Contractor and its subcontractors, of every tier, and to the extent the effects thereof cannot be avoided by use of replacement workers. 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.
3.3 Incorporation of Documents. This Contract includes and hereby incorporates in full by reference the following documents, including all exhibits, drawings, specifications and documents therein, and attachments and addenda thereto:
• Services/Schedule (Exhibit “A”)
• Plans and Specifications (Exhibit “B”)
• Special Conditions (Exhibit “C”)
• Contractor’s Certificate Regarding Workers’ Compensation (Exhibit “D”) • Public Works Contractor Registration Certification (Exhibit “E”) • Payment and Performance Bonds (Exhibit “F”)
• Executive Order N-6-22 Certification (Exhibit “G”)
• Fleet Compliance Certification (Exhibit “H”)
• Addenda
• Notice Inviting Bids, if any
• Instructions to Bidders, if any
• Contractor’s Bid
To the extent there is a conflict between any portions of this Contract, the order of precedence shall be as follows: change orders, special conditions, technical specifications, plans/construction drawings, general contract terms, scope of work, standard plans, advertisements for bid/proposals, bids/proposals or other documents submitted by Contractor.
3.4 Contractor’s Basic Obligation; Scope of Work.
3.4.1 Scope of Work. Contractor promises and agrees, at its own cost and expense, to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately complete the Project, including all structures and facilities necessary for the Project or described in the Contract (hereinafter sometimes referred to as the “Work”), for a Total Contract Price as specified pursuant to this Contract. All Work shall be subject to, and performed in accordance with the above referenced documents, as well as the exhibits attached hereto and incorporated herein by reference. The plans and specifications for the Work are further described in Exhibit “B” attached hereto and incorporated herein by this reference. Special Conditions, if any, relating to the Work are described in Exhibit “C” attached hereto and incorporated herein by this reference.
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3.4.2 Change in Scope of Work. Any change in the scope of the Work, method of performance, nature of materials or price thereof, or any other matter materially affecting the performance or nature of the Work shall not be paid for or accepted unless such change, addition or deletion is approved in advance and in writing by a valid change order executed by the City. Should Contractor request a change order due to unforeseen circumstances affecting the performance of the Work, such request shall be made within five (5) business days of the date such circumstances are discovered or shall waive its right to request a change order due to such circumstances. If the Parties cannot agree on any change in price required by such change in the Work, the City may direct the Contractor to proceed with the performance of the change on a time and materials basis.
3.4.3 Change Orders. Changes to the Contract Time (as defined in Section
3.3) or Total Contract Price shall be in the form of a written Change Order, either signed by both parties or issued unilaterally by the City. No adjustment shall be made to the Contract Time unless the delay impacts the critical path to completion and the delay was not caused in whole or in part by the Contractor. The City’s liability to Contractor for delays for which the City is responsible shall be limited to only an extension of time unless such delays were unreasonable under the circumstances. Failure to timely request a Change Order shall constitute a waiver of any right to adjust the Contract Time or the Total Contract Price. All requests for Change Orders shall be accompanied by detailed supporting documentation, including but not limited to payroll records, invoices, schedules, and any other documentation requested by the City for the purpose of determining the additional costs or the impact of any delay. If the change involves Work bid at a unit price, then the Total Contract Price shall be increased at the unit price. If there is no unit price, then the Total Contract Price shall be adjusted to account for costs actually incurred plus an allowed mark-up of fifteen percent (15%), which shall constitute the entire amount of profit, mark-ups, field or home office overhead costs, including personnel, equipment or office space, any materials, or any costs of equipment idle time for such work.
Regardless of ownership, equipment rates shall not exceed the listed prevailing rates at local equipment rental agencies, or distributors, at the time the work is performed. Nothing herein shall prevent the Parties from agreeing to a lump sum cost.
3.4.4 Changes Ordered By City. City may at any time issue a written directive ordering additions, deletions, or changes to the Work. Contractor shall proceed with the work in accordance with the directive. To the extent the directive results in extra work or requires additional Contract Time, Contractor shall request a Change Order within seven (7) days of receiving the Work Directive. If any costs are not capable of being determined within seven (7) days, then Contractor shall request a Change Order within seven (7) days of when the costs are capable of being determined.
3.4.5 Changes Requested By Contractor. With respect to any matter that may involve or require an adjustment to the Contract Time or the Contract Price, Contractor shall provide written notice of the underlying facts and circumstances that gave rise to the potential change within seven (7) days or prior to the alteration of conditions, whichever is earlier. Failure to give notice shall constitute a waiver of Contractor’s right to a change order. If any costs are not capable of being determined within seven (7) days, then Contractor shall request a Change Order within seven (7) days of when the costs are capable of being determined.
3.5 Substitutions/”Or Equal”. Pursuant to Public Contract Code Section 3400(b), the City may make a finding that designates certain products, things, or services by specific brand or trade name. Unless specifically designated in this Contract, whenever any material,
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process, or article is indicated or specified by grade, patent, or proprietary name or by name of manufacturer, such Specifications shall be deemed to be used for the purpose of facilitating the description of the material, process or article desired and shall be deemed to be followed by the words “or equal.”
Contractor may, unless otherwise stated, offer for substitution any material, process or article which shall be substantially equal or better in every respect to that so indicated or specified in this Contract. However, the City may have adopted certain uniform standards for certain materials, processes and articles.
Contractor shall submit requests, together with substantiating data, for substitution of any “or equal” material, process or article no later than thirty-five (35) days after award of the Contract. To facilitate the construction schedule and sequencing, some requests may need to be submitted before thirty-five (35) days after award of Contract. Provisions regarding submission of “or equal” requests shall not in any way authorize an extension of time for performance of this Contract. If a proposed “or equal” substitution request is rejected, Contractor shall be responsible for providing the specified material, process or article. The burden of proof as to the equality of any material, process or article shall rest with Contractor.
The City has the complete and sole discretion to determine if a material, process or article is an “or equal” material, process or article that may be substituted. Data required to substantiate requests for substitutions of an “or equal” material, process or article data shall include a signed affidavit from Contractor stating that, and describing how, the substituted “or equal” material, process or article is equivalent to that specified in every way except as listed on the affidavit.
Substantiating data shall include any and all illustrations, specifications, and other relevant data including catalog information which describes the requested substituted “or equal” material, process or article, and substantiates that it is an “or equal” to the material, process or article. The substantiating data must also include information regarding the durability and lifecycle cost of the requested substituted “or equal” material, process or article. Failure to submit all the required substantiating data, including the signed affidavit, to the City in a timely fashion will result in the rejection of the proposed substitution.
Contractor shall bear all of the City’s costs associated with the review of substitution requests. Contractor shall be responsible for all costs related to a substituted “or equal” material, process or article. Contractor is directed to the Special Conditions (if any) to review any findings made pursuant to Public Contract Code section 3400.
3.6 Standard of Performance; Performance of Employees. Contractor shall perform all Work under this Contract in a skillful and workmanlike manner, and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Contractor represents and maintains that it is skilled in the professional calling necessary to perform the Work. Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Work assigned to them.
Finally, Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Work, including a City Business License, and that such licenses and approvals shall be
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maintained throughout the term of this Contract. As provided for in the indemnification provisions of this Contract, Contractor shall perform, at its own cost and expense and without reimbursement from the City, any work necessary to correct errors or omissions which are caused by Contractor’s failure to comply with the standard of care provided for herein. Any employee who is determined by the City to be uncooperative, incompetent, a threat to the safety of persons or the Work, or any employee who fails or refuses to perform the Work in a manner acceptable to the City, shall be promptly removed from the Project by Contractor and shall not be re-employed on the Work.
3.7 Control and Payment of Subordinates; Contractual Relationship. City retains Contractor on an independent contractor basis and Contractor is not an employee of City. Any additional personnel performing the work governed by this Contract on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Contractor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance under this Contract and as required by law. Contractor shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance.
3.8 City’s Basic Obligation. City agrees to engage and does hereby engage Contractor as an independent contractor to furnish all materials and to perform all Work according to the terms and conditions herein contained for the sum set forth above. Except as otherwise provided in the Contract, the City shall pay to Contractor, as full consideration for the satisfactory performance by Contractor of the services and obligations required by this Contract, the below-referenced compensation in accordance with compensation provisions set forth in the Contract.
3.9 Labor.
3.9.1 Prevailing Wages. Contractor is aware of the requirements of California Labor Code Section 1720 et seq., and 1770 et seq., as well as California Code of Regulations, Title 8, Section 16000 et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on “public works” and “maintenance” projects. Since the Work is 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. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Contract. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at Contractor’s principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor and any subcontractor shall forfeit a penalty of up to $200 per calendar day or portion thereof for each worker paid less than the prevailing wage rates.
3.9.2 Apprenticeable Crafts. When Contractor employs workmen in an apprenticeable craft or trade, Contractor shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works. The primary responsibility for compliance with said section for all
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apprenticeable occupations shall be with Contractor. The Contractor or any subcontractor that is determined by the Labor Commissioner to have knowingly violated Section 1777.5 shall forfeit as a civil penalty an amount not exceeding $100 for each full calendar day of noncompliance, or such greater amount as provided by law.
3.9.3 Hours of Work. Contractor is advised that eight (8) hours labor constitutes a legal day’s work. Pursuant to Section 1813 of the California Labor Code, Contractor shall forfeit a penalty of $25.00 per worker for each day that each worker is permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week, except when payment for overtime is made at not less than one and one-half (1-1/2) times the basic rate for that worker.
3.9.4 Payroll Records. Contractor and each subcontractor shall keep an accurate payroll record, showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by him or her in connection with the public work. The payroll records shall be certified and shall be available for inspection at all reasonable hours at the principal office of Contractor in the manner provided in Labor Code section 1776. In the event of noncompliance with the requirements of this section, Contractor shall have 10 days in which to comply subsequent to receipt of written notice specifying in what respects such Contractor must comply with this section. Should noncompliance still be evident after such 10-day period, Contractor shall, as a penalty to City, forfeit not more than $100.00 for each calendar day or portion thereof, for each worker, until strict compliance is effectuated. The amount of the forfeiture is to be determined by the Labor Commissioner. A contractor who is found to have violated the provisions of law regarding wages on Public Works with the intent to defraud shall be ineligible to bid on Public Works contracts for a period of one to three years as determined by the Labor Commissioner. Upon the request of the Division of Apprenticeship Standards or the Division of Labor Standards Enforcement, such penalties shall be withheld from progress payments then due. The responsibility for compliance with this section is on Contractor. In accordance with Labor Code section 1771.4, the Contractor and each subcontractor shall furnish the certified payroll records directly to the Department of Industrial Relations (“DIR”) on a weekly basis and in the format prescribed by the DIR, which may include electronic submission. The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.
3.9.5 Contractor and Subcontractor Registration. Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the DIR. No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the DIR to perform public work. Contractor is directed to review, fill out and execute the Public Works Contractor Registration Certification attached hereto as Exhibit “E” prior to contract execution. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.
3.9.6 Labor Compliance; Stop Orders. This Project is subject to compliance monitoring and enforcement by the DIR. It shall be the Contractor’s sole responsibility to evaluate and pay the cost of complying with all labor compliance requirements under this
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Contract and applicable law. Any stop orders issued by the DIR against Contractor or any subcontractor that affect Contractor’s performance of Work, including any delay, shall be Contractor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Contractor caused delay subject to any applicable liquidated damages and shall not be compensable by the City. Contractor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Contractor or any subcontractor.
3.10 Performance of Work; Jobsite Obligations.
3.10.1 Water Quality Management and Compliance.
3.10.1.1 Water Quality Management and Compliance. Contractor shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Work including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); local ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter-Cologne Water Quality Control Act, to any ground or surface water in the State.
3.10.1.2 Compliance with the Statewide Construction General Permit.
Contractor shall comply with all conditions of the most recent iteration of the National Pollutant Discharge Elimination System General Permit for Storm Water Discharges Associated with Construction Activity, issued by the California State Water Resources Control Board (“Permit”).
It shall be Contractor’s sole responsibility to file a Notice of Intent and procure coverage under the Permit for all construction activity which results in the disturbance of more than one acre of total land area or which is part of a larger common area of development or sale. Prior to initiating work, Contractor shall be solely responsible for preparing and implementing a Storm Water Pollution Prevention Plan (SWPPP) as required by the Permit. Contractor shall be responsible for procuring, implementing and complying with the provisions of the Permit and the SWPPP, including the standard provisions, and monitoring and reporting requirements as required by the Permit. The Permit requires the SWPPP to be a “living document” that changes as necessary to meet the conditions and requirements of the job site as it progresses through difference phases of construction and is subject to different weather conditions. It shall be Contractor’s sole responsibility to update the SWPPP as necessary to address conditions at the project site.
3.10.1.3 Other Water Quality Rules Regulations and Policies.
Contractor shall comply with the lawful requirements of any applicable municipality, drainage City, or local agency regarding discharges of storm water to separate storm drain systems or other watercourses under their jurisdiction, including applicable requirements in municipal storm water management programs.
3.10.1.4 Cost of Compliance. Storm, surface, nuisance, or other waters may be encountered at various times during construction of the Work. Therefore, the Contractor, hereby acknowledges that it has investigated the risk arising from such waters and assumes any and all risks and liabilities arising therefrom.
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3.10.1.5 Liability for Non-Compliance. Failure to comply with laws, regulations, standards, ordinances, and permits listed in Sections 3.10.1.1, 3.10.1.2, 3.10.1.3, and 3.10.1.4 of the Contract is a violation of federal and state law. Pursuant to the indemnification provisions of this Contract, Contractor hereby agrees to defend, indemnify and hold harmless the City and its directors, officials, officers, employees, volunteers and agents for any alleged violations. In addition, City may seek damages from Contractor for any delay in completing the Work in accordance with the Contract, if such delay is caused by or related to Contractor’s failure to comply with the Permit.
3.10.1.6 Reservation of Right to Defend. City reserves the right to defend any enforcement action brought against the City for Contractor’s failure to comply with the Permit or any other relevant water quality law, regulation, or policy. Pursuant to the indemnification provisions of this Contract, Contractor hereby agrees to be bound by, and to reimburse the City for the costs (including the City’s attorney’s fees) associated with, any settlement reached between the City and the relevant enforcement entity.
3.10.1.7 Training. In addition to the standard of performance requirements set forth in this Contract, Contractor warrants that all employees and subcontractors shall have sufficient skill and experience to perform the work assigned to them without impacting water quality in violation of the laws, regulations and policies described in paragraph 3.10.1. Contractor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in paragraph 3.10.1 as they may relate to the Work provided under this Contract. Upon request, City will provide the Contractor with a list of training programs that meet the requirements of this paragraph.
3.10.2 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. Contractor shall comply with the requirements of the specifications relating to safety measures applicable in particular operations or kinds of work. In carrying out its Work, Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Work and the conditions under which the Work is to be performed. Safety precautions as applicable shall include, but shall not be limited to, adequate life protection and lifesaving equipment; adequate illumination for underground and night operations; instructions in accident prevention for all employees, such as machinery guards, safe walkways, scaffolds, ladders, bridges, gang planks, confined space procedures, trenching and shoring, fall protection and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and adequate facilities for the proper inspection and maintenance of all safety measures.
Furthermore, Contractor shall prominently display the names and telephone numbers of at least two medical doctors practicing in the vicinity of the Project, as well as the telephone number of the local ambulance service, adjacent to all telephones at the Project site.
3.10.3 Laws and Regulations. Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Contract or the Work, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with the Work. If Contractor observes that the drawings or specifications are at variance with any law, rule or regulation, it shall promptly notify the City in writing. Any necessary changes shall be made by written change order. If Contractor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written
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notice to the City, Contractor shall be solely responsible for all costs arising therefrom. City is a public entity of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Contract to the same extent as though set forth herein and will be complied with.
Contractor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Contract, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.
3.10.4 Permits and Licenses. Contractor shall be responsible for securing City permits and licenses necessary to perform the Work described herein, including, but not limited to, a City Business License. While Contractor will not be charged a fee for any City permits, Contractor shall pay the City’s applicable business license fee. Any ineligible contractor or subcontractor pursuant to Labor Code Sections 1777.1 and 1777.7 may not perform work on this Project.
3.10.5 Trenching Work. If the Total Contract Price exceeds $25,000 and if the Work governed by this Contract entails excavation of any trench or trenches five (5) feet or more in depth, Contractor shall comply with all applicable provisions of the California Labor Code, including Section 6705. To this end, Contractor shall submit for City’s review and approval a detailed plan showing the design of shoring, bracing, sloping, or other provisions to be made for worker protection from the hazard of caving ground during the excavation of such trench or trenches. If such plan varies from the shoring system standards, the plan shall be prepared by a registered civil or structural engineer.
3.10.6 Hazardous Materials and Differing Conditions. As required by California Public Contract Code Section 7104, if this Contract involves digging trenches or other excavations that extend deeper than four (4) feet below the surface, Contractor shall promptly, and prior to disturbance of any conditions, notify City of: (1) any material discovered in excavation that Contractor believes to be a hazardous waste that is required to be removed to a Class I, Class II or Class III disposal site; (2) subsurface or latent physical conditions at the site differing from those indicated by City; and (3) unknown physical conditions of an unusual nature at the site, significantly different from those ordinarily encountered in such contract work. Upon notification, City shall promptly investigate the conditions to determine whether a change order is appropriate. In the event of a dispute, Contractor shall not be excused from any scheduled completion date and shall proceed with all Work to be performed under the Contract, but shall retain all rights provided by the Contract or by law for making protests and resolving the dispute.
3.10.7 Underground Utility Facilities. To the extent required by Section 4215 of the California Government Code, City shall compensate Contractor for the costs of: (1) locating and repairing damage to underground utility facilities not caused by the failure of Contractor to exercise reasonable care; (2) removing or relocating underground utility facilities not indicated in the construction drawings; and (3) equipment necessarily idled during such work. Contractor shall not be assessed liquidated damages for delay caused by failure of City to provide for removal or relocation of such utility facilities.
3.10.8 Air Quality. Contractor shall fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the air pollution control district or air quality management district with jurisdiction (Air District) and/or California Air
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Resources Board (CARB). Although the Air District and CARB limits and requirements are more broad, Contractor shall specifically be aware of their application to "portable equipment", which definition is considered by Air District and CARB to include any item of equipment with a fuel-powered engine.
The California Air Resources Board (“CARB”) implemented amendments to the In-Use Off-Road Diesel-Fueled Fleets Regulations (“Regulation”) which are effective on January 1, 2024 and apply broadly to all self-propelled off road diesel vehicles 25 horsepower or greater and other forms of equipment used in California. A copy of the Regulation is available at https://ww2.arb.ca.gov/sites/default/files/barcu/regact/2022/off-roaddiesel/appa-1.pdf.
Contractors and Subcontractors are required to comply with all CARB and Regulation requirements, including, without limitation, all applicable sections of the Regulation, as codified in Title 13 of the California Code of Regulations section 2449 et seq. throughout the term of the Project. Contractors must provide, with their Bid, copies of Bidder’s and all listed subcontractors the most recent, valid Certificate of Reported Compliance (“CRC”) issued by CARB. Failure to provide valid CRCs as required herein in “Exhibit H” may render the Bid non-responsive.
Contractor shall comply, and shall ensure all subcontractors comply, with all applicable requirements of Title 13, California Code of Regulations Division 3, Chapter 9 and all pending amendments (“Regulation”). Throughout the Project, and for three (3) years thereafter, Contractor shall make available for inspection and copying any and all documents or information associated with Contractor’s and any subcontractors’ fleet including, without limitation, all Certificates of Reported Compliance, fuel/refueling records, maintenance records, emissions records, and any other information the Contractor is required to produce, keep or maintain pursuant to the Regulation upon two (2) calendar days’ notice from the District. Contractor shall indemnify District against any fines or penalties imposed by Air District, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Contractor, its subcontractors, or others for whom Contractor is responsible under its indemnity obligations provided for in this Agreement.
3.10.9 State Recycling Mandates. Contractor shall comply with State Recycling Mandates. Any recyclable materials/debris collected by the contractor that can be feasibly diverted via reuse or recycling must be hauled by the appropriate handler for reuse or recycling.
3.10.10 Inspection Of Site. Contractor has visited sites where Work is to be performed and has become acquainted with all conditions affecting the Work. Contractor warrants that it has made such examinations as it deems necessary to determine the condition of the Work sites, its accessibility to materials, workmen and equipment, and to determine the Contractor’s ability to protect existing surface and subsurface improvements. No claim for allowances–time or money–will be allowed as to such matters.
3.10.11 Field Measurements. Contractor shall make field measurements, verify field conditions and shall carefully compare such field measurements and conditions and other information known to Contractor with the Contract Documents before commencing activities. Errors, inconsistencies or omissions discovered shall be reported to the City immediately and prior to performing any work or altering the condition.
3.11 Completion of Work. When Contractor determines that it has completed the Work required herein, Contractor shall so notify City in writing and shall furnish all labor and material releases required by this Contract. City shall thereupon inspect the Work. If the Work is not acceptable to the City, the City shall indicate to Contractor in writing the specific portions
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or items of Work which are unsatisfactory or incomplete. Once Contractor determines that it has completed the incomplete or unsatisfactory Work, Contractor may request a re-inspection by the City. Once the Work is acceptable to City, City shall pay to Contractor the Total Contract Price remaining to be paid, less any amount which City may be authorized or directed by law to retain. Payment of retention proceeds due to Contractor shall be made in accordance with Section 7107 of the California Public Contract Code.
3.12 Claims; Government Code Claim Compliance.
3.12.1 Intent. Effective January 1, 1991, Section 20104 et seq., of the California Public Contract Code prescribes a process utilizing informal conferences, non-binding judicial supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Effective January 1, 2017, Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims.
The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.
3.12.2 Claims. For purposes of this Section, “Claim” means a separate demand by the Contractor, after a change order duly requested in accordance with the terms of this Contract has been denied by the City, for (A) a time extension, (B) payment of money or damages arising from Work done by or on behalf of the Contractor pursuant to the Contract, or (C) an amount the payment of which is disputed by the City. A “Claim” does not include any demand for payment for which the Contractor has failed to provide notice, request a change order, or otherwise failed to follow any procedures contained in the Contract Documents.
3.12.3 Filing Claims. Claims governed by this Section may not be filed unless and until the Contractor completes all procedures for giving notice of delay or change and for the requesting of a time extension or change order, including but not necessarily limited to the change order procedures contained herein, and Contractor’s request for a change has been denied in whole or in part. Claims governed by this Section must be filed no later than fourteen (14) days after a request for change has been denied in whole or in part or after any other event giving rise to the Claim. The Claim shall be submitted in writing to the City and shall include on its first page the following in 16 point capital font: “THIS IS A CLAIM.” Furthermore, the claim shall include the documents necessary to substantiate the claim. Nothing in this Section is intended to extend the time limit or supersede notice requirements otherwise provided by contract for the filing of claims, including all requirements pertaining to compensation or payment for extra Work, disputed Work, and/or changed conditions. Failure to follow such contractual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon.
3.12.4 Supporting Documentation. The Contractor shall submit all claims in the following format:
3.12.4.1 Summary of claim merit and price, reference Contract Document provisions pursuant to which the claim is made
3.12.4.2 List of documents relating to claim:
A. Specifications
B. Drawings
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C. Clarifications (Requests for Information)
D. Schedules
E. Other
3.12.4.3 Chronology of events and correspondence
3.12.4.4 Analysis of claim merit
3.12.4.5 Analysis of claim cost, including calculations and supporting documents
3.12.4.6 Time impact analysis in CPM format
3.12.4.7 If Contractor’s claim is based in whole or in part on an allegation of errors or omissions in the Drawings or Specifications for the Project, Contractor shall provide a summary of the percentage of the claim subject to design errors or omissions and shall obtain a certificate of merit in support of the claim of design errors and omissions.
3.12.4.8 If Contractor’s claim is based in whole or in part on an allegation of errors or omissions in the Drawings or Specifications for the Project, Contractor shall provide a summary of the percentage of the claim subject to design errors or omissions and shall obtain a certificate of merit in support of the claim of design errors and omissions.
3.12.5 City’s Response. Upon receipt of a Claim pursuant to this Section, City shall conduct a reasonable review of the Claim and, within a period not to exceed 45 days of receipt of the Claim, or as extended by mutual agreement, shall provide the Contractor a written statement identifying what portion of the Claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the Claim will be processed and made within 60 days after the City issues its written statement.
3.12.5.1 If City needs approval from its governing body to provide the Contractor a written statement identifying the disputed portion and the undisputed portion of the Claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a Claim sent by registered mail or certified mail, return receipt requested, City shall have up to three (3) days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion.
3.12.5.2 Within 30 days of receipt of a Claim, City may request in writing additional documentation supporting the Claim or relating to defenses or claims City may have against the Contractor. If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor.
City’s written response to the Claim, shall be submitted to the Contractor within 30 Days (if the Claim is less than $50,000, within 15 Days) after receipt of the additional documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater.
3.12.6 Meet and Confer. If the Contractor disputes City’s written response, or City fails to respond within the time prescribed, the Contractor may so notify City, in writing, within 15 Days of receipt of City’s response or the City’s failure to respond, and demand an informal conference to meet and confer for settlement of the issues in dispute. Upon receipt of a
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demand, City shall schedule a meet and confer conference within 30 Days for settlement of the dispute.
3.12.7 Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the Claim or any portion of the Claim remains in dispute, City shall provide the Contractor a written statement identifying the portion of the Claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the Claim shall be processed and made within 60 Days after City issues its written statement. Any disputed portion of the Claim, as identified by the Contractor in writing, shall be submitted to nonbinding mediation, with City and the Contractor sharing the associated costs equally. City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the Claim has been identified in writing, unless the Parties agree to select a mediator at a later time.
3.12.7.1 If the Parties cannot agree upon a mediator, each Party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each Party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator.
3.12.7.2 For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the Parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section.
3.12.7.3 Unless otherwise agreed to by City and the Contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after litigation has been commenced.
3.12.7.4 The mediation shall be held no earlier than the date the Contractor completes the Work or the date that the Contractor last performs Work, whichever is earlier. All unresolved Claims shall be considered jointly in a single mediation, unless a new unrelated Claim arises after mediation is completed.
3.12.8 Procedures After Mediation. If following the mediation, the Claim or any portion remains in dispute, the Contractor must file a claim pursuant to Chapter 1 (commencing with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.6 of Title 1 of the Government Code. For purposes of those provisions, the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written Claim pursuant to subdivision (a) until the time the Claim is denied, including any period of time utilized by the meet and confer conference or mediation.
3.12.9 Civil Actions. The following procedures are established for all civil actions filed to resolve Claims of $375,000 or less:
3.12.9.1 Within 60 Days, but no earlier than 30 Days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both Parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the terms of these procedures. The mediation process shall provide for the selection within 15 Days by both Parties of a disinterested third person as mediator, shall be commenced within 30
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Days of the submittal, and shall be concluded within 15 Days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court.
3.12.9.2 If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1114.11 of that code. The Civil Discovery Act of 1986 (Article 3 (commencing with Section 2016) of Chapter 3 of Title 3 of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.
3.12.9.3 In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, (A) arbitrators shall, when possible, be experienced in construction law, and (B) any party appealing an arbitration award who does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, also pay the attorney’s fees on appeal of the other party.
3.12.10 Government Code Claim Procedures.
3.12.10.1 This section does not apply to tort claims and nothing in this section is intended nor shall be construed to change the time periods for filing tort claims or actions specified by Chapter 1 (commending with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.5 of Title 1 of the Government Code.
3.12.10.2 In addition to any and all Contract requirements pertaining to notices of and requests for adjustments to the Contract Time, Contract Price, or compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City.
3.12.10.3 Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to adjustment of the Contract Time, Contract Price, or compensation or payment for extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor may not file any action against the City.
3.12.10.4 A Government Code claim must be filed no earlier than the date the work is completed or the date the Contractor last performs work on the Project, whichever occurs first. A Government Code claim shall be inclusive of all unresolved Claims known to the Contractor excepting only new unrelated Claims that arise after the Government Code claim is submitted.
3.12.11 Non-Waiver. City’s failure to respond to a Claim from the Contractor within the time periods described in this section or to otherwise meet the time requirements of this section shall result in the Claim being deemed rejected in its entirety and shall not constitute a waiver of any rights under this section.
3.13 Loss and Damage. Except as may otherwise be limited by law, Contractor shall be responsible for all loss and damage which may arise out of the nature of the Work agreed to herein, or from the action of the elements, or from any unforeseen difficulties which may arise or
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be encountered in the prosecution of the Work until the same is fully completed and accepted by City. In the event of damage proximately caused by an Act of God, as defined by Section 7105 of the Public Contract Code, the City may terminate this Contract pursuant to the termination provisions in this Contract; provided, however, that the City needs to provide Contractor with only one (1) day advanced written notice.
3.14 Indemnification.
3.14.1 Scope of Indemnity. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, employees, agents and volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Contractor, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Contractor’s services, the Project or this Contract, including without limitation the payment of all consequential damages, expert witness fees, attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent required by Civil Code section 2782, Contractor’s indemnity obligation shall not apply to such loss or damage which is caused by the sole or active negligence or willful misconduct of the City.
3.14.2 Additional Indemnity Obligations. Contractor shall defend, with counsel of City’s choosing and at Contractor’s own cost, expense and risk, any and all Claims covered by this section that may be brought or instituted against City or its officials, employees, agents and authorized volunteers. In addition, Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and authorized volunteers as part of any such claim, suit, action or other proceeding. Contractor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and authorized volunteers as part of any such claim, suit, action or other proceeding.
Such reimbursement shall include payment for City’s attorney’s fees and costs, including expert witness fees. Contractor shall reimburse City and its officials, employees, agents and authorized volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor’s obligation to indemnify shall survive expiration or termination of this Contract, and shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and authorized volunteers.
3.15 Insurance.
3.15.1 Time for Compliance. Contractor shall not commence Work under this Contract until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Contractor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Contract for cause.
3.15.2 Minimum Requirements. Contractor shall, at its expense, procure and maintain for the duration of the Contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work
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hereunder by Contractor, its agents, representatives, employees or subcontractors. Contractor shall also require all of its subcontractors to procure and maintain the same insurance for the duration of the Contract. Such insurance shall meet at least the following minimum levels of coverage:
3.15.2.1 Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 00 01) OR Insurance Services Office Owners and Contractors Protective Liability Coverage Form (CG 00 09 11 88) (coverage for operations of designated contractor); (2) Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 00 01, code 1 (any auto); (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance; and (4) Builders’/All Risk: Builders’/All Risk insurance covering for all risks of loss, including explosion, collapse, underground excavation and removal of lateral support (and including earthquakes and floods if requested by the City).
Policies shall not contain exclusions contrary to this Contract.
3.15.2.2 Minimum Limits of Insurance. Contractor shall maintain limits no less than: (1) General Liability: $2,000,000 per occurrence and $4,000,000 general aggregate for bodily injury, personal injury and property damage; (2) Automobile Liability:
$1,000,000 per accident for bodily injury and property damage; (3) Workers’ Compensation and Employer’s Liability: Workers’ compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 each accident, policy limit bodily injury or disease, and each employee bodily injury or disease; and (4) Builders’/All Risk: Completed value of the project. Defense costs shall be available in addition to the limits. Notwithstanding the minimum limits specified herein, any available coverage shall be provided to the parties required to be named as additional insureds pursuant to this Contract.
3.15.2.3 Notices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Contractor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Contract does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Contractor or the City may withhold amounts sufficient to pay premium from Contractor payments. In the alternative, the City may suspend or terminate this Contract.
3.15.3 Insurance Endorsements. The insurance policies shall contain the following provisions, or Contractor shall provide endorsements (amendments) on forms supplied or approved by the City to add the following provisions to the insurance policies:
3.15.3.1 General Liability. (1) Such policy shall give the City, its officials, employees, agents and volunteers additional insured status using ISO endorsements CG20 10 10 01 plus CG20 37 10 01, or endorsements providing the exact same coverage, with respect to the Work or operations performed by or on behalf of Contractor, including materials, parts or equipment furnished in connection with such work; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or
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any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or selfinsurance maintained by the City, its officials, employees, agents and volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it.
3.15.3.2 Automobile Liability. (1) Such policy shall give the City, its officials, employees, agents and volunteers additional insured status with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by Contractor or for which Contractor is responsible; (2) all policies shall waive or shall permit Contractor to waive all rights of subrogation which may be obtained by the Contractor or any insurer by virtue of payment of any loss or any coverage provided to any person named as an additional insured pursuant to this Contract, and Contractor agrees to waive all such rights of subrogation; and (3) the insurance coverage shall be primary insurance as respects the City, its officials, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of Contractor’s scheduled underlying coverage. Any insurance or self-insurance maintained by the City, its officials, employees, agents and volunteers shall be excess of Contractor’s insurance and shall not be called upon to contribute with it in any way.
3.15.3.3 Workers’ Compensation and Employer’s Liability Coverage.
The insurer shall agree to waive all rights of subrogation against the City, its officials, employees, agents and volunteers for losses paid under the terms of the insurance policy which arise from work performed by Contractor.
3.15.3.4 All Coverages. Each insurance policy required by this Contract shall be endorsed to state that: (1) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City; and (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its officials, employees, agents and volunteers.
3.15.4 Builders’/All Risk Policy Requirements. The builders’/all risk insurance shall provide that the City be named as loss payee. In addition, the insurer shall waive all rights of subrogation against the City.
3.15.5 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its officials, employees, agents and volunteers.
3.15.6 Professional Liability Insurance. All architects, engineers, consultants or design professionals retained by Contractor shall also procure and maintain, for a period of five (5) years following completion of the Contract, errors and omissions liability insurance with a limit of not less than $1,000,000 per occurrence. This insurance shall name the City, its directors, officials, officers, employees, agents and volunteers as additional and insureds with respect to Work performed, and shall otherwise comply with all requirements of this Section.
Defense costs shall be paid in addition to the limits.
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3.15.7 Deductibles and Self-Insurance Retentions. Any deductibles or selfinsured retentions must be declared to and approved by the City. Contractor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its officials, employees, agents and authorized volunteers; or (2) the Contractor shall procure a bond or other financial guarantee acceptable to the City guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses.
3.15.8 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VII, licensed to do business in California, and satisfactory to the City. Exception may be made for the State Compensation Insurance Fund when not specifically rated.
3.15.9 Verification of Coverage. Contractor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Contract on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms supplied or approved by the City. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.
3.15.10 Subcontractors. All subcontractors shall meet the requirements of this Section before commencing Work. Contractor shall furnish separate certificates and endorsements for each subcontractor. Subcontractor policies of General Liability insurance shall name the City, its officials, employees, agents and authorized volunteers as additional insureds using form ISO 20 38 04 13 or endorsements providing the exact same coverage. All coverages for subcontractors shall be subject to all of the requirements stated herein except as otherwise agreed to by the City in writing.
3.15.11 Reporting of Claims. Contractor shall report to the City, in addition to Contractor’s insurer, any and all insurance claims submitted by Contractor in connection with the Work under this Contract.
3.16 Bond Requirements.
3.16.1 Payment Bond. If required by law or otherwise specifically requested by City in Exhibit “F” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Contract a Payment Bond in an amount required by the City and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the City.
3.16.2 Performance Bond. If specifically requested by City in Exhibit “F” attached hereto and incorporated herein by reference, Contractor shall execute and provide to City concurrently with this Contract a Performance Bond in an amount required by the City and in a form provided or approved by the City. If such bond is required, no payment will be made to Contractor until the bond has been received and approved by the City.
3.16.3 Bond Provisions. Should, in City’s sole opinion, any bond become insufficient or any surety be found to be unsatisfactory, Contractor shall renew or replace the effected bond within (ten) 10 days of receiving notice from City. In the event the surety or
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Contractor intends to reduce or cancel any required bond, at least thirty (30) days prior written notice shall be given to the City, and Contractor shall post acceptable replacement bonds at least ten (10) days prior to expiration of the original bonds. No further payments shall be deemed due or will be made under this Contract until any replacement bonds required by this Section are accepted by the City. To the extent, if any, that the Total Contract Price is increased in accordance with the Contract, Contractor shall, upon request of the City, cause the amount of the bond to be increased accordingly and shall promptly deliver satisfactory evidence of such increase to the City. If Contractor fails to furnish any required bond, the City may terminate the Contract for cause.
3.16.4 Surety Qualifications. Only bonds executed by an admitted surety insurer, as defined in California Code of Civil Procedure Section 995.120, shall be accepted. If a California-admitted surety insurer issuing bonds does not meet these requirements, the insurer will be considered qualified if it is in conformance with Section 995.660 of the California Code of Civil Procedure, and proof of such is provided to the City.
3.17 Warranty. Contractor warrants all Work under the Contract (which for purposes of this Section shall be deemed to include unauthorized work which has not been removed and any non-conforming materials incorporated into the Work) to be of good quality and free from any defective or faulty material and workmanship. Contractor agrees that for a period of one year (or the period of time specified elsewhere in the Contract or in any guarantee or warranty provided by any manufacturer or supplier of equipment or materials incorporated into the Work, whichever is later) after the date of final acceptance, Contractor shall within ten (10) days after being notified in writing by the City of any defect in the Work or non-conformance of the Work to the Contract, commence and prosecute with due diligence all Work necessary to fulfill the terms of the warranty at its sole cost and expense. Contractor shall act sooner as requested by the City in response to an emergency. In addition, Contractor shall, at its sole cost and expense, repair and replace any portions of the Work (or work of other contractors) damaged by its defective Work or which becomes damaged in the course of repairing or replacing defective Work. For any Work so corrected, Contractor’s obligation hereunder to correct defective Work shall be reinstated for an additional one year period, commencing with the date of acceptance of such corrected Work. Contractor shall perform such tests as the City may require to verify that any corrective actions, including, without limitation, redesign, repairs, and replacements comply with the requirements of the Contract. All costs associated with such corrective actions and testing, including the removal, replacement, and reinstitution of equipment and materials necessary to gain access, shall be the sole responsibility of Contractor. All warranties and guarantees of subcontractors, suppliers and manufacturers with respect to any portion of the Work, whether express or implied, are deemed to be obtained by Contractor for the benefit of the City, regardless of whether or not such warranties and guarantees have been transferred or assigned to the City by separate agreement and Contractor agrees to enforce such warranties and guarantees, if necessary, on behalf of the City. In the event that Contractor fails to perform its obligations under this Section, or under any other warranty or guaranty under this Contract, to the reasonable satisfaction of the City, the City shall have the right to correct and replace any defective or non-conforming Work and any work damaged by such work or the replacement or correction thereof at Contractor’s sole expense. Contractor shall be obligated to fully reimburse the City for any expenses incurred hereunder upon demand.
3.18 Employee/Labor Certifications.
3.18.1 Contractor’s Labor Certification. By its signature hereunder, Contractor certifies that he is aware of the provisions of Section 3700 of the California Labor
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Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Work. A certification form for this purpose, which is attached to this Contract as Exhibit “D” and incorporated herein by reference, shall be executed simultaneously with this Contract.
3.18.2 Equal Opportunity Employment. Contractor represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or other interests protected by the State or Federal Constitutions. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
3.18.3 Verification of Employment Eligibility. By executing this Contract, Contractor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time, and shall require all subcontractors and sub-subcontractors to comply with the same.
3.19 Termination. This Contract may be terminated by City at any time, either with our without cause, by giving Contractor three (3) days advance written notice. In the event of termination by City for any reason other than the fault of Contractor, City shall pay Contractor for all Work performed up to that time as provided herein. In the event of breach of the Contract by Contractor, City may terminate the Contract immediately without notice, may reduce payment to Contractor in the amount necessary to offset City’s resulting damages, and may pursue any other available recourse against Contractor. Contractor may not terminate this Contract except for cause. In the event this Contract is terminated in whole or in part as provided, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Further, if this Contract is terminated as provided, City may require Contractor to provide all finished or unfinished documents, data, diagrams, drawings, materials or other matter prepared or built by Contractor in connection with its performance of this Contract. Contractor shall be required to provide such document and other information within fifteen (15) days of the request.
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3.20 City Officers and Employees: Non-Discrimination.
3.20.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by the City or for any amount which may become due to the Contractor or to its successor, or for breach of any obligation of the terms of this Contract.
3.20.2 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 Contract nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Contract 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 Contract.
3.20.3 Covenant Against Discrimination. In connection with its performance under this Contract, 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 Contract, and in executing this Contract, 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
7.05.02, including without limitation the provision of benefits, relating to non-discrimination in city contracting.
3.21 General Provisions.
3.21.1 City’s Representative. The City hereby designates City Manager, or his or her designee, to act as its representative for the performance of this Contract (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Contractor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.
3.21.2 Contractor’s Representative. Before starting the Work, Contractor shall submit in writing the name, qualifications and experience of its proposed representative who shall be subject to the review and approval of the City (“′Contractor’s Representative”).
Following approval by the City, Contractor’s Representative shall have full authority to represent and act on behalf of Contractor for all purposes under this Contract. Contractor’s Representative shall supervise and direct the Work, using his best skill and attention, and shall be responsible for all construction means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Work under this Contract. Contractor’s Representative shall devote full time to the Project and either he or his designee, who shall be acceptable to the City, shall be present at the Work site at all times that any Work is in progress and at any time that any employee or subcontractor of Contractor is present at the Work site.
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Arrangements for responsible supervision, acceptable to the City, shall be made for emergency Work which may be required. Should Contractor desire to change its Contractor’s Representative, Contractor shall provide the information specified above and obtain the City’s written approval.
3.21.3 Contract Interpretation. Should any question arise regarding the meaning or import of any of the provisions of this Contract or written or oral instructions from City, the matter shall be referred to City’s Representative, whose decision shall be binding upon Contractor.
3.21.4 Anti-Trust Claims. This provision shall be operative if this Contract is applicable to California Public Contract Code Section 7103.5. In entering into this Contract to supply goods, services or materials, Contractor hereby offers and agrees to assign to the City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Section 15) or under the Cartwright Act (Chapter 2, commencing with Section 16700, of Part 2 of Division 7 of the Business and Professions Code) arising from purchases of goods, services, or materials pursuant to the Contract. This assignment shall be made and become effective at the time the City tender final payment to Contractor, without further acknowledgment by the Parties.
3.21.5 Notices. All notices hereunder and communications regarding interpretation of the terms of the Contract or changes thereto shall be provided by the mailing thereof by registered or certified mail, return receipt requested, postage prepaid and addressed as follows:
To City: City of Palm Springs
Attention: City Manager/ City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, California 92262
To Contractor: [***INSERT CONTRACTOR’S CONTACT INFORMATION***] Any notice so given shall be considered received by the other Party three (3) days after deposit in the U.S. Mail as stated above and addressed to the Party at the above address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.
3.21.6 Time of Essence. Time is of the essence in the performance of this Contract.
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3.21.7 Assignment Forbidden. Contractor shall not, either voluntarily or by action of law, assign or transfer this Contract or any obligation, right, title or interest assumed by Contractor herein without the prior written consent of City. If Contractor attempts an assignment or transfer of this Contract or any obligation, right, title or interest herein, City may, at its option, terminate and revoke the Contract and shall thereupon be relieved from any and all obligations to Contractor or its assignee or transferee.
3.21.8 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.
3.21.9 Laws; Venue. This Contract shall be interpreted in accordance with the laws of the State of California. If any action is brought to interpret or enforce any term of this Contract, the action shall be brought in a state or federal court situated in the County of Riverside, State of California.
3.21.10 Attorneys’ Fees. If either Party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Contract, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys’ fees and all other costs of such action.
3.21.11 Counterparts. This Contract may be executed in counterparts, each of which shall constitute an original.
3.21.12 Successors. The Parties do for themselves, their heirs, executors, administrators, successors, and assigns agree to the full performance of all of the provisions contained in this Contract.
3.21.13 Solicitation. Contractor maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Contractor, to solicit or secure this Contract. Further, Contractor warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Contractor, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Contract. For breach or violation of this warranty, City shall have the right to terminate this Contract without liability.
3.21.14 Certification of License.
3.21.14.1 Contractor certifies that as of the date of execution of this Contract, Contractor has a current contractor’s license of the classification indicated below under Contractor’s signature.
3.21.14.2 Contractors are required by law to be licensed and regulated by the Contractors’ State License Board which has jurisdiction to investigate complaints against contractors if a complaint regarding a patent act or omission is filed within four (4) years of the date of the alleged violation. A complaint regarding a latent act or omission pertaining to structural defects must be filed within ten (10) years of the date of the alleged violation. Any questions concerning a contractor may be referred to the Registrar, Contractors’ State License Board, P.O. Box 26000, Sacramento, California 95826.
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3.21.15 Authority to Enter Contract. Each Party warrants that the individuals who have signed this Contract have the legal power, right and authority to make this Contract and bind each respective Party.
3.21.16 Entire Contract; Modification. This Contract contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Contract may only be modified by a writing signed by both Parties.
3.21.17 Non-Waiver. None of the provisions of this Contract shall be considered waived by either party, unless such waiver is specifically specified in writing.
3.21.18 City’s Right to Employ Other Contractors. City reserves right to employ other contractors in connection with this Project or other projects.
3.22 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 Attachment “G” (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 AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND [***INSERT CONTRACTOR’S NAME***]
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
[***TWO SIGNATURES ARE ONLY REQUIRED FOR CORPORATIONS; IF SUPPLIER IS NOT A CORPORATION, DELETE SECOND SIGNATURE AND DATE LINE***] By Date
Signature
By Date
Signature
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL: Date: Item No.
APPROVED AS TO FORM: ATTEST:
By By
City Attorney City Clerk
APPROVED:
By Date
City Manager – up to $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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EXHIBIT “A”
SERVICES / SCHEDULE
[***INSERT SCOPE OF SERVICES***]
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EXHIBIT “B”
PLANS AND SPECIFICATIONS
[***INSERT ALL PLANS AND SPECIFICATIONS***]
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EXHIBIT “C”
SPECIAL CONDITIONS
ARTICLE 1. BONDS
Concurrently with this Contract, the Contractor shall deliver to the City four identical counterparts of the Performance Bond and Payment Bond on the forms supplied by the City and included as Exhibit “F” to the Contract. The surety supplying the bond must be an admitted surety insurer, as defined in Code of Civil Procedure Section 995.120, authorized to do business as such in the State of California and satisfactory to the City. The Performance Bond and the Payment Bond shall be for one hundred percent (100%) of the Total Contract Price. [***INSERT ADDITIONAL SPECIAL CONDITIONS USING ABOVE FORMAT***]
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EXHIBIT “D”
CERTIFICATION
LABOR CODE - SECTION 1861
I, the undersigned Contractor, am aware of the provisions of Section 3700, et seq., of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of the Code, and I, the undersigned Contractor, agree to and will comply with such provisions before commencing the performance of the Work on this Contract. [***INSERT CONTRACTOR NAME***]
By:
Signature
Name (print)
Title (print)
Title (Print)
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EXHIBIT “E”
PUBLIC WORKS CONTRACTOR REGISTRATION CERTIFICATION
Pursuant to Labor Code sections 1725.5 and 1771.1, all contractors and subcontractors that wish to bid on, be listed in a bid proposal, or enter into a contract to perform public work must be registered with the Department of Industrial Relations. See http://www.dir.ca.gov/PublicWorks/PublicWorks.html for additional information.
No bid will be accepted nor any contract entered into without proof of the contractor’s and subcontractors’ current registration with the Department of Industrial Relations to perform public work.
Contractor hereby certifies that it is aware of the registration requirements set forth in Labor Code sections 1725.5 and 1771.1 and is currently registered as a contractor with the Department of Industrial Relations.
Name of Contractor:
DIR Registration Number:
DIR Registration Expiration:
Small Project Exemption: _____ Yes or _____ No
Unless Contractor is exempt pursuant to the small project exemption, Contractor further acknowledges:
1. Contractor shall maintain a current DIR registration for the duration of the project.
2. Contractor shall include the requirements of Labor Code sections 1725.5 and 1771.1 in its contract with subcontractors and ensure that all subcontractors are registered at the time of bid opening and maintain registration status for the duration of the project.
3. Failure to submit this form or comply with any of the above requirements may result in a finding that the bid is non-responsive.
Name of Contractor
Signature
Name and Title
Dated
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EXHIBIT “F”
PAYMENT AND PERFORMANCE BONDS
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PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS:
THAT WHEREAS, the City of Palm Springs (hereinafter referred to as “City”) has awarded to ____________________, (hereinafter referred to as the “Contractor”) _______________________ an agreement for ______________________________ (hereinafter referred to as the “Project”).
WHEREAS, the work to be performed by the Contractor is more particularly set forth in the Contract Documents for the Project dated ________________, (hereinafter referred to as “Contract Documents”), the terms and conditions of which are expressly incorporated herein by reference; and
WHEREAS, the Contractor is required by said Contract Documents to perform the terms thereof and to furnish a bond for the faithful performance of said Contract Documents.
NOW, THEREFORE, we, _______________, the undersigned Contractor and _____________________________________________ as Surety, a corporation organized and duly authorized to transact business under the laws of the State of California, are held and firmly bound unto the City in the sum of ___________________________ DOLLARS, ($____________), said sum being not less than one hundred percent (100%) of the total amount of the Contract, for which amount well and truly to be made, we bind ourselves, our heirs, executors and administrators, successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION IS SUCH, that, if the Contractor, his or its heirs, executors, administrators, successors or assigns, shall in all things stand to and abide by, and well and truly keep and perform the covenants, conditions and agreements in the Contract Documents and any alteration thereof made as therein provided, on its part, to be kept and performed at the time and in the manner therein specified, and in all respects according to their intent and meaning; and shall faithfully fulfill all obligations including the one-year guarantee of all materials and workmanship; and shall indemnify and save harmless the City, its officers and agents, as stipulated in said Contract Documents, then this obligation shall become null and void; otherwise it shall be and remain in full force and effect.
As a condition precedent to the satisfactory completion of the Contract Documents, unless otherwise provided for in the Contract Documents, the above obligation shall hold good for a period of one (1) year after the acceptance of the work by City, during which time if Contractor shall fail to make full, complete, and satisfactory repair and replacements and totally protect the City from loss or damage resulting from or caused by defective materials or faulty workmanship, Surety shall undertake and faithfully fulfill all such obligations. The obligations of Surety hereunder shall continue so long as any obligation of Contractor remains. Nothing herein shall limit the City’s rights or the Contractor or Surety’s obligations under the Contract, law or equity, including, but not limited to, California Code of Civil Procedure section 337.15.
Whenever Contractor shall be, and is declared by the City to be, in default under the Contract Documents, the Surety shall remedy the default pursuant to the Contract Documents, or shall promptly, at the City’s option:
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(1) Take over and complete the Project in accordance with all terms and conditions in the Contract Documents; or
(2) Obtain a bid or bids for completing the Project in accordance with all terms and conditions in the Contract Documents and upon determination by Surety of the lowest responsive and responsible bidder, arrange for a Contract between such bidder, the Surety and the City, and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.
(3) Permit the City to complete the Project in any manner consistent with local, California and federal law and make available as work progresses sufficient funds to pay the cost of completion of the Project, less the balance of the contract price, including other costs and damages for which Surety may be liable. The term “balance of the contract price” as used in this paragraph shall mean the total amount payable to Contractor by the City under the Contract and any modification thereto, less any amount previously paid by the City to the Contractor and any other set offs pursuant to the Contract Documents.
Surety expressly agrees that the City may reject any contractor or subcontractor which may be proposed by Surety in fulfillment of its obligations in the event of default by the Contractor.
Surety shall not utilize Contractor in completing the Project nor shall Surety accept a bid from Contractor for completion of the Project if the City, when declaring the Contractor in default, notifies Surety of the City’s objection to Contractor’s further participation in the completion of the Project.
The Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project to be performed thereunder shall in any way affect its obligations on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract Documents or to the Project, including but not limited to the provisions of sections 2819 and 2845 of the California Civil Code.
IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20__).
(Corporate Seal)
Contractor/ Principal
By
Title
(Corporate Seal)
Surety
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By
Attorney-in-Fact
Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached.
(Attach Attorney-in-Fact Certificate) Title
The rate of premium on this bond is ____________ per thousand. The total amount of premium charges, $_______________________________.
(The above must be filled in by corporate attorney.)
THIS IS A REQUIRED FORM
Any claims under this bond may be addressed to:
(Name and Address of Surety)
(Name and Address of Agent or
Representative for service of
process in California, if different
from above)
(Telephone number of Surety and
Agent or Representative for service
of process in California)
NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto.
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Notary 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 ______________
On , 20___, before me, _______________________________, Notary Public, personally
appeared , who proved to me on the basis of satisfactory evidence to be the person(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 PENALTY 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 of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT Individual
Corporate Officer
Title(s) Title or Type of Document
Partner(s) Limited
General Number of Pages
Attorney-In-Fact
Trustee(s)
Guardian/Conservator Date of Document
Other:
Signer is representing:
Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
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PAYMENT BOND
KNOW ALL MEN BY THESE PRESENTS That
WHEREAS, the City of Palm Springs (hereinafter designated as the “City”), by action taken or a resolution passed ___________ , 20____has awarded to ________________ hereinafter designated as the “Principal,” a contract for the work described as follows:
_____________________________________________________ (the “Project”); and WHEREAS, the work to be performed by the Principal is more particularly set forth in the Contract Documents for the Project dated __________________ (“Contract Documents”), the terms and conditions of which are expressly incorporated by reference; and WHEREAS, said Principal is required to furnish a bond in connection with said contract; providing that if said Principal or any of its Subcontractors shall fail to pay for any materials, provisions, provender, equipment, or other supplies used in, upon, for or about the performance of the work contracted to be done, or for any work or labor done thereon of any kind, or for amounts due under the Unemployment Insurance Code or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department from the wages of employees of said Principal and its Subcontractors with respect to such work or labor the Surety on this bond will pay for the same to the extent hereinafter set forth.
NOW THEREFORE, we, the Principal and __________________________ as Surety, are held and firmly bound unto the City in the penal sum of ______________ Dollars ($___________) lawful money of the United States of America, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents.
THE CONDITION OF THIS OBLIGATION IS SUCH that if said Principal, his or its subcontractors, heirs, executors, administrators, successors or assigns, shall fail to pay any of the persons named in Section 9100 of the Civil Code, fail to pay for any materials, provisions or other supplies, used in, upon, for or about the performance of the work contracted to be done, or for any work or labor thereon of any kind, or amounts due under the Unemployment Insurance Code with respect to work or labor performed under the contract, or for any amounts required to be deducted, withheld, and paid over to the Employment Development Department or Franchise Tax Board from the wages of employees of the contractor and his subcontractors pursuant to Section 18663 of the Revenue and Taxation Code, with respect to such work and labor the Surety or Sureties will pay for the same, in an amount not exceeding the sum herein above specified, and also, in case suit is brought upon this bond, all litigation expenses incurred by City in such suit, including reasonable attorneys’ fees, court costs, expert witness fees and investigation expenses.
This bond shall inure to the benefit of any of the persons named in Section 9100 of the Civil Code so as to give a right of action to such persons or their assigns in any suit brought upon this bond.
It is further stipulated and agreed that the Surety on this bond shall not be exonerated or released from the obligation of this bond by any change, extension of time for performance, addition, alteration or modification in, to, or of any contract, plans, specifications, or agreement pertaining or relating to any scheme or work of improvement herein above described, or
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pertaining or relating to the furnishing of labor, materials, or equipment therefore, nor by any change or modification of any terms of payment or extension of the time for any payment pertaining or relating to any scheme or work of improvement herein above described, nor by any rescission or attempted rescission of the contract, agreement or bond, nor by any conditions precedent or subsequent in the bond attempting to limit the right of recovery of claimants otherwise entitled to recover under any such contract or agreement or under the bond, nor by any fraud practiced by any person other than the claimant seeking to recover on the bond and that this bond be construed most strongly against the Surety and in favor of all persons for whose benefit such bond is given, and under no circumstances shall Surety be released from liability to those for whose benefit such bond has been given, by reason of any breach of contract between the owner or City and original contractor or on the part of any obligee named in such bond, but the sole conditions of recovery shall be that claimant is a person described in Section 9100 of the Civil Code, and has not been paid the full amount of his claim and that Surety does hereby waive notice of any such change, extension of time, addition, alteration or modification herein mentioned and the provisions of sections 2819 and 2845 of the California Civil Code.
IN WITNESS WHEREOF, we have hereunto set our hands and seals this _______ day of ______________, 20__.
(Corporate Seal)
Contractor/ Principal
By
Title
(Corporate Seal) Surety
By
Attorney-in-Fact
Title
Signatures of those signing for the Contractor and Surety must be notarized and evidence of corporate authority attached. A Power-of-Attorney authorizing the person signing on behalf of the Surety to do so much be attached hereto.
NOTE: A copy of the Power-of-Attorney authorizing the person signing on behalf of the Surety to do so must be attached hereto.
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Notary 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 ______________
On , 20___, before me, _______________________________, Notary Public, personally
appeared , who proved to me on the basis of satisfactory evidence to be the person(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 PENALTY 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 of Notary Public
OPTIONAL
Though the information below is not required by law, it may prove valuable to persons relying on the document
and could prevent fraudulent removal and reattachment of this form to another document.
CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT Individual
Corporate Officer
Title(s) Title or Type of Document
Partner(s) Limited
General Number of Pages
Attorney-In-Fact
Trustee(s)
Guardian/Conservator Date of Document
Other:
Signer is representing:
Name Of Person(s) Or Entity(ies)
Signer(s) Other Than Named Above
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EXHIBIT “G”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name:
Title:
Firm Name:
Date:
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EXHIBIT “H”
Fleet Compliance Certification.
Contractor hereby acknowledges that they have reviewed the California Air Resources Board’s policies, rules and regulations and are familiar with the requirements of Title 13, California Code of Regulations, Division 3, Chapter 9, effective on January 1, 2024 (the “Regulation”).
Contractor hereby certifies, subject to penalty for perjury, that the option checked below relating to the Contractor’s fleet, and/or that of their subcontractor(s) (“Fleet”) is true and correct:
The Fleet is subject to the requirements of the Regulation, and the appropriate Certificate(s) of Reported Compliance have been attached hereto.
The Fleet is exempt from the Regulation under section 2449.1(f)(2), and a signed description of the subject vehicles, and reasoning for exemption has been attached hereto.
Contractor and/or their subcontractor is unable to procure R99 or R100 renewable diesel fuel as defined in the Regulation pursuant to section 2449.1(f)(3). Contractor shall keep detailed records describing the normal refueling methods, their attempts to procure renewable diesel fuel and proof that shows they were not able to procure renewable diesel (i.e. third party correspondence or vendor bids).
The Fleet is exempt from the requirements of the Regulation pursuant to section 2449(i)(4) because this Project has been deemed an Emergency, as defined under section 2449(c)(18). Contractor shall only operate the exempted vehicles in the emergency situation and records of the exempted vehicles must be maintained, pursuant to section 2449(i)(4).
The Fleet does not fall under the Regulation or are otherwise exempted and a detailed reasoning is attached hereto.
Name of Contractor: _____________________________________________ Signature: __________________________________________________ Name: __________________________________________________ Title: __________________________________________________ Date: __________________________________________________
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CITY COUNCIL STAFF REPORT
DATE: JULY 8, 2026 CONSENT CALENDAR
SUBJECT: A REQUEST BY THE OWNERS OF FOUR HISTORIC PROPERTIES FOR
APPROVAL OF MILLS ACT HISTORIC PROPERTY PRESERVATION
AGREEMENTS, INCLUDING 1633 VIA ROBERTO MIGUEL (HSPB #161),
ONE UNIT WITHIN THE ROYAL HAWAIIAN ESTATES HISTORIC
DISTRICT AT 287 TWIN PALMS DRIVE (HSPB # 73 / HD-2), 573 NORTH CAHUILLA ROAD (HSPB #131), AND 2395 PEBBLE BEACH DRIVE
(HSPB #163)
FROM: Scott C. Stiles, City Manager
BY: Department of Planning Services
SUMMARY:
This is a request for the City of Palm Springs to enter into standard Mills Act Agreements with the current property owners of four separate historic sites. The intent of these contracts is to require maintenance and preservation of the designated sites in exchange for possible property tax relief as determined by the Riverside County tax assessor.
RECOMMENDATION:
1. Approve a Mills Act Historic Property Preservation Agreement between the City of Palm Springs and the owners of the following list of properties:
a. 1633 Via Roberto Miguel APN: 677-233-003.
b. 287 Twin Palms Drive, APN: 511-070-039.
c. 573 N. Cahuilla Road, APN: 505-311-001.
d. 2395 Pebble Beach Drive, APN: 681-242-008.
2. Authorize the City Manager to execute the Agreements.
3. Direct the City Clerk to record the Agreements with the County of Riverside.
BUSINESS PRINCIPAL DISCLOSURES:
The applicants for each Mills Act Agreement are as follows:
1. Living Trust of Desert Silence Family Trust at 1633 Via Roberto Miguel.
2. The Victoria C. Carter Trust dated February 11, 2022 and The Richard S.C.
Carter Trust dated February 11, 2022 at 287 E. Twin Palms Drive.
3. Jonathan Murray Trust dated January 14, 2003 at 573 N. Cahuilla Road.
4. Cavnar Family Trust dated June 15, 2020 at 2395 S. Pebble Beach Drive.
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City Council Staff Report
July 8, 2026 -- Page 2
Mills Act Agreements
STAFF ANALYSIS:
The following chart lists the date and resolution number for each property designated by the City Council:
Address Historic Class Date of
Designation
City Council
Resolution
1633 Via Roberto Miguel Class 1 10/24/2024 25253
287 Twin Palms Drive Contributor to Historic District 02/03/2010 22657 573 N. Cahuilla Road Class 1 02/22/2021 24855
2395 Pebble Beach Drive Class 1 06/11/2025 25318
Pursuant to California Government Code Sections 50280-50290, upon the application of an owner of any qualified historic property, the legislative body of a city may contract with the owner or agent to restrict the use of the property to carry out the purposes and goals of historic preservation of the property. Such a contract is commonly referred to as a “Mills Act Agreement” and it provides for possible alternative property tax rate calculations in exchange for the ongoing preservation and maintenance of the property, specifically its historically significant elements and characteristics.
California Government Code Section 50280.1 denotes that properties are eligible for a Mills Act contract if listed in a state, city, or county official register of historic sites. All properties were locally designated and listed on the local inventory of historic places and qualify to apply for a Mills Act Contract. Draft Historic Property Preservation Agreements for each property are included as Attachment D to this report and specify details regarding restoration and/or maintenance of the three historic properties.
AERIAL VIEW OF 1633 VIA ROBERTO MIGUEL. FRONT ELEVATION OF 1633 VIA ROBERTO MIGUEL.
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City Council Staff Report
July 8, 2026 -- Page 3
Mills Act Agreements
AERIAL VIEW OF 287 TWIN PALMS DRIVE. EAST ELEVATION OF 287 TWIN PALMS DRIVE.
AERIAL VIEW OF 573 N. CAHUILLA ROAD. FRONT ELEVATION OF 573 N. CAHUILLA ROAD.
AERIAL VIEW OF 2395 PEBBLE BEACH DRIVE. FRONT ELEVATION OF 2395 PEBBLE BEACH DRIVE.
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City Council Staff Report
July 8, 2026 -- Page 4
Mills Act Agreements
ALIGNMENT WITH STRATEGIC PLANNING:
This item aligns with the following City Council Strategic Plan Broad Goal: Economic Development.
FISCAL IMPACT:
Based on estimated values provided by Riverside County Tax Assessor, the amount of property tax rebate applied to Mills Act properties can range from 40 to 70%. Currently, there are 179 Mills Act properties in the City. It should be noted that the Mills Act contract is one of few tools available to incentivize reinvestment into restoration and ongoing maintenance of historic resources, and that properly maintained Mills Act properties likely have a net positive effect on surrounding property values that may offset the loss in direct revenue over time.
REVIEWED BY:
Department Director: Christopher Hadwin
Deputy City Manager: Flinn Fagg
City Manager: Teresa Gallavan for Scott Stiles
ATTACHMENTS:
A. Vicinity Maps for Each Property
B. City Council Resolution Nos. 25253, 22657, 24855, 25318.
C. Owner Letters and Disclosures
D. DRAFT Historic Property Preservation Agreements
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ATTACHMENT A
(Vicinity Maps)
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Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #161 – The Ratner Residence
1633 Via Roberto Miguel
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Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #73 / HD-2 – The Royal Hawaiian Estates
287 Twin Palms Drive
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Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #131 – The Henry Pearson Residence
573 N. Cahuilla Road
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Department of Planning Services
Vicinity Map
CITY OF PALM SPRINGS
HSPB #163 – Richard and Signe Holechek Residence
2395 Pebble Beach Drive
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ATTACHMENT B
(City Council Resolutions)
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ATTACHMENT C
(Owner Letters and Disclosures)
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August 25, 2025
Larry C. Yarchever
1633 Via Roberto Miguel
Palm Springs, CA 92262
[email protected] 760-712-6568
City of Palm Springs
Sarah Yoon
Historic Preservation Officer
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Subject: Request for Mills Act Contract – 1633 Via Roberto Miguel Palm Springs, CA 92262
Dear Sarah],
I am writing to formally request consideration for a Mills Act Historic Property Contract for my property located at 1633 Via Roberto Miguel
Palm Springs, CA 92262, which is designated historic resource (#161) in the City of Palm Springs.
As the current owner, I am committed to preserving and maintaining the historic character and integrity of this property in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties and the City’s guidelines.
Past Preservation Investments
Over the past five years, I have invested approximately $50,000 in preservation, rehabilitation, and maintenance including , but not limited to: HVAC, plumbing/electrical upgrades, exterior and interior restoration, landscaping These improvements were made with the goal of ensuring the property’s longevity and historic authenticity.
Proposed Annual Maintenance Plan & Budget
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To continue these efforts, I propose an annual maintenance plan with an estimated budget of $10,000 per year for the term of the Mills Act contract. Planned work may include:
- Ongoing structural maintenance and repairs
- Exterior preservation (paint, siding, windows, and roofing) - Mechanical system upgrades to maintain efficiency while respecting historic integrity - Landscape preservation consistent with the historic character Approval of this Mills Act contract will allow me to continue these preservation efforts and ensure the property remains an asset to the Palm Springs historic community.
Please let me know if additional information, documentation, or site access is required to process this request.
Thank you for your consideration.
Sincerely,
Larry Yarchever
Larry C. Yarchever
Property Owner
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October 20, 2025
City of Palm Springs, Planning Department
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
RE: Application for a Mills Act Contract for 287 E. Twin Palms Drive, Palm Springs, CA; APN 511-070-039
Please accept this formal letter of intent and agreement for the Royal Hawaiian Estates Homeowners Association to be a signing participant of the Mills Act Contract Agreement with owner Rich and Victoria Carter, of 287 E. Twin Palms Drive, Palm Springs, CA 92264.
Unit 287 is one of 40 units in the Royal Hawaiian Estates – a Class 1 Historic District recognized by the City of Palm Springs in February 2010. Rich and Victoria Carter have expressed a desire to invest further in items in need of restoration, repair, and maintenance in accordance with the architectural historic features and original design intent of Architects Donald Wexler and Richard Harrison.
Sincerely,
Danny Castro, HOA President
Royal Hawaiian Estates Homeowners Association
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SLOVAK BARON EMPEY MURPHY & PINKNEY LLP
Palm Springs, CA
T (760) 322-2275
Indian Wells, CA
T (760) 322-2275
Orange County, CA
T (760) 322-2275
San Diego, CA
T (760) 322-2275
New Jersey
T (760) 322-2275
New York, NY
T (760) 322-2275
www.sbemp.com
BRUCE T. BAUER, ESQ.
Of Counsel
REPLY TO:
74774 Hwy 111
Indian Wells, California 92210
T (760) 322-2275
[email protected]
November 12, 2025
VIA ELECTRONIC DELIVERY
Submission Via Online Portal:
https://palmspringsca-energovweb.tylerhost.net/apps/SelfService#/home City of Palm Springs
Department of Planning Services
3200 East Tahquitz Canyon Way
Palm Springs, California 92262
Re: Mills Act Application for Real Property: 573 N. Cahuilla Road, Palm Springs, CA 92262-5611
Dear Sarah Yoon/Planning Department:
Our office represents Jonathan B. Murray, Trustee of Jonathan Murray Trust dated January 14, 2003 (the “Trust”), and the Trust, the owner of real property located at 573 N. Cahuilla Road, Palm Springs, CA 92262-5611, Assessor Parcel Number 505-31-1001 (the “Property”). Please accept this letter as the request of the owner of Property for Mills Act application for the Property.
The Property in question is also known as “The Henry Pearsons Residence” and previously received as Historic Site Preservation Board #131 - The Henry Pearson Residence.
There are no Homeowner’s associations that govern the Property.
Please find enclosed herewith the grant deed for the Property with a legal description of the Property as follows:
The Easterly 125 feet of Lots I and 2, in Block 4 of Vista Acres, in the City of Palm Springs, County of Riverside, State of California, as per Map recorded in Book 11, Page 2, of Miscellaneous Maps, in the office of the County Recorder of said County.
Please find enclosed herewith the Public Integrity Disclosure Form since the Property is owned by Jonathan B. Murray, Trustee of Jonathan Murray Trust dated January 14, 2003.
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Mills Act Application for Real Property:
573 N Cahuilla Road, Palm Springs, CA 92262-5611
November 12, 2025
There are no proposed capital improvements proposed for the Property at this time.
Sincerely,
SLOVAK, BARON, EMPEY, MURPHY & PINKNEY, LLP
By: Bruce T. Bauer
Enclos.
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Jonathan B. Murray, Trustee
Jonathan Murray Trust dated January 14, 2003
573 N Cahuilla Road
Palm Springs, CA 92262-5611
[email protected]
(818)489-3230
November 12, 2025
City of Palm Springs
Attn: Sarah Yoon
Department of Planning Services
3200 East Tahquitz Canyon Way
Palm Springs, California 92262
Re: Mills Act Application for Real Property: 573 N. Cahuilla Road, Palm Springs, CA 92262-5611
Dear Sarah Yoon/Planning Department:
This letter will acknowledge that I, Jonathan B. Murray, as Trustee of the Jonathan Murray Trust dated January 14, 2003, authorize the law firm of Slovak Baron Empey Murphy & Pinkney, LLP (“SBEMP”), and its attorneys, to act on behalf of the Jonathan Murray Trust dated January 14, 2003 (the “Trust”), for all purposes in the submission of a Mills Act application for the real property located at 573 N. Cahuilla Road, Palm Springs, CA 92262-5611, Assessor Parcel Number 505-31-1001 (the “Property”). The Property is owned by the Trust.
Sincerely,
By: Jonathan B. Murray, as Trustee
Jonathan Murray Trust dated January 14, 2003
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CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
(Revised 05/16/19)
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
Other ____________________________________
Jonathan Murray Trust dated January 14, 2003
Trust Property: 573 North Cahuilla Road, Palm Springs CA 92262 Trust Property: 573 North Cahuilla Road, Palm Springs CA 92262 California Trust
■
Jonathan B. Murray
■ Trustee
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CITY OF PALM SPRINGS – PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
(Revised 05/16/19)
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
PENALTIES
Falsification of information or failure to report information required to be reported may subject you to administrative action by the City.
Bruce T. Bauer, Esq., Attorney for Jonathan B. Murray, Trustee of Jonathan Murray Trust dated January 14, 2003
November 12, 2025
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Palm Springs Office of Historic Preservation
c/o Department of Planning Services
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92262
Re: Mills Act Historic Property Contract Application for the Richard and Signe Holechek residence - 2395 S. Pebble Beach Dr, Palm Springs, CA 92264 To the Palm Springs Historic Site Preservation Board and City Staff:
We are submitting this application for the Mills Act approval for our property located at 2395 S. Pebble Beach Dr, Palm Springs, Ca 92264 which is a designated Class 1 Historic Site HSPB #163. The purpose of this letter is in support of our submission for the Mills Act.
In applying for a Mills Act contract, we are committing to preserving and rehabilitating this historic resource in a manner consistent with the Secretary of the Interior's Standards for the Treatment of Historic Properties and any applicable local guidelines.
Sincerely, Olc;.,v(} G<.(J"\ d~
Adam Cavnar
1 I
Juli Savitt-Cavnar
I
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L
············ ... ·
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1. .. .. ...
PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
Name of Entity
°\
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2. Address of Entity (Principle Place of Business)
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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? n Yes n No
5. Type of Entity
I ·• ' D Corporation D Limited Liability Company D Partnership ~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 f"or the member, manager, trust or other entity ADAN
J""lA'---l
(:___Mt--] ~It.., D Officer D Director D Member D Manager [name)
D General Partner D Limited Partner
~Other 1l<US~~
S~\ll1'1' ... Q w 1'J lt tL D Officer D Director D Member D Manager [name] I / D General Partner D Limited Partner
'
111-0ther 1l'LU,S ti::G
'
D Officer D Director D Member D Manager
[name]
D General Partner D Limited Partner
Other
-
CITY OF PALM SPRINGS - PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
Page lof 2
(Revised 05/16/19)
~
-
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7. Owners/Investors with a 5% beneficial Interest In the Aoollcant Entity or a related entity
EXAMPLE
JANE DOE 50%, ABC COMPANY, Inc.
[name of owner/Investor] [percentage of beneficial Interest In entity and name of entitvl
A. APA""" I (Ai'tJNL I . I I I
s-o °lo
' '
[name of owner/Investor] [percentage of beneficial Interest In entity and name of entitvl
B.
J'lAL\ ~ f\. V I f 1' - Gfi(vt)t'e- 'Jo? a
[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 entity]
E. • ' I
I
[name of owner/investor] [percentage of beneficial interest in entity and name of entity]
I DECLARE UNDER PENAL TY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND.CORRECT.
'
Date ~-' /1
,~ 0... \J.J\. '--°'-\J V\°'-lf'"' . ,.,. \~-10-&Oo-~
r;-~to-
!AU S IT"f- IL>
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)
CllY OF PALM SPRINGS - PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
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ATTACHMENT D
(Draft Historic Property
Preservation Agreements)
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1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ______ day of ________ 2026 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Living Trust of Desert Silence Family Trust ("Owner") RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 1633 Via Roberto Miguel, Palm Springs, California ("Historic Property").
A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. On October 24, 2024 (the "Approval Date"), the City Council approved Resolution 25253 establishing the subject property as a historic resource which is listed on the City’s register of historic resources, sites, landmarks and districts.
D. The City and the Owner, desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
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2 AGREEMENT
NOW, THEREFORE, the City and the Owner, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _________2026 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner shall comply with these minimum standards throughout the term of this Agreement. In addition, the Owner shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
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3 4.2 The Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, the Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner breaches any provision of this Agreement, the City Manager may give written notice to the Owner by registered or certified mail detailing the Owner's violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner to be in breach of this Agreement. Upon the City Manager’s declaration of the
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4 Owner's, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner breached any of the conditions of the Agreement, the Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City and the Owner hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof,
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5 shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City and the Owner hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City and the Owner,
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Living Trust of Desert Silence Family Trust
Larry C. Yarchever (Trustee)
1633 Via Roberto Miguel
Palm Springs, CA 92262
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs
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6 incurred by each of them. The Owner's obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. The Owner shall not receive any payment from the City in consideration of the obligations imposed under this
Agreement. The Owner and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the
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7 Property, and the primary consideration to the Owner is the economic advantage that will accrue to the Owner as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
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8 IN WITNESS WHEREOF, the City and the Owner have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Larry C. Yarchever (Trustee)
Living Trust of Desert Silence Family Trust
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9 K – Page 406 of 1296
10 EXHIBIT A
LEGAL DESCRIPTION
LOT 14, BARBARA TRACT UNIT #1, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 39, PAGE 57 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
EXCEPT THEREFROM THE OIL, GAS, MINERALS, AND OTHER HYDROCARBON
SUBSTANCES LYING BELOW THE SURFACE OF SAID LAND, AS PROVIDED IN DEEDS OF RECORD.
APN: 677-233-003
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11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
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12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
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13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Pool deck restoration and repair areas or water intrusion. Estimated cost: $10,000.
Estimated Time: 2027.
2. Landscape restoration around front yard and hardscape. Estimated cost: $6,000.
Estimated time: 2028.
3. Electrical upgrades to panel and wiring improvements: Estimated cost: $4,500.
Estimated time: 2030.
4. HVAC upgrades (phase 1): Estimated cost: $4,500. Estimated time: 2031.
5. Window repair and replacement and restoration of perimeter cinder block wall.
Estimated cost: $4,500. Estimated time: 2032.
6. Roof membrane and fascia repair or replacement on the home. Estimated cost:
$7,500. Estimated time: 2033.
7. Exterior stucco repair or replacement and repainting of exterior surface. Estimated cost: $7,000. Estimated time: 2035.
8. Driveway improvements to the existing concrete. Estimated cost $9,000. Estimated time: 2036.
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1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this _____day of ________, 2026 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and The Victoria C. Carter Trust and The Richard S.C. Carter Trust ("Owner") and Royal Hawaiian Estates (“HOA”).
RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 287 E. Twin Palms Drive, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. The HOA and Owner share responsibility for routine maintenance and upkeep of the Historic Property’s building exteriors and grounds.
D. On February 3, 2010 (the "Approval Date"), the City Council approved Resolution 22657 establishing the subject property as a contributing structure in the Royal Hawaiian Estates Historic District.
E. The City, the Owner, and the HOA desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
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2 AGREEMENT
NOW, THEREFORE, the City, the Owner, and the HOA, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on ____________ 2026 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner and the HOA shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner and HOA shall comply with these minimum standards throughout the term of this Agreement. In addition, Owner and HOA shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
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3 4.2 The Owner and the HOA shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, Owner and HOA shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner and the HOA shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner and the HOA shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner and the HOA shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner or the HOA breaches any provision of this Agreement, the City Manager may give written notice to the Owner and/or HOA by registered or certified mail detailing the Owner's and/or HOA’s violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner and/or HOA to be in breach of this Agreement.
Upon the City Manager’s declaration of the
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4 Owner's and/or HOA’s breach, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner or HOA breached any of the conditions of the Agreement, the Owner or HOA allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner or HOA failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's or HOA’s breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner or HOA if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City, the Owner, and the HOA hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's and
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5 HOA’s successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof, shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City, the Owner, and the HOA hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City, the Owner, and the HOA.
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: The Victoria C. Carter Trust and The Richard S.C. Carter Trust Victoria C. Carter and Richard S.C. Carter (Trustees)
287 East Twin Palms Drive
Palm Springs, CA 92264
HOA: Royal Hawaiian Estates HOA
Danny Castro, HOA President
42-427 Rancho Mirage Lane
Rancho Mirage, CA 92270
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner and HOA shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner
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6 or the HOA or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's or HOA’s activities in connection with the Historic Property; and (iii) any restrictions on the use or
development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's and HOA’s obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
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7 21. No Compensation. Neither the Owner nor the HOA shall not receive any payment from the City in consideration of the obligations imposed under this Agreement. The Owner, the HOA, and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner and HOA is the economic advantage that will accrue to the Owner and HOA as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner and HOA acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
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8 IN WITNESS WHEREOF, the City, the Owner, and the HOA have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Owner: Victoria C. Carter
Trustee, The Victoria C. Carter Trust and
The Richard S.C. Carter Trust
Dated:_________________________ By:_______________________________ Owner: Richard S.C. Carter
Trustee, The Victoria C. Carter Trust and
The Richard S.C. Carter Trust
Dated:_________________________ By:_______________________________ HOA President, Danny Castro
Royal Hawaiian Estates HOA
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9 K – Page 419 of 1296
10 EXHIBIT A
LEGAL DESCRIPTION
PARCEL 36, WHICH IS SHOWN ON THE RECORD OF SURVEY MAP, IN THE CITY
OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, RECORDED IN BOOK 32, PAGE 69 OF RECORD OF SURVEYS IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
ASSESSOR’S PARCEL NUMBER: 511-070-039
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11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
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12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
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13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Restoration of rear patio and architectural features: remove non-original additions and remove tile and repour concrete to match original patio zig-zag format.
Landscaping improvements and landscape lighting to match original layout.
Restore the “tiki teeth” that was original to the complex and repaint to original color palette. Estimated cost: $11,950. Estimated time: 2025-2026.
2. Electrical Panel upgrade for unit. Estimated cost $3,860. Estimated time: 2026.
3. Install landscape plantings around rear patio with approved plant palette.
Estimated cost $1,200. Estimated time: 2026.
4. Roof and cutter repairs to improve drainage and protect building foundations.
Estimate cost: $825. Estimated time: 2026.
5. Repair wood trim and repaint. Estimated cost $3,500. Estimated time: 2027.
6. Repaint exterior units and associated carports with original color palette.
Estimated cost: $4,600. Estimated time: 2029
7. Sewer line relining as a joint project through special HOA assessment. Estimated cost: $9,000-$12,000. Estimated time 2026-2027.
8. Repair pool walls including resealing and repainting as an HOA project.
Estimated cost: $14,125 (included in HOA fees). Estimated time: 2026.
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1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ______ day of ________ 2026 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and the Johathan Murray Trust dated January 14, 2003 ("Owner") RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 573 North Cahuilla Road, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. On February 22, 2021 (the "Approval Date"), the City Council approved Resolution 24855 establishing the subject property as a historic resource which is listed on the City’s register of historic resources, sites, landmarks and districts.
D. The City and the Owner, desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
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2 AGREEMENT
NOW, THEREFORE, the City and the Owner, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _________2026 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner shall comply with these minimum standards throughout the term of this Agreement. In addition, the Owner shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
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3 4.2 The Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, the Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner breaches any provision of this Agreement, the City Manager may give written notice to the Owner by registered or certified mail detailing the Owner's violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner to be in breach of this Agreement. Upon the City Manager’s declaration of the
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4 Owner's, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner breached any of the conditions of the Agreement, the Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City and the Owner hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof,
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5 shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City and the Owner hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City and the Owner,
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Jonathan Murray Trust dated January 14, 2003
Jonathan B. Murray (Trustee)
573 N. Cahuilla Road
Palm Springs, CA 92262
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement of City, its elected officials, employees, and/or agents for all legal expenses and costs
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6 incurred by each of them. The Owner's obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. The Owner shall not receive any payment from the City in consideration of the obligations imposed under this
Agreement. The Owner and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to the citizens of Palm Springs accruing from the rehabilitation and maintenance of the
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7 Property, and the primary consideration to the Owner is the economic advantage that will accrue to the Owner as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
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8 IN WITNESS WHEREOF, the City and the Owner have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Jonathan B. Murray (Trustee)
Jonathan Murray Trust
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9 K – Page 432 of 1296
10 EXHIBIT A
LEGAL DESCRIPTION
THE EASTERLY 125 FEET OF LOTS 1 AND 2, IN BLOCK 4 OF VISTA ACRES, IN
THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 11, PAGE 2, OF MISCELLANEOUS MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 505-311-001
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11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
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12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
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13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Maintenance of exterior lighting, exterior, trim doors and windows. Estimated cost:
$5,500. Estimated year: ongoing within the 10-year period.
2. Maintain and repair wood multi-pane windows including weather stripping and openers, as needed.
3. HVAC maintenance and repair: full cleaning and health check of HVAC system to keep it operational. Estimated cost/visit $300. Total cost for 5 years maintenance:
$1,500. Estimated years for work: 2026, 2028, 2030, 2034
4. Maintain/ upgrade of plumbing and electrical. Estimated cost: $2,500. Estimated year:
ongoing within the 10-year period.
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1 FREE RECORDING REQUESTED BY
AND WHEN RECORDED RETURN TO:
City of Palm Springs
3200 East Tahquitz Canyon Way
Palm Springs, CA 92263-2743
Attn: City Clerk
HISTORIC PROPERTY PRESERVATION AGREEMENT
This Historic Property Preservation Agreement ("Agreement") is made this ______ day of ________ 2026 by and between the City of Palm Springs, a charter city and municipal corporation ("City") and Cavnar Family Trust dated June 15, 2020 ("Owner") RECITALS:
A. California Government Code Sections 50280, et seq. (the “State Law”), as may be amended from time to time, authorizes cities to enter into contracts with the owners of qualified historical property to provide for the use, maintenance, protection, and restoration of such historical property so as to retain its characteristics as a property of historical significance.
B. The Owner possess fee title in and to that certain real property, together with associated structures and improvements thereon, generally located at the street address 2395 S. Pebble Beach Drive, Palm Springs, California ("Historic Property"). A legal description of the Historic Property is attached hereto as Exhibit A and is incorporated herein by this reference.
C. On June 11, 2025 (the "Approval Date"), the City Council approved Resolution 25318 establishing the subject property as a historic resource which is listed on the City’s register of historic resources, sites, landmarks and districts.
D. The City and the Owner, desire to enter into this Agreement for the purpose of protecting and preserving the characteristics of historical significance of the Historic Property, in accordance with the State Law; to help preserve the Palm Springs community’s own unique civic identity and character; and to qualify the Historic Property for an assessment of valuation pursuant to Revenue and Taxation Code Section 439.2 and any corresponding adjustment in property taxes resulting therefrom.
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2 AGREEMENT
NOW, THEREFORE, the City and the Owner, in consideration of the mutual covenants and conditions set forth herein, agree as follows:
1. Effective Date and Term of Agreement. This Agreement shall be effective and commence on _________2026 ("Effective Date") and shall remain in effect for a minimum term of ten (10) years thereafter. Each year upon the anniversary of the Effective Date (“Renewal Date”), an additional one (1) year shall automatically be added to the remaining term of the Agreement unless a notice of nonrenewal is delivered as provided in Section 2 of this Agreement.
2. Non-Renewal and Cancellation. If either the Owner or the City desire in any year not to renew this Agreement, the Owner or the City shall serve a written notice of nonrenewal upon the party in advance of the Renewal Date ("Notice of Nonrenewal").
The Notice of Nonrenewal shall be effective only if served by the Owner upon the City at least ninety (90) days prior to the Renewal Date, or if served by the City upon the Owner, the Notice of Nonrenewal shall be effective only if served upon the Owner at least sixty (60) days prior to the Renewal Date. If either the City or the Owner serve a Notice of Nonrenewal in any year, this Agreement shall remain in effect for the balance of the term then remaining from the last Renewal Date (or from the Effective Date if no Renewal Date has yet occurred).
3. Owner Protest of City Nonrenewal. Within fifteen (15) days of the Owner's receipt of the Notice of Nonrenewal from the City, the Owner may file with the City a written protest of the Notice of Nonrenewal. Upon receipt of the written protect, the City Council shall set a hearing prior to the expiration of the Renewal Date of this Agreement.
The Owner may furnish the City Council with any information which Owner deem relevant and shall furnish the City Council with any information it may require. The City Council may, at any time prior to the annual Renewal Date, withdraw its Notice of Nonrenewal.
4. Maintenance Standards for the Property. During the term of this Agreement, the Property shall be subject to the following conditions, requirements, and restrictions:
4.1 The Owner shall preserve and maintain the characteristics of the cultural and historical significance of the Historic Property. Attached to this Agreement as Exhibit "B", is a list of the minimum standards and conditions for maintenance, use, protection, and preservation of the Historic Property, which shall apply to the Historic Property. The Owner shall comply with these minimum standards throughout the term of this Agreement. In addition, the Owner shall comply with the terms of the City Code, and shall obtain any applicable permits necessary to protect, preserve, restore, and rehabilitate the Historic Property so as to maintain its historical and cultural significance.
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3 4.2 The Owner shall, where necessary, repair, maintain, restore, and rehabilitate the Historic Property according to the rules and regulations of the Office of Historic Preservation of the State Department of Parks and Recreation, Secretary of the Interior’s Standards for the Treatment of Historic Properties, the State Historical Building Code, and the City of Palm Springs. The condition of the interior and exterior of the Historic Property on the effective date of this Agreement is documented in photographs attached as Exhibit "C” to this Agreement. At a minimum, the Owner shall continually maintain the exterior of the Historic Property in the same condition as documented in Exhibit "C."
4.3 The Owner shall carry out specific restoration, repair, maintenance, and/or rehabilitation projects on the Historic Property, as outlined in the attached Exhibit "D" to this Agreement. All such projects shall be undertaken and completed in accordance with the Secretary of the Interior’s Standards for the Treatment of Historic Properties with Guidelines for Preservation, Restoration and/or Rehabilitation and the City Codes and all applicable design guidelines.
4.4 The Owner shall not be permitted to block the view corridor with any new structure, such as walls, fences, or shrubbery, so as to prevent the viewing of the Historic Property from the public right-of-way.
5. Interior and Exterior Inspections. Prior to the approval, execution, and recordation of this Agreement, and every five years thereafter, the City Manager of the City or the City Manager’s designee (the “City Manager”) shall inspect the interior and exterior of the premises to determine the Owner’s compliance with the terms and provisions of this Agreement.
6. Provision of Information of Compliance. The Owner shall furnish the City Manager with any and all information requested by the City Manager, which the City Manager deems necessary or advisable to determine eligibility of the Historic Property and compliance with the terms and provisions of this Agreement.
7. Breach of Agreement; Remedies.
7.1 If the Owner breaches any provision of this Agreement, the City Manager may give written notice to the Owner by registered or certified mail detailing the Owner's violations. If such violation is not corrected to the reasonable satisfaction of the City Manager within thirty (30) days after the date of notice of violation, or within such a reasonable time as may be required to cure the violation (provided the acts to cure the violation are commenced within thirty (30) days and thereafter diligently pursued to completion), the City Manager may, without further notice, declare The Owner to be in breach of this Agreement. Upon the City Manager’s declaration of the
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4 Owner's, the City Manager may pursue any remedy available under local, state, or federal law, including those specifically provided for in this section.
7.2 The City Council may cancel this Agreement if the City Council determines, following a duly noticed public hearing in accordance with California Government Code section 50286, that the Owner breached any of the conditions of the Agreement, the Owner allowed the Historic Property to deteriorate to the point that it no longer meets the standards for a qualified historic property, or the Owner failed to maintain and preserve the Historic Property in accordance with the terms of this Agreement. If this Agreement is cancelled, under this paragraph, the Owner shall pay a cancellation fee to the Office of the Auditor for the County of Riverside as required by California Government Code Section 50286.
7.3 As an alternative to cancellation of this Agreement for the Owner's breach of any condition, the City Manager may bring an action in court necessary to enforce this Agreement including, but not limited to, an action to enforce this Agreement by specific performance, injunction, or receivership.
8. Destruction of Property; Eminent Domain; Cancellation. If the Historic Property is destroyed by earthquake, fire, flood, or other natural disaster such that in the opinion of the City Building Official more than sixty percent (60%) of the original fabric of the structure must be replaced, this Agreement shall be cancelled because the historic value of the structure will have been destroyed. If the Historic Property is acquired in whole or in part by eminent domain or other acquisition by any entity authorized to exercise the power of eminent domain, and the acquisition is determined by the City Council to frustrate the purpose of this Agreement, this Agreement shall be cancelled. No cancellation fee pursuant to Government Code section 50286 shall be imposed if the Agreement is cancelled pursuant to this Section.
9. Waiver. The City does not waive any claim of default by the Owner if the City or the City Manager does not enforce or cancel this Agreement. All other remedies at law or in equity which are not otherwise provided for in this Agreement or in City's regulations governing historic properties are available to the City to pursue in the event that there is a reach of this Agreement. No waiver by the City or the City Manager of any breach or default under this Agreement shall be deemed to be a waiver of any other subsequent breach thereof or default hereunder.
10. Binding Effect of Agreement. The Owner and the HOA hereby subject the Historic Property to the covenants, conditions, and restrictions set forth in this Agreement. The City and the Owner hereby declare their specific intent that the covenants, conditions, and restrictions set forth in this Agreement shall be deemed covenants running with the land and shall inure to and be binding upon the Owner's successors and assigns in title or interest to the Historic Property. Each and every contract, deed, or other instrument herein after executed, covering or conveying the Historic Property, or any portion thereof,
K – Page 440 of 1296
5 shall conclusively be held to have been executed, delivered and accepted subject to the covenants, reservations and restrictions are set forth in such contract, deed or other instrument.
11. Covenants Run with the Land. The City and the Owner hereby declare their understanding and intent that the burden of the covenants, reservations, and restrictions set forth in this agreement touch and concern the land in that it restricts development of the Historic Property. The City and the Owner hereby further declare their understanding and intent that the benefit of such covenants, reservations and restrictions touch and concern the land by enhancing and maintaining the cultural and historical characteristics and significance of the Historic Property for the benefit of the public, the City and the Owner,
12. Notice. Any notice required to be given by the terms of this Agreement shall be provided at the address of the respective parties as specified below or at any other address as may be later specified by the parties hereto:
City: City of Palm Springs
Office of the City Clerk
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92263
Owner: Cavnar Family Trust dated June 15, 2020
Adam Cavnar (Trustee)
Juli Savitt-Cavnar (Trustee)
2395 S. Pebble Beach Drive
Palm Springs, CA 92264
13. Effect of Agreement. None of the terms, provisions, or conditions of this Agreement shall be deemed to create a partnership between the parties hereto and any of their heirs, successors, or assigns, nor shall such terms, provisions, or conditions cause the parties to be considered joint venturers or members of any joint enterprise.
14. Indemnity of City. The Owner shall defend, indemnify, and hold harmless the City and its elected officials, officers, agents, and employees from any actual or alleged claims, demands, causes of action, liability, loss, damage, or injury to property or persons, including wrongful death, whether imposed by a court of law or by administrative action of any federal, state or local governmental agency, arising out of or incident to (i) the direct or indirect use operation, or maintenance of the Historic Property by the Owner or any contractor, subcontractor, employee, agent, lessee, licensee, invitee, or any other person; (ii) the Owner's activities in connection with the Historic Property; and (iii) any restrictions on the use or development of the Historic Property, from application or enforcement of the City Code, or from the enforcement of this Agreement. This indemnification includes, without limitation, the payment of all penalties, fines, judgments, awards, decrees, attorneys' fees, and related costs or expenses, and the reimbursement
K – Page 441 of 1296
6 of City, its elected officials, employees, and/or agents for all legal expenses and costs incurred by each of them. The Owner's obligation to indemnify shall survive the termination, cancellation, or expiration of this Agreement and shall not be restricted to insurance proceeds, if any, received by the City, its elected officials, employees, or agents.
15. Binding Upon Successors. All of the agreements, rights, covenants, reservations and restrictions contained in this Agreement shall be binding upon and shall inure to the benefit of the parties herein, their heirs, successors, legal representatives, assigns and all persons acquiring any part or portion of the Historic Property, whether by operation of law or in any manner whatsoever.
16. Legal Costs. In the event legal proceedings are brought by any party or parties to enforce or restrain a violation of any of the covenants, conditions or restrictions contained herein, or to determine the rights and duties of any party hereunder, the prevailing party in such proceeding may recover all reasonable attorneys' fees to be fixed by the court, in addition to court costs and other relief ordered by the court.
17. Severability. In the event that any of the provisions of this Agreement are held to be unenforceable or invalid by any court of competent jurisdiction, or by subsequent preemptive legislation, the validity and enforceability of the remaining provisions, or portions thereof, shall not be effected thereby.
18. Recordation. No later than twenty (20) days after the parties execute and enter into this Agreement, the City shall cause this Agreement to be recorded in the office of the County Recorder of the County of Riverside. In the event the City fails to record this Agreement as provided in this Section, the Owner or agent of an owner shall record this Agreement with Riverside County within six (6) months of entering into the Agreement and shall file and submit a conformed copy of this Agreement with the City Clerk promptly after recordation.
19. Amendments. This Agreement may be amended, in whole or in part, only by written recorded instrument executed by the parties hereto.
20. Governing Law and Venue. This Agreement shall be construed and governed in accordance with the laws of the State of California. Any action at law or in equity brought by either of the parties hereto for the purpose of enforcing a right or rights provided for by this Agreement shall be tried in a court of competent jurisdiction in the County of Riverside, State of California, and the parties hereby waive all provisions of law providing for a change of venue in such proceedings to any other county.
21. No Compensation. The Owner shall not receive any payment from the City in consideration of the obligations imposed under this
Agreement. The Owner and the City acknowledge and agree that the primary consideration to the City for the execution of this Agreement is the substantial benefit to
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7 the citizens of Palm Springs accruing from the rehabilitation and maintenance of the Property, and the primary consideration to the Owner is the economic advantage that will accrue to the Owner as a result of the possible effect upon the assessed value of the Property of the restrictions on the use and preservation of the Property imposed hereunder. The Owner acknowledges that it is not guaranteed to receive a reduction of property taxes as a result of this Agreement.
SIGNATURES ON FOLLOWING PAGE
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8 IN WITNESS WHEREOF, the City and the Owner have executed this Agreement on the day and year first written above.
CITY OF PALM SPRINGS,
a Charter City and Municipal Corporation
Dated:______________________ By:_______________________________ City Manager: Scott Stiles
City of Palm Springs
APPROVED AS TO FORM: ATTEST:
_____________________________ ____________________________ City Attorney: Jeff Ballinger City Clerk: Brenda Pree, MMC City of Palm Springs City of Palm Springs
Dated:_________________________ By:_______________________________ Adam Cavnar (Trustee)
Cavnar Family Trust
Dated:_________________________ By:_______________________________ Juli Savitt-Cavnar (Trustee)
Cavnar Family Trust
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9 K – Page 445 of 1296
10 EXHIBIT A
LEGAL DESCRIPTION
LOT 45 OF TRACT NO. 2808, IN THE CITY OF PALM SPRINGS, COUNTY OF RIVERSIDE, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 52, PAGES 42 THROUGH 45, INCLUSIVE OF MAPS, RECORDED IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY.
APN: 681-242-008-3
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11 EXHIBIT B
MAINTENANCE STANDARDS
(Section 4.1)
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Mills Act Historic Property Preservation Agreement (“Agreement”) shall be maintained in good condition throughout the term of this agreement.
All nuisances as defined in Title 11 “Peace, Morals and Safety” of the Palm Springs Municipal Code that occur or develop on the subject parcel shall be abated in a timely manner and to the satisfaction of the City Manager or his designee.
All structures, walls, water features, landscaping and any other improvements associated with the parcel that is the subject of this Agreement that are part of the historic characterdefining features of the property shall be maintained as outlined in the Secretary of the Interior Standards for Preserving, Rehabilitating, Restoring, and Reconstructing Historic Buildings (1995 Weeks and Grimmer).
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12 EXHIBIT C
EXISTING CONDITIONS
(Section 4.2)
(Aerial photo of the property and the tract map are on file in the Planning Services Department of the City of Palm Springs, California at 3200 Tahquitz Canyon Way, Palm Springs, CA 92262)
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13 EXHIBIT D
SPECIFIC PROJECTS
(Section 4.3)
1. Repaint the exterior body and trim with the existing colors. Estimated cost: $5,500.
Estimated Time: 2026.
2. Repair the original beams to the home that have damage. Estimated cost: $12,000.
Estimated time: 2028 & 2033.
3. Replace existing HVAC system from 2012: Estimated cost: $40,000. Estimated time:
2027.
4. Repair original wood frames for windows that have dry rot and weather-related damage: Estimated cost: $7,000. Estimated time: 2031.
5. Install new gutters to the home that meet preservation design standards for long-term maintenance. Estimated cost: $3,000. Estimated time: 2026.
6. Building foundation repairs that have cracks and missing sections. Estimated cost:
$2,500. Estimated time: 2028.
7. Replace roof which was recently repaired. Estimated cost: $25,000. Estimated time:
2034.
8. Minor plumbing repairs for upkeep. Estimated cost: $1,000 annually.
9. Repoint and repair stacked stone on the exterior of the home. Estimated cost: $2,000.
Estimated time: 2030.
10.Exterior stucco repair, as needed. Estimated cost: $5,000. Estimated time: 2031.
11.Patio Repair to replace broken concrete floors. Estimated cost: $12,500. Estimated time: 2026 & 2034.
12.Ad hoc repairs to structure and systems, as needed. Estimated cost: $35,000.
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CITY COUNCIL STAFF REPORT
DATE: JULY 8, 2026 CONSENT CALENDAR
SUBJECT: AWARD OF A CONTRACT AND APPROVAL OF TASK ORDERS FOR
THE SOUTH PALM CANYON DRIVE ROAD RECONFIGURATION, CITY
PROJECT 22-21A, INCLUDING APPROVAL OF A CONSTRUCTION
CONTRACT TO EAGLE PAVING, LLC IN THE AMOUNT OF $2,210,000; APPROVAL OF A TASK ORDER UNDER ON-CALL AGREMEENT NO.
25Q198 WITH DCCM INFRASTRUCTURE, INC. (FORMERLY
SOUTHSTAR) IN AN AMOUNT NOT TO EXCEED $187,466 FOR
CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES; AND
APPROVAL OF A TASK ORDER UNDER ON-CALL AGREEMENT NO.
23PO41 WITH TSG ENTERPRISES, INC., DBA THE SOLIS GROUP, IN AN AMOUNT NOT TO EXCEED $8,700 TO PROVIDE COMMUNITY
WORKFORCE AGREEMENT ADMINISTRATION
FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:
Award of this contract will allow the City to proceed with construction of the South Palm Canyon Road Reconfiguration, City Project 22-21A, including approval of associated agreements for construction management services and community workforce agreement administration.
RECOMMENDATION:
1) Award a construction contract to Eagle Paving LLC (Eagle) in the amount of $2,210,000 for the South Palm Canyon Road Reconfiguration, City Project No. 22- 21A (“Project”);
2) Authorize the City Manager to approve a task order for project management and inspection services from an on-call engineering services firm, DCCM Infrastructure, Inc. (DCCM), in an amount not to exceed $187,466; 3) Authorize the City Manager to approve a task order for Community Workforce Agreement (CWA) administration services from an on-call CWA firm, TSG Enterprises, Inc., dba The Solis Group, in an amount not to exceed $8,700;
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City Council Staff Report
July 8, 2026 -- Page 2
Award South Palm Canyon Road Reconfiguration, CP 22-21A 4) Delegate authority to the City Manager or designee to approve and execute construction contract change orders up to a total amount of $335,000 with all change orders reported to the City Council; and
5) Authorize the City Manager or designee to execute all necessary documents.
BUSINESS PRINCIPAL DISCLOSURE:
The Public Integrity Disclosure forms for Eagle, DCCM, and The Solis Group are included as Attachment A.
BACKGROUND:
In December 2021, the City developed the Palm Springs Pedestrian Master Plan, which identified 37 locations, consisting of street segments and intersections, for further evaluation of potential pedestrian safety enhancements. One such project was the South Palm Canyon Drive Road Reconfiguration. The focus of this project is to improve pedestrian, bicyclist, and vehicle safety through lane reconfiguration, bike lanes, enhanced crossings, and sidewalk gap closures where feasible. The limits of the proposed lane reconfiguration are shown in Figure 1 as follows.
Figure 1: South Palm Canyon Drive Road Reconfiguration, City Project 22-21A On January 10, 2024, staff solicited proposals from the City’s on-call traffic engineering consultants to prepare a traffic study, conduct extensive community outreach, and develop Plans, Specifications, and Estimates (PS&E) for the Project.
On February 29, 2024, the City Council approved a Task Order with Kimley-Horn for traffic engineering services.
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City Council Staff Report
July 8, 2026 -- Page 3
Award South Palm Canyon Road Reconfiguration, CP 22-21A Between September 2024 and February 2025, three in-person community meetings were held to gather feedback and keep residents engaged as the project progressed through the conceptual design stage. An online interactive map tool and a dedicated project email address were also used to collect additional input. Affected communities and businesses were notified via email and mailed notices.
Throughout the process, more than 120 comments were received, and all feedback was considered in the design. Throughout the design process, the design team and Staff coordinated with the Fire Department and Police Department to confirm no issues with the proposed road reconfiguration along South Palm Canyon. There were no conflicts with the selected bike lane and turn lane design.
On February 3, 2025, a call for projects was published by RCTC seeking applications for the SB 821 Bicycle and Pedestrian Facilities Program. This year, the program’s maximum funding request was $727,986 per application and $1,455,973 per jurisdiction. The City submitted two applications, with one being the South Palm Canyon Road Reconfiguration, and the other being Racquet Club Road Reconfiguration.
On June 11, 2025, RCTC approved 13 projects for funding out of the 33 applications received. The South Palm Canyon Road Reconfiguration was selected as one of six in the Coachella Valley. The Racquet Club Road Reconfiguration was also selected by RCTC.
On September 10, 2025, the City Council approved an agreement with RCTC to accept SB 821 grant funding in an amount not to exceed $727,986 for the Project.
On May 12, 2026, the City Council approved the plans, specifications, and estimate for the proposed Project. This project advertised for bidding in The Desert Sun, industry plan rooms, and the PlanetBids electronic system on May 28, 2026.
STAFF ANALYSIS:
On June 18, 2026, the City received thirteen (13) bids from the following contractors:
Company Location Bid Amount
Eagle Paving LLC Poway, CA $2,210,000.00
Matich Corporation Cabazon, CA $2,223,284.00
Vance Corporation Beaumont, CA $2,227,759.40
Hardy & Harper, Inc Lake Forest, CA $2,315,000.00
Calmex Engineering, Inc. Bloomington, CA $2,378,262.00
Romero General Construction Corp. Escondido, CA $2,380,380.00 R.J. Noble Company Orange, CA $2,499,201.00
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City Council Staff Report
July 8, 2026 -- Page 4
Award South Palm Canyon Road Reconfiguration, CP 22-21A Rove Engineering, Inc. El Centro, CA $2,518,921.03
All American Asphalt Corona, CA $2,556,768.00
Granite Construction Company Indio, CA $2,618,105.00
LC Paving & Sealing, Inc. Escondido, CA $2,795,385.00
Onyx Paving Company, LLC Yorba Linda, CA $2,877,000.00
Van Engineering Wildomar, CA $3,698,463.50
Scope of Work
The Project consists of roadway improvements along South Palm Canyon Drive between Acanto Drive and East Palm Canyon Drive. Improvements include the installation of Class II bicycle lanes, pavement resurfacing, associated signing and striping, and the construction of new sidewalk segments and ADA-compliant curb ramps at strategic locations to enhance pedestrian connectivity and accessibility. The Project will reconfigure the existing four-lane roadway into a three-lane cross section consisting of one travel lane in each direction and a continuous two-way left-turn lane to improve multimodal mobility and roadway safety.
Time of Completion
The work shall be diligently prosecuted to completion before the expiration of 40 working days from the issuance of a notice to proceed. Working days are defined as Monday through Friday, excluding weekends and City recognized holidays.
Bid Analysis
The submitted bid documents were reviewed, and it was determined that Eagle complied with the instructions to bidders and submitted the lowest responsive and responsible bid at $2,210,000. For reference, the Project construction estimate was $3,400,000. Staff recommends the City Council award a construction contract to Eagle. The proposed agreement is included as Attachment B. The bidding documents received from Eagle are included as Attachment C.
Construction Management Services
Staff issued a Request for Proposals (RFP) for Construction Management (CM) and Inspection services to one of their on-call CM firms. The requested RFP was written to ensure that the selected firm demonstrated successful experience and capacity to provide construction management with inspection services required by the City. DCCM provided a proposal in the amount of $187,466. Staff recommends the City Council approve a task order under On-Call Agreement 25Q198 with DCCM, not to exceed $187,466.
Project Labor Agreement (PLA) and Administration
This Project is subject to the City’s Community Workforce Agreement dated August 31, 2021, which is on file with the City. The Contractor and all Subcontractors of any tier are to include contractual provisions in all contracts they enter for the performance of the work requiring the Contractor and all Subcontractors to comply with the provisions of the PLA
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City Council Staff Report
July 8, 2026 -- Page 5
Award South Palm Canyon Road Reconfiguration, CP 22-21A prior to the commencement of work and at no additional cost. Staff issued a Request for Proposals (RFP) from our on-call Community Workforce Administration Services firm, TSG Enterprises, Inc., dba The Solis Group. Staff recommends the City Council approve a task order under On-Call Agreement 23PO41 with TSG not to exceed $8,700.
Local Business Preference Compliance
Section 7.03.08 of the Palm Springs Municipal Code (“PSMC”), “Local Business Preference Program”, requires prime contractors to use good faith efforts to sub-contract the supply of materials and equipment to local business enterprises and to sub-contract services to businesses whose workforce resides within the Coachella Valley.
Eagle is not considered a local business but has demonstrated sufficient evidence of good faith efforts to subcontract the supply of materials to local businesses.
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 Project is considered categorically exempt from CEQA.
ALIGNMENT WITH STRATEGIC PLANNING:
This item aligns with the following City Council Strategic Plan Broad Goal: Infrastructure and Facilities.
FISCAL IMPACT:
The estimated construction and administrative costs to complete the project are shown in Table 1 below. Sufficient funds have been budgeted to cover the cost of construction.
Table 1
Project Costs Amount
SB 821 Grant Funding $727,986
Measure A Funds $985,373
Measure J Funds $610,373
Capital Funds $967,434
Project Administration ($50,000)
Construction Administration/Inspection ($187,466)
Community Workforce Agreement Administration ($8,700)
Construction Contract ($2,210,000)
15% Contingency ($335,000)
Total Remaining $500,000
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City Council Staff Report
July 8, 2026 -- Page 6
Award South Palm Canyon Road Reconfiguration, CP 22-21A REVIEWED BY:
City Engineer: Joel Montalvo
Assistant City Manager: Flinn Fagg
City Manager: Teresa Gallavan for Scott Stiles
ATTACHMENTS:
A. Public Integrity Disclosure Forms
B. Construction Agreement
C. Contractor’s Bid
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Attachment A
Public Integrity Disclosures
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L –
L –
1 ATTACHMENT “E”
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
Other _________________________________
DCCM Infrastructure, Inc.
1945 Chicago Ave, Suite C-2, Riverside, CA 92507
Texas
X
X
Yvette Kirrin, PE X
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2 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
Not Applicable
Yvette Kirrin, PE - President, S California
4/22/2026
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PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
1. Name of Entity
2. Address of Entity (Principal Place of Business)
3. Local or California Address (if different than #2)
4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California? Yes No
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
Other __________________________
TSG Enterprises, Inc. dba The Solis Group
3452 E Foothill Blvd, Ste 200, Pasadena, CA 91107
See above
California
X
Elvira Elizabeth Diez Solis X
Andrew Solis-Castillo X
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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 Elvira Elizabeth Diez Solis
100%, TSG Enterprises, Inc. dba
The Solis Group
Elvira Elizabeth Diez Solis,
CEO
February 3, 2023
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Attachment B
Construction Agreement
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Revised 8.9.23 Page 1 of 8
CONSTRUCTION AGREEMENT
EAGLE PAVING, LLC
THIS AGREEMENT made this 8th day of July, 2026 (“Effective Date”) by and between the City of Palm Springs, a charter city, organized and existing in the County of Riverside, under and by virtue of the laws of the State of California, hereinafter designated as the City, and Eagle Paving, LLC, hereinafter designated as the Contractor.
The City and the Contractor, in consideration of the mutual covenants hereinafter set forth, agree as follows:
1. THE WORK
For and in consideration of the payments and agreements to be made and performed by City, Contractor agrees to furnish all materials and perform all work required to complete the Work as specified in the Contract Documents, and as generally indicated under the Bid Schedule(s) for the Project entitled:
SOUTH PALM CANYON DRIVE ROAD RECONFIGURATION, CITY PROJECT NO. 22-21A The Work consists of roadway improvements along South Palm Canyon Drive between Acanto Drive and East Palm Canyon Drive. Improvements include the installation of Class II bicycle lanes, pavement resurfacing, associated signing and striping, and the construction of new sidewalk segments and ADAcompliant curb ramps at strategic locations to enhance pedestrian connectivity and accessibility. The Project will reconfigure the existing four-lane roadway into a three-lane cross section consisting of one travel lane in each direction and a continuous two-way left-turn lane to improve multimodal mobility and roadway safety.
2. COMMENCEMENT AND COMPLETION
The Work to be performed under this Contract shall commence on the date specified in the Notice to Proceed by the City, and the Work shall be fully completed within 40 working days.
The City and the Contractor recognize that time is of the essence of this Agreement, and that the City will suffer financial loss if the Work is not completed within the time specified in Article 2, herein, plus any extensions thereof allowed in accordance with applicable provisions of the Standard Specifications, as modified herein. The parties also recognize the delays, expense, and difficulties involved in proving in a legal proceeding the actual loss suffered by the City if the Work is not completed on time. Accordingly, instead of requiring any such proof, the City and the Contractor agree that as liquidated damages or delay (but not as a penalty), the Contractor shall pay the City the sum specified in Section 6-9 of the Special Provisions for each calendar day that expires after the time specified in Article 2, herein. In executing the Agreement, the Contractor acknowledges it has reviewed the provisions of the Standard Specifications, as modified herein, related to liquidated damages, and has made itself aware of the actual loss incurred by the City due to the inability to complete the Work within the time specified in the Notice to Proceed. This Section does not exclude recovery of other damages specified in the Contract Documents. Liquidated damages may be deducted from progress payments due Contractor, Project retention or may be collected directly from Contractor, or from Contractor's surety. These provisions for liquidated damages shall not prevent the City, in case of Contractor's default, from terminating the Contractor.
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Revised 8.9.23 Page 2 of 8
3. CONTRACT PRICE
The City shall pay the Contractor for the completion of the Work, in accordance with the Contract Documents, in current funds the Contract Price(s) named in the Contractor's Bid Proposal and Bid Schedule(s), and any duly authorized Construction Contract Change Orders approved by the City.
The amount of the initial contract award in accordance with the Contractor’s Bid Proposal is Two Million Two Hundred Ten Thousand Dollars ($2,210,000.00).
Contractor agrees to receive and accept the prices set forth herein, as full compensation for furnishing all materials, performing all work, and fulfilling all obligations hereunder. Said compensation shall cover all expenses, losses, damages, and consequences arising out of the nature of the Work during its progress or prior to its acceptance including those for well and faithfully completing the Work and the whole thereof in the manner and time specified in the Contract Documents; and, also including those arising from actions of the elements, unforeseen difficulties or obstructions encountered in the prosecution of the Work, suspension of discontinuance of the Work, and all other unknowns or risks of any description connected with the Work.
4. CONTRACT DOCUMENTS
The Contract Documents consist of the Notice Inviting Bids, Instructions to Bidders, the prevailing rate of per diem wages as determined by the Director of the California Department of Industrial Relations, the accepted Bid and Bid Schedule(s), List of Subcontractors, Local Business Preference Program – Good Faith Efforts, Non- Discrimination Certification, Non-Collusion Declaration, Bidder's General Information, Bid Security or Bid Bond, this Agreement, Worker's Compensation Certificate, Performance Bond, Payment Bond, Standard Specifications, Special Provisions, the Drawings, Addenda numbers 1 to 2, inclusive, and all Construction Contract Change Orders and Work Change Directives which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto.
5. MUTUAL OBLIGATIONS
For and in consideration of the payments and agreements to be made and performed by the City, the Contractor agrees to furnish all materials and perform all work required for the above stated project, and to fulfill all other obligations as set forth in the aforesaid Contract Documents.
City hereby agrees to employ, and does hereby employ, Contractor to provide the materials, complete the Work, and fulfill the obligations according to the terms and conditions herein contained and referred to, for the Contract Price herein identified, and hereby contracts to pay the same at the time, in the manner, and upon the conditions set forth in the Contract Documents.
6. PAYMENT PROCEDURES
The Contractor shall submit Applications for Payment in accordance with the Standard Specifications as amended by the Special Provisions. Applications for Payment will be processed by the City Engineer as provided in the Contract Documents.
7. NOTICES
All notices shall be in writing and either served by personal delivery or mailed to the other party.
Written notice to the Contractor shall be addressed to Contractor’s principal place of business unless Contractor designates another address in writing for service of notice. Notice to the City shall be
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Revised 8.9.23 Page 3 of 8
addressed to the City as designated in the Notice Inviting Bids unless the City designates another address in writing for service of notice. Notice shall be effective upon receipt or five (5) calendar days after being sent by first class mail, whichever is earlier. Notice given by facsimile shall not be effective unless acknowledged in writing by the receiving party.
8. INDEMNIFICATION
Contractor shall provide indemnification and defense as set forth in Section 7-15 “Indemnification,” of the Special Provisions.
9. PREVAILING WAGES
Contractor agrees to fully comply with all applicable federal and state labor laws including, without limitation, California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq. ("Prevailing Wage Laws").
Contractor shall bear all risks of payment or non-payment of prevailing wages under California law, and Contractor hereby agrees to defend, indemnify, and hold the City, its officials, officers, employees, agents and volunteers, free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
Contractor specifically acknowledges and agrees to be bound by the Wage Rates and Labor Code requirements specified in the Contract Documents, including the requirement to furnish electronic certified payroll records directly to the Labor Commissioner (via the Division of Labor Standards Enforcement), and shall pay the general prevailing rate of per diem wages as determined by the Director of the Department of Industrial Relations of the State of California.
10. 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.
11. NON-DISCRIMINATION
In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting.
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Revised 8.9.23 Page 4 of 8
12. MISCELLANEOUS
Terms used in this Agreement which are defined in the Standard Specifications and the Special Provisions will have the meanings indicated in said Standard Specifications and the Special Provisions.
No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound; and specifically, but without limitation, monies that may become due and monies that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents.
The City and the Contractor each binds itself, its partners, successors, assigns, and legal representatives, to the other party hereto, its partners, successors, assigns, and legal representatives, in respect of all covenants, agreements, and obligations contained in the Contract Documents.
Each and every provision of law required to be included in these Contract Documents shall be deemed to be included in these Contract Documents. The Contractor shall comply with all requirements of applicable federal, state and local laws, rules and regulations, including, but not limited to, the provisions of the California Labor Code and California Public Contract Code which are applicable to this Work.
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 “A” (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.
Project Labor Agreement
The Work is subject to the City’s Community Workforce Agreement dated August 31, 2021 (“CWA” or “Project Labor Agreement” or “PLA”), a copy of which is on file with the City, available upon request, and incorporated herein by reference as if fully set forth herein. Contractor and all subcontractors of Contractor of any tier shall at all times comply with the requirements of the PLA in the prosecution of the Work.
Contractor has executed or agrees to execute and be bound by the terms of the PLA either directly or through the Letter of Assent (a form of which is attached to the PLA as "Exhibit B" and referred to herein as the “LOA”), and Contractor shall furnish evidence of compliance with the same to City prior to the commencement of any Work. Contractor further agrees to require, or has already required, each of its subcontractors, of whatever tier, to agree in writing in the form of a LOA to be bound by each and every provision of the PLA prior to the commencement of Work or at the time of such subcontract, whichever occurs first.
• Subcontractors - Contractor shall include, and shall require all of Contractor’s subcontractors of any tier to include, contractual provisions in all contracts they enter into for the performance of the Work, requiring each subcontractor, of every tier, who furnishes any labor for the performance of Work, to comply with the provisions of the PLA at no additional cost.
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Revised 8.9.23 Page 5 of 8
• Condition of Payment - Compliance by Contractor and all of Contractor’s subcontractors of any tier with the requirements of the PLA shall be a condition of Contractor’s right to payment under this Agreement.
• Reformation - Any requirement currently set forth in, or hereafter developed, adopted or implemented pursuant to the terms of the PLA, that is applicable to the Project, that is not set forth herein or that is by mistake incorrectly stated, shall be deemed to be inserted in this Agreement and shall be read and enforced as though it were included herein; and, if through mistake or otherwise any such requirement is not inserted or if inserted and requires correction, then upon request of either party this Agreement shall forthwith be amended to make such insertion or correction.
• Conflicts - In the event of a conflict between the PLA and any other provisions of the Contract Documents, the PLA shall control.
• Costs of Compliance - Contractor represents and warrants that it has included in its bid all costs of compliance with the requirements of this Section 13. • Not a Limitation - The requirements of this Section 13 are in addition to, and not a limitation upon, the other applicable provisions of the Contract Documents. [SIGNATURES ON NEXT PAGE]
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Revised 8.9.23 Page 6 of 8
SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE
CITY OF PALM SPRINGS AND EAGLE PAVING, LLC
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By Date
Signature
By
Date
Signature
(2nd signature required for Corporations)
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL: Date: Item No.
APPROVED AS TO FORM: ATTEST:
By
By
City Attorney City Clerk
APPROVED:
By Date
City Manager – over $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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Revised 8.9.23 Page 7 of 8
EXHIBIT “A”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name:
Title:
Firm Name: Eagle Paving, LLC
Date:
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Revised 8.9.23 Page 8 of 8
EXHIBIT “B”
LETTER OF ASSENT
A letter of assent is to be signed by all contractors awarded work covered by the City of Palm Springs Community Workforce Agreement prior to commencing work. [Contractor’s Letterhead]
CWA Administrator
City of Palm Springs
Attn: Procurement & Contracting
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Re: Community Workforce Agreement – Letter of Assent
City Project No. 26-01
Dear Sir/Madame:
This is to confirm that Eagle Paving, LLC agrees to be part to and bound by the City of Palm Springs Community Workforce Agreement effective Month Day, Year, as such Agreement may, from time to time by the negotiating parties or interpreted pursuant to its terms. Such obligation to be a party and bound by this Agreement shall extend to all work covered by the agreement undertaken by this Company on the project and this Company shall require all of its contractors and subcontractors of whatever tier to be similarly bound for all work within the scope of the Agreement by signing and furnishing to you an identical letter of assent prior to their commencement of work.
Sincerely,
[Name of Construction Company]
By: [ ]
Name and Title of Authorized Executive
Contractor State License No.:
Business Address:
Business Phone:
Cc: San Bernardino/Riverside Counties Building and Construction Trades Council AFLCIO
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Attachment C
Contractor's Bid
https://publicportal.palmspringsca.gov/WebLink/
DocView.aspx?id=1460590&dbid=0&repo=CityHall-Primary
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CITY COUNCIL STAFF REPORT
DATE: JULY 8, 2026 CONSENT CALENDAR
SUBJECT: AWARD OF A CONTRACT AND APPROVAL OF TASK ORDERS FOR THE RACQUET CLUB ROAD RECONFIGURATION, CITY PROJECT 22- 21B INCLUDING APPROVAL OF A CONSTRUCTION CONTRACT TO
MATICH CORPORATION IN THE AMOUNT OF $2,702,313; APPROVAL OF A TASK ORDER UNDER ON-CALL AGREMEENT NO. 25Q198 WITH DCCM INFRASTRUCTURE, INC. (FORMERLY SOUTHSTAR) IN AN
AMOUNT NOT TO EXCEED $187,466 FOR CONSTRUCTION
MANAGEMENT AND INSPECTION SERVICES; AND APPROVAL OF A
TASK ORDER UNDER ON-CALL AGREEMENT NO 23PO41 WITH TSG
ENTERPRISES, INC., DBA THE SOLIS GROUP, IN AN AMOUNT NOT TO EXCEED $8,700 TO PROVIDE COMMUNITY WORKFORCE
AGREEMENT ADMINISTRATION
FROM: Scott C. Stiles, City Manager
BY: Engineering Services Department
SUMMARY:
Award of this contract will allow the City to proceed with construction of the Racquet Club Road Reconfiguration, City Project No. 22-21B, including approval of associated agreements for construction management services and community workforce agreement administration.
RECOMMENDATION:
1) Award a construction contract to Matich Corporation (Matich) in the amount of $2,702,313 for the Racquet Club Road Reconfiguration, City Project No. 22-21B (“Project”);
2) Authorize the City Manager to approve a task order for project management and inspection services from an on-call engineering services firm, DCCM Infrastructure, Inc. (DCCM), in an amount not to exceed $187,466; 3) Authorize the City Manager to approve a task order for Community Workforce Agreement (CWA) administration services from an on-call CWA firm, TSG Enterprises, Inc., dba The Solis Group, in an amount not to exceed $8,700;
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City Council Staff Report
July 8, 2026 -- Page 2
Award Racquet Club Road Reconfiguration, CP 22-21B
4) Delegate authority to the City Manager or designee to approve and execute construction contract change orders up to a total amount of $420,000 with all change orders reported to the City Council; and
5) Authorize the City Manager or his designee to execute all necessary documents.
BUSINESS PRINCIPAL DISCLOSURE:
The Public Integrity Disclosure forms for Matich, DCCM, and The Solis Group are included as Attachment A.
BACKGROUND:
In December 2021, the City developed the Palm Springs Pedestrian Master Plan, which identified 37 locations, consisting of street segments and intersections, for further evaluation of potential pedestrian safety enhancements. One such project was the Racquet Club Road Reconfiguration. The focus of this project is to improve pedestrian, bicyclist, and vehicle safety through lane reconfiguration, bike lanes, enhanced crossings, and sidewalk gap closures where feasible. The limits of the proposed lane reconfiguration are shown in Figure 1 on the following page.
Figure 1 – Racquet Club Road Reconfiguration, City Project 22-21B On January 10, 2024, staff solicited proposals from the City’s on-call traffic engineering consultants to prepare a traffic study, conduct extensive community outreach, and develop Plans, Specifications, and Estimates (PS&E) for the Project.
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City Council Staff Report
July 8, 2026 -- Page 3
Award Racquet Club Road Reconfiguration, CP 22-21B
On February 29, 2024, the City Council approved a Task Order with Kimley-Horn for traffic engineering services.
Between September 2024 and September 2025, four in-person and online community meetings were held to gather feedback and keep residents engaged as the project progressed through the conceptual design stage. An online interactive map tool and a dedicated project email address were also used to collect additional input. Affected communities and businesses were notified via email and mailed notices. Throughout the process, more than 200 comments were received, and all feedback was considered in the design.
Of these comments, 125 comments were focused on traffic calming (i.e., issues with noise, trucks, speeding, pedestrian and bike safety). Thirty comments were not in support of bike lanes, lane reductions, traffic calming ideas or the comment did not apply to the project.
During this stage, the design team and Staff coordinated with the Fire Department and Police Department to confirm if there were any emergency response concerns regarding the proposed road reconfiguration along Racquet Club Road. There were no concerns stated by the Police Department, however at the Fire Department’s request, a Fire Response Study was prepared to evaluate potential impacts on emergency response times within the area served by Fire Station No. 3.
The study focused on the response data provided by the Fire Department, existing conditions with and without the road reconfiguration, and projected conditions through the year 2040. The study showed that, with the road reconfiguration and no other corridor changes, emergency response times are projected to increase by between 2.7 to 63 seconds.
The fire response travel study was coordinated with the Fire Department and travel time data indicates a worst-case scenario for increases in travel time. The proposed design will incorporate countermeasures with associated crash reduction factors that can provide a safer environment for all users of the corridor with the potential to reduce collisions. The reconfiguration will consist of painted lane markings only, with no barriers or obstructions that would prevent emergency vehicles from maneuvering as needed.
On September 17, 2025 the findings of the Response Study were shared with the community at the fourth and final community meeting of the Project. Resident feedback from this community meeting included:
• Addressing speeding throughout the corridor
• Retaining on-street parking on Racquet Club Road
• Managing vehicle delay along the corridor through traffic signal improvements • Increasing pedestrian and cyclist safety and visibility
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City Council Staff Report
July 8, 2026 -- Page 4
Award Racquet Club Road Reconfiguration, CP 22-21B
The overall consensus was that the majority of the community supports the implementation of the Project.
On February 3, 2025, a call for projects was published by RCTC seeking applications for the SB 821 Bicycle and Pedestrian Facilities Program. This year, the program’s maximum funding request was $727,986 per application and $1,455,973 per jurisdiction. The City submitted two applications, with one being the Racquet Club Road Reconfiguration, and the other being the South Palm Canyon Road Reconfiguration.
On June 11, 2025, RCTC approved 13 projects for funding out of the 33 applications received. The Racquet Club Road Reconfiguration was selected as one of six in the Coachella Valley. The South Palm Canyon Road Reconfiguration project was also selected by RCTC.
On October 22, 2025, the City Council approved an agreement with RCTC to accept SB 821 grant funding in an amount not to exceed $727,986 for the Project.
On May 27, 2026, the City Council approved the plans, specifications, and estimate for the proposed Project. This project advertised for bidding in The Desert Sun, industry plan rooms, and the PlanetBids electronic system on May 28, 2026.
STAFF ANALYSIS:
On June 18, 2026, the City received thirteen (13) bids from the following contractors:
Company Location Bid Amount
Matich Corporation Cabazon, CA $2,702,313.00
Eagle Paving LLC Poway, CA $2,793,000.00
LC Paving & Sealing, Inc. Escondido, CA $2,872,730.50
Hardy & Harper, Inc Lake Forest, CA $2,912,000.00
Vance Corporation Beaumont, CA $2,914,152.30
Onyx Paving Company, LLC Yorba Linda, CA $2,989,000.00
Rove Engineering, Inc. El Centro, CA $3,024,943.81
Calmex Engineering, Inc. Bloomington, CA $3,036,585.00
All American Asphalt Corona, CA $3,059,319.00
Romero General Construction Corp. Escondido, CA $3,104,104.00 R.J. Noble Company Orange, CA $3,141,062.00
Granite Construction Company Indio, CA $3,175,713.00
Van Engineering Wildomar, CA $4,163,517.00
Scope of Work
The Project consists of roadway improvements along Racquet Club Road and North Farrell Drive between North Palm Canyon Drive and Via Escuela. Improvements include the installation of Class II bicycle lanes, pavement resurfacing, associated signing and striping, and the construction of new sidewalk segments and ADA-compliant curb ramps
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City Council Staff Report
July 8, 2026 -- Page 5
Award Racquet Club Road Reconfiguration, CP 22-21B
at strategic locations to enhance pedestrian connectivity and accessibility. The Project will reconfigure the existing four-lane roadway into a three-lane cross section consisting of one travel lane in each direction and a continuous two-way left-turn lane to improve multimodal mobility and roadway safety.
Time of Completion
The work shall be diligently prosecuted to completion before the expiration of 40 working days from the issuance of a notice to proceed. Working days are defined as Monday through Friday, excluding weekends and City recognized holidays.
Bid Analysis
The submitted bid documents were reviewed, and it was determined that Matich Corporation (Matich) complied with the instructions to bidders and submitted the lowest responsive and responsible bid at $2,702,313. For reference, the Project construction estimate was $3,700,000. Staff recommends the City Council award a construction contract to Matich. The proposed agreement is included as Attachment B. The bidding documents received from Matich are included as Attachment C.
Construction Management Services
Staff issued a Request for Proposals (RFP) for Construction Management (CM) and Inspection services to one of their on-call CM firms. The requested RFP was written to ensure that the selected firm demonstrated successful experience and capacity to provide construction management with inspection services required by the City. DCCM provided a proposal in the amount of $187,466. Staff recommends the City Council approve a task order under On-Call Agreement 25Q198 with DCCM, not to exceed $187,466.
Project Labor Agreement (PLA) and Administration
This Project is subject to the City’s Community Workforce Agreement dated August 31, 2021, which is on file with the City. The Contractor and all Subcontractors of any tier are to include contractual provisions in all contracts they enter for the performance of the work requiring the Contractor and all Subcontractors to comply with the provisions of the PLA prior to the commencement of work and at no additional cost. Staff issued a Request for Proposals (RFP) from our on-call Community Workforce Administration Services firm, TSG Enterprises, Inc., dba The Solis Group. Staff recommends the City Council approve a task order under On-Call Agreement 23PO41 with TSG not to exceed $8,700.
Local Business Preference Compliance
Section 7.03.08 of the Palm Springs Municipal Code (“PSMC”), “Local Business Preference Program”, requires prime contractors to use good faith efforts to sub-contract the supply of materials and equipment to local business enterprises and to sub-contract services to businesses whose workforce resides within the Coachella Valley. Matich has demonstrated sufficient evidence of good faith efforts to subcontract the supply of materials to local businesses.
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City Council Staff Report
July 8, 2026 -- Page 6
Award Racquet Club Road Reconfiguration, CP 22-21B
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 Project is considered categorically exempt from CEQA.
ALIGNMENT WITH STRATEGIC PLANNING:
This item aligns with the following City Council Strategic Plan Broad Goal: Infrastructure and Facilities.
FISCAL IMPACT:
The estimated construction and administrative costs to complete the project are shown in Table 1 below. Sufficient funds have been budgeted to cover the cost of construction.
Table 1
Project Costs Amount
SB 821 Grant Funding $727,986
Measure A Funds $985,373
Measure J Funds $610,373
Capital Funds $1,193,358
Project Administration ($50,000)
Construction Administration/Inspection ($187,466)
Community Workforce Agreement Administration ($8,700)
Construction Contract ($2,702,313)
15% Contingency ($420,000)
Total Remaining $148,611
REVIEWED BY:
City Engineer: Joel Montalvo
Assistant City Manager: Flinn Fagg
City Manager: Teresa Gallavan for Scott Stiles
ATTACHMENTS:
A. Public Integrity Disclosure Forms
B. Construction Agreement
C. Contractor’s Bid
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Attachment A
Public Integrity Disclosures
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1 ATTACHMENT “E”
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
Other _________________________________
DCCM Infrastructure, Inc.
1945 Chicago Ave, Suite C-2, Riverside, CA 92507
Texas
X
X
Yvette Kirrin, PE X
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2 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
Not Applicable
Yvette Kirrin, PE - President, S California
4/22/2026
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PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
1. Name of Entity
2. Address of Entity (Principal Place of Business)
3. Local or California Address (if different than #2)
4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California? Yes No
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
Other __________________________
TSG Enterprises, Inc. dba The Solis Group
3452 E Foothill Blvd, Ste 200, Pasadena, CA 91107
See above
California
X
Elvira Elizabeth Diez Solis X
Andrew Solis-Castillo X
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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 Elvira Elizabeth Diez Solis
100%, TSG Enterprises, Inc. dba
The Solis Group
Elvira Elizabeth Diez Solis,
CEO
February 3, 2023
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Attachment B
Construction Agreement
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Revised 8.9.23 Page 1 of 8
CONSTRUCTION AGREEMENT
MATICH CORPORATION
THIS AGREEMENT made this 8th day of July, 2026 (“Effective Date”) by and between the City of Palm Springs, a charter city, organized and existing in the County of Riverside, under and by virtue of the laws of the State of California, hereinafter designated as the City, and Matich Corporation, a California corporation, hereinafter designated as the Contractor.
The City and the Contractor, in consideration of the mutual covenants hereinafter set forth, agree as follows:
1. THE WORK
For and in consideration of the payments and agreements to be made and performed by City, Contractor agrees to furnish all materials and perform all work required to complete the Work as specified in the Contract Documents, and as generally indicated under the Bid Schedule(s) for the Project entitled:
RACQUET CLUB ROAD RECONFIGURATION, CITY PROJECT NO. 22-21B The Work consists of roadway improvements along Racquet Club Road and North Farrell Drive between North Palm Canyon Drive and Via Escuela. Improvements include the installation of Class II bicycle lanes, pavement resurfacing, associated signing and striping, and the construction of new sidewalk segments and ADA-compliant curb ramps at strategic locations to enhance pedestrian connectivity and accessibility. The Project will reconfigure the existing four-lane roadway into a three-lane cross section consisting of one travel lane in each direction and a continuous two-way left-turn lane to improve multimodal mobility and roadway safety.
2. COMMENCEMENT AND COMPLETION
The Work to be performed under this Contract shall commence on the date specified in the Notice to Proceed by the City, and the Work shall be fully completed within 40 working days.
The City and the Contractor recognize that time is of the essence of this Agreement, and that the City will suffer financial loss if the Work is not completed within the time specified in Article 2, herein, plus any extensions thereof allowed in accordance with applicable provisions of the Standard Specifications, as modified herein. The parties also recognize the delays, expense, and difficulties involved in proving in a legal proceeding the actual loss suffered by the City if the Work is not completed on time. Accordingly, instead of requiring any such proof, the City and the Contractor agree that as liquidated damages or delay (but not as a penalty), the Contractor shall pay the City the sum specified in Section 6-9 of the Special Provisions for each calendar day that expires after the time specified in Article 2, herein. In executing the Agreement, the Contractor acknowledges it has reviewed the provisions of the Standard Specifications, as modified herein, related to liquidated damages, and has made itself aware of the actual loss incurred by the City due to the inability to complete the Work within the time specified in the Notice to Proceed. This Section does not exclude recovery of other damages specified in the Contract Documents. Liquidated damages may be deducted from progress payments due Contractor, Project retention or may be collected directly from Contractor, or from Contractor's surety. These provisions for liquidated damages shall not prevent the City, in case of Contractor's default, from terminating the Contractor.
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Revised 8.9.23 Page 2 of 8
3. CONTRACT PRICE
The City shall pay the Contractor for the completion of the Work, in accordance with the Contract Documents, in current funds the Contract Price(s) named in the Contractor's Bid Proposal and Bid Schedule(s), and any duly authorized Construction Contract Change Orders approved by the City.
The amount of the initial contract award in accordance with the Contractor’s Bid Proposal is Two Million Seven Hundred Two Thousand Three Hundred Thirteen Dollars ($2,702,313.00).
Contractor agrees to receive and accept the prices set forth herein, as full compensation for furnishing all materials, performing all work, and fulfilling all obligations hereunder. Said compensation shall cover all expenses, losses, damages, and consequences arising out of the nature of the Work during its progress or prior to its acceptance including those for well and faithfully completing the Work and the whole thereof in the manner and time specified in the Contract Documents; and, also including those arising from actions of the elements, unforeseen difficulties or obstructions encountered in the prosecution of the Work, suspension of discontinuance of the Work, and all other unknowns or risks of any description connected with the Work.
4. CONTRACT DOCUMENTS
The Contract Documents consist of the Notice Inviting Bids, Instructions to Bidders, the prevailing rate of per diem wages as determined by the Director of the California Department of Industrial Relations, the accepted Bid and Bid Schedule(s), List of Subcontractors, Local Business Preference Program – Good Faith Efforts, Non- Discrimination Certification, Non-Collusion Declaration, Bidder's General Information, Bid Security or Bid Bond, this Agreement, Worker's Compensation Certificate, Performance Bond, Payment Bond, Standard Specifications, Special Provisions, the Drawings, Addenda numbers 1 to 2, inclusive, and all Construction Contract Change Orders and Work Change Directives which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto.
5. MUTUAL OBLIGATIONS
For and in consideration of the payments and agreements to be made and performed by the City, the Contractor agrees to furnish all materials and perform all work required for the above stated project, and to fulfill all other obligations as set forth in the aforesaid Contract Documents.
City hereby agrees to employ, and does hereby employ, Contractor to provide the materials, complete the Work, and fulfill the obligations according to the terms and conditions herein contained and referred to, for the Contract Price herein identified, and hereby contracts to pay the same at the time, in the manner, and upon the conditions set forth in the Contract Documents.
6. PAYMENT PROCEDURES
The Contractor shall submit Applications for Payment in accordance with the Standard Specifications as amended by the Special Provisions. Applications for Payment will be processed by the City Engineer as provided in the Contract Documents.
7. NOTICES
All notices shall be in writing and either served by personal delivery or mailed to the other party.
Written notice to the Contractor shall be addressed to Contractor’s principal place of business unless Contractor designates another address in writing for service of notice. Notice to the City shall be
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Revised 8.9.23 Page 3 of 8
addressed to the City as designated in the Notice Inviting Bids unless the City designates another address in writing for service of notice. Notice shall be effective upon receipt or five (5) calendar days after being sent by first class mail, whichever is earlier. Notice given by facsimile shall not be effective unless acknowledged in writing by the receiving party.
8. INDEMNIFICATION
Contractor shall provide indemnification and defense as set forth in Section 7-15 “Indemnification,” of the Special Provisions.
9. PREVAILING WAGES
Contractor agrees to fully comply with all applicable federal and state labor laws including, without limitation, California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq. ("Prevailing Wage Laws").
Contractor shall bear all risks of payment or non-payment of prevailing wages under California law, and Contractor hereby agrees to defend, indemnify, and hold the City, its officials, officers, employees, agents and volunteers, free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
Contractor specifically acknowledges and agrees to be bound by the Wage Rates and Labor Code requirements specified in the Contract Documents, including the requirement to furnish electronic certified payroll records directly to the Labor Commissioner (via the Division of Labor Standards Enforcement), and shall pay the general prevailing rate of per diem wages as determined by the Director of the Department of Industrial Relations of the State of California.
10. 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.
11. NON-DISCRIMINATION
In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting.
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Revised 8.9.23 Page 4 of 8
12. MISCELLANEOUS
Terms used in this Agreement which are defined in the Standard Specifications and the Special Provisions will have the meanings indicated in said Standard Specifications and the Special Provisions.
No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound; and specifically, but without limitation, monies that may become due and monies that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents.
The City and the Contractor each binds itself, its partners, successors, assigns, and legal representatives, to the other party hereto, its partners, successors, assigns, and legal representatives, in respect of all covenants, agreements, and obligations contained in the Contract Documents.
Each and every provision of law required to be included in these Contract Documents shall be deemed to be included in these Contract Documents. The Contractor shall comply with all requirements of applicable federal, state and local laws, rules and regulations, including, but not limited to, the provisions of the California Labor Code and California Public Contract Code which are applicable to this Work.
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 “A” (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.
Project Labor Agreement
The Work is subject to the City’s Community Workforce Agreement dated August 31, 2021 (“CWA” or “Project Labor Agreement” or “PLA”), a copy of which is on file with the City, available upon request, and incorporated herein by reference as if fully set forth herein. Contractor and all subcontractors of Contractor of any tier shall at all times comply with the requirements of the PLA in the prosecution of the Work.
Contractor has executed or agrees to execute and be bound by the terms of the PLA either directly or through the Letter of Assent (a form of which is attached to the PLA as "Exhibit B" and referred to herein as the “LOA”), and Contractor shall furnish evidence of compliance with the same to City prior to the commencement of any Work. Contractor further agrees to require, or has already required, each of its subcontractors, of whatever tier, to agree in writing in the form of a LOA to be bound by each and every provision of the PLA prior to the commencement of Work or at the time of such subcontract, whichever occurs first.
• Subcontractors - Contractor shall include, and shall require all of Contractor’s subcontractors of any tier to include, contractual provisions in all contracts they enter into for the performance of the Work, requiring each subcontractor, of every tier, who furnishes any labor for the performance of Work, to comply with the provisions of the PLA at no additional cost.
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Revised 8.9.23 Page 5 of 8
• Condition of Payment - Compliance by Contractor and all of Contractor’s subcontractors of any tier with the requirements of the PLA shall be a condition of Contractor’s right to payment under this Agreement.
• Reformation - Any requirement currently set forth in, or hereafter developed, adopted or implemented pursuant to the terms of the PLA, that is applicable to the Project, that is not set forth herein or that is by mistake incorrectly stated, shall be deemed to be inserted in this Agreement and shall be read and enforced as though it were included herein; and, if through mistake or otherwise any such requirement is not inserted or if inserted and requires correction, then upon request of either party this Agreement shall forthwith be amended to make such insertion or correction.
• Conflicts - In the event of a conflict between the PLA and any other provisions of the Contract Documents, the PLA shall control.
• Costs of Compliance - Contractor represents and warrants that it has included in its bid all costs of compliance with the requirements of this Section 13. • Not a Limitation - The requirements of this Section 13 are in addition to, and not a limitation upon, the other applicable provisions of the Contract Documents. [SIGNATURES ON NEXT PAGE]
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Revised 8.9.23 Page 6 of 8
SIGNATURE PAGE TO AGREEMENT BY AND BETWEEN THE
CITY OF PALM SPRINGS AND MATICH CORPORATION
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below.
CONTRACTOR:
By Date
Signature
By
Date
Signature
(2nd signature required for Corporations)
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL: Date: Item No.
APPROVED AS TO FORM: ATTEST:
By
By
City Attorney City Clerk
APPROVED:
By Date
City Manager – over $150,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
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Revised 8.9.23 Page 7 of 8
EXHIBIT “A”
EXECUTIVE ORDER N-6-22 CERTIFICATION
Executive Order N-6-22 issued by Governor Gavin Newsom on March 4, 2022, directs all agencies and departments that are subject to the Governor’s authority to (a) terminate any contracts with any individuals or entities that are determined to be a target of economic sanctions against Russia and Russian entities and individuals; and (b) refrain from entering into any new contracts with such individuals or entities while the aforementioned sanctions are in effect.
Executive Order N-6-22 also requires that any contractor that: (1) currently has a contract with the City of Palm Springs funded through grant funds provided by the State of California; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract with the City of Palm Springs with State of California grant funds, certify that the person is not the target of any economic sanctions against Russia and Russian entities and individuals.
The contractor hereby certifies, SUBJECT TO PENALTY FOR PERJURY, that a) the contractor is not a target of any economic sanctions against Russian and Russian entities and individuals as discussed in Executive Order N-6-22 and b) the person signing below is duly authorized to legally bind the Contractor. This certification is made under the laws of the State of California.
Signature:
Printed Name:
Title:
Firm Name: Matich Corporation
Date:
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Revised 8.9.23 Page 8 of 8
EXHIBIT “B”
LETTER OF ASSENT
A letter of assent is to be signed by all contractors awarded work covered by the City of Palm Springs Community Workforce Agreement prior to commencing work. [Contractor’s Letterhead]
CWA Administrator
City of Palm Springs
Attn: Procurement & Contracting
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Re: Community Workforce Agreement – Letter of Assent
City Project No. 26-01
Dear Sir/Madame:
This is to confirm that Matich Corporation agrees to be part to and bound by the City of Palm Springs Community Workforce Agreement effective Month Day, Year, as such Agreement may, from time to time by the negotiating parties or interpreted pursuant to its terms. Such obligation to be a party and bound by this Agreement shall extend to all work covered by the agreement undertaken by this Company on the project and this Company shall require all of its contractors and subcontractors of whatever tier to be similarly bound for all work within the scope of the Agreement by signing and furnishing to you an identical letter of assent prior to their commencement of work.
Sincerely,
[Name of Construction Company]
By: [ ]
Name and Title of Authorized Executive
Contractor State License No.:
Business Address:
Business Phone:
Cc: San Bernardino/Riverside Counties Building and Construction Trades Council AFLCIO
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Attachment C
Contractor's Bid
https://publicportal.palmspringsca.gov/WebLink/DocView.aspx? id=1460591&dbid=0&repo=CityHall-Primary
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CITY COUNCIL STAFF REPORT
DATE: JULY 8, 2026 CONSENT CALENDAR
SUBJECT: APPROVE NON-EXCLUSIVE OPERATING AND LEASE AGREEMENT FOR HANGAR SPACE NO. 26L114 WITH THE PALM SPRINGS AIR
MUSEUM, INC AT THE PALM SPRINGS INTERNATIONAL AIRPORT
FROM: Scott C. Stiles, City Manager
BY: Airport
SUMMARY:
This action will approve Non-Exclusive Operating and Lease Agreement for Hangar Space No. 26L114 with the Palm Springs Air Museum, Inc. (Air Museum) at the Palm Springs International Airport (Airport).
RECOMMENDATION:
1. Approve the Airport Non-Exclusive Operating and Lease Agreement No. 26L114 with the Palm Springs Air Museum, Inc. (Attachment A) for the lease of 5,927 square feet of hangar floor space at $4.56 per square foot per year, effective July 1, 2026 through July 31, 2028 at the Palm Springs International Airport.
2. Authorize the City Manager or designee to execute all necessary documents subject to such changes/revisions agreeable to the City Manager and City Attorney.
BUSINESS PRINCIPAL DISCLOSURE:
According to the Public Integrity Disclosure form (Attachment B) submitted on May 26, 2021, Palm Springs Air Museum, Inc. is registered as a 501(C)3 non-profit in the state of California.
BACKGROUND:
In November of 1995, the Palm Springs Air Museum, Inc. (Air Museum) commenced with a ground lease at the Airport for a term of forty (40) years. The purpose of the lease was for the construction and operation of an aviation museum on a ten-acre parcel of land west of Gene Autry Drive and north of Ramon Road in Palm Springs, CA.
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City Council Staff Report
July 8, 2026 -- Page 2
Non-Exclusive Operating and Lease Agreement with Palm Springs Air Museum, Inc. for Hangar Space The Palm Springs Air Museum serves as one of the premier cultural and educational attractions in the Coachella Valley, offering visitors a world-class aviation experience that brings history, innovation, and human achievement to life. An important component of the Museum's mission is its Living History Flight Experience program, which allows guests to experience historic aircraft firsthand through flights conducted under a Federal Aviation Administration (FAA) exemption pursuant to 14 CFR Part 11.
The Museum preserves, exhibits, and operates a nationally significant collection of historic aircraft representing key eras in the evolution of aviation and aerospace technology. Through immersive exhibits, educational programs, and flying demonstrations, the Museum connects visitors with the pilots, engineers, innovators, and service members whose contributions helped shape modern aviation and American history. To maintain these aircraft in airworthy condition and support its educational mission, the Museum requires leased hangar space at the Airport.
In February of 2020, the Air Museum signed Amendment No. 4 to the original ground lease (A3613) for an additional 10,000 square feet of hangar space (APN 502 100 038) located on the west side of the Airport as depicted in the illustration below.
APN 502 100 038
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City Council Staff Report
July 8, 2026 -- Page 3
Non-Exclusive Operating and Lease Agreement with Palm Springs Air Museum, Inc. for Hangar Space STAFF ANALYSIS:
In September of 2025, the Airport signed a Non-Exclusive Operating and Lease Agreement with a ground handling company for hangar and office space at the Airport.
The 2,290 square feet of hangar floor space (APN 502 100 036) is located in a hangar on the west side of the Airport as depicted in the illustration below. Pursuant to leasing using fair market value (non-aeronautical), the lease rates for the office space and hangar floor space were determined by comparing office and hangar lease rates at other airports in Southern California.
APN 502 100 036
The Air Museum has requested to lease the remaining 5,927 square feet of hangar floor space in the hangar located at APN 502 100 036, in which to store and maintain aircraft as part of the Air Museum’s living history flight experiences. The proximity to the additional aircraft storage in the hangar immediately adjacent at APN 502 100 038, makes this location extremely convenient for their operations. Pursuant to leasing using fair market value (aeronautical), the lease rate for the hangar floor space was determined by using the current lease rate for the hangar located at APN 502 100 038.
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City Council Staff Report
July 8, 2026 -- Page 4
Non-Exclusive Operating and Lease Agreement with Palm Springs Air Museum, Inc. for Hangar Space As an aeronautical purpose, the Airport is obliged to consider leasing this space to the Air Museum under a Non-Exclusive Operating and Lease Agreement. Accordingly, staff recommends approval of the proposed Non-Exclusive Operating and Lease Agreement for 5,927 square feet of hangar space to support the Air Museum’s aeronautical operations at the Airport.
ENVIRONMENTAL ASSESSMENT:
The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action consists solely of approving a Non-Exclusive Operating and Lease Agreement for existing hangar space at the Palm Springs International Airport, and is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment.
ALIGNMENT WITH STRATEGIC PLANNING:
Approval of this action supports City Council’s Strategic Plan Broad Goal of Economic Development, as well as the Airport’s Strategic Plan Priority 3 – Goal 2: Create Revenue Diversification Through Strategic Partnerships.
FISCAL IMPACT:
Approval of this action will result in the generation of Airport Revenues of approximately $24,774.86 for Fiscal Year 2026 and approximately $27,027.12 for Fiscal Year 2027 to Airport Fund 415.38070 – Hangar Rental. The term of this lease shall commence on July 1, 2026 and shall continue until July 31, 2028 or the expiration of Agreement A9440. In no event shall the new lease extend beyond the term of the Underlying Agreement.
REVIEWED BY:
Interim Executive Director of Aviation: Victoria Carpenter City Attorney: Geremy Holm
City Manager: Teresa Gallavan for Scott Stiles
ATTACHMENTS:
A. Non-Exclusive Operating and Lease Agreement No. 26L114 B. Public Integrity Disclosure
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ATTACHMENT A
LEASE AGREEMENT
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1 PALM SPRINGS AIR MUSEUM, INC. 26L114
NON-EXCLUSIVE OPERATING AND LEASE AGREEMENT
FOR HANGAR SPACE AT
PALM SPRINGS INTERNATIONAL AIRPORT
THIS LEASE (“Lease”) is made and entered into this 1st day of July, 2025, by and between the CITY OF PALM SPRINGS, a municipal corporation (“Lessor”), and Palm Springs Air Museum, Inc., a California nonprofit public benefit corporation (“Lessee”). City and Lessee may herein be referred to individually as a “Party” and collectively as “Parties.”
R E C I T A L S:
A. Lessor desires to lease hangar space at Palm Springs International Airport (“Airport”) to operate a Commercial Aeronautical Activity, which services includes aircraft maintenance and storage.
B. City believes that the travelers using the City’s airport and visitors to Palm Springs would benefit from these aviation related services.
NOW THEREFORE, City and Lessee mutually agree as follows:
AGREEMENT
1.0 LEASE SUMMARY. Certain fundamental lease provisions are presented in this Section and represent the agreement of the parties hereto, subject to further definition and elaboration in the respective referenced Sections and elsewhere in this Lease. In the event of any conflict between any fundamental lease provision and the balance of this Lease, the latter shall control. References to specific Sections are for convenience only and designate some of the Sections where references to the particular fundamental lease provisions may appear.
1.1 Demised Premises. The “Demised Premises” shall refer to that certain property consisting of approximately 5,927 square feet of hangar floor space, located at 3133 E. Alejo Road (also known as the Pond Hangar) at the Palm Springs International Airport and more particularly described in Exhibit “A” attached hereto.
1.2 Lease Term. The term of this Lease shall commence on July 1, 2026 and shall continue until the earlier of (i) July 31, 2028, or (ii) the expiration or earlier termination of Agreement A9440 (the “Underlying Agreement”), as the same may be amended, extended, or renewed. In no event shall this Lease extend beyond the term of the Underlying Agreement.
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2 1.3 Lease Rental Payments. The rent for the Demised Premises is at a Rate of $4.56 per square foot per annum for hangar floor space, paid in monthly increments of $2,252.26 due on the first day of each month.
1.4 Use of Premises. Lessee shall use and occupy the Premises for the purpose of maintenance and storage of aircraft associated with the Lessee’s primary business of operating a history of flight museum and associated Living History Flight Experience (LHFE) operations. Notwithstanding anything to the contrary contained herein, Lessee may permit CE Aerostructures LLC and its affiliates, and other contractors approved by Lessor, to enter the Premises solely for the purpose of performing maintenance and repair services on such aircraft. Lessee shall remain responsible for all acts and omissions of such parties and shall ensure their compliance with this Lease, all applicable laws, regulations, airport rules, and insurance requirements. Such permission shall not constitute a sublease, assignment, or other transfer of possessory rights in the Premises.
Lessor: City of Palm Springs
Attn: City Manager
3200 E. Tahquitz Canyon Way
Palm Springs, CA 92262
Cc: Palm Springs International Airport
3400 E. Tahquitz Canyon Way, Suite 1
Palm Springs, CA 92262
2.0 TERM
2.1 Term. The term of this Lease shall commence on the date specified in Section 1.2 (“Commencement Date”) and shall continue for the period specified therein unless earlier terminated as provided herein.
2.2 Time. Time is of the essence of this Lease.
2.3 Force Majeure. If either party hereto shall be delayed or prevented from the performance of any act required hereunder by reason of acts of God, strikes, lockouts, labor troubles, inability to procure materials, restrictive governmental laws or regulations or other cause without fault and beyond the control of the party obligated (financial inability excepted), performance of such act shall be excused for the period of the delay and the period for the performance of any such act shall be extended for a period equivalent to the period of such delay, provided such party provides the other party written notice of such event within ten (10) days of the commencement of the prompt payment of any rental or other charge required of Lessee hereunder except as may be expressly provided elsewhere in this Lease.
2.4 Termination by Lessor. Lessor shall have the right to terminate this Lease by providing Lessee with at least thirty (30) days advance written notice. If Lessor terminates this Lease as provided in this Section, Lessee hereby waives any right to receive any other compensation from Lessor, including, but not limited to, the value of Lessee’s leasehold interest, loss of goodwill and relocation benefits, inverse
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3 condemnation or the taking of property and Lessor shall have no obligation to pay Lessee therefor.
2.5 Holding Over. Any holding over with the consent of Lessor, express or implied, shall be construed to be a tenancy from month-to-month, cancelable upon thirty (30) days’ written notice, and at a monthly rental equal to one hundred and fifty percent (150%) of the monthly rental in effect at the expiration of the contract services agreement.
2.6 Termination by Lessee. Lessee shall have the right to terminate this Lease by providing Lessor with at least thirty (30) days advance written notice. If Lessee terminates this Lease as provided in this Section, Lessee hereby waives any right to receive any other compensation from Lessor, including, but not limited to, the unamortized value of Lessee’s leasehold improvements, Lessee’s leasehold interest, loss of goodwill and relocation benefits, inverse condemnation or the taking of property and Lessor shall have no obligation to pay Lessee therefor. Termination of this Lease by the Lessee shall not impact any other leases in effect with the Lessor.
3.0 RENTAL
3.1 Monthly Rental. Lessee shall pay to Lessor, during the term of this Lease from and after the Commencement Date, as monthly rental (“Monthly Rental”) for the Premises the sum specified in Section 1.3 hereof, which sum shall be paid in advance on the first day of each calendar month. In the event the Commencement Date does not occur on the first day of a calendar month, the Lessee shall pay the rental for the fractional month on the Commencement Date on a per diem basis calculated on a thirty (30) day month. All rental to be paid by Lessee to Lessor shall be in lawful money of the United States of America and shall be paid without deduction or offset, prior notice or demand, at the address designated in Section 1.4 hereof.
3.2 Reserved.
3.3 Additional Rental. For the purposes of this Lease, all monetary obligations of Lessee under this Lease, including but not limited to, insurance premiums, property taxes, maintenance expenses, late charges and utility costs shall be deemed to be additional rental.
3.4 Real Property Taxes. Unless Lessee qualifies for an exemption, in addition to all rentals herein reserved, Lessee shall pay, at the election of Lessor, either directly to the taxing authority or to Lessor, annual real estate taxes and assessments levied upon the Premises (including any possessory interest taxes), as well as taxes of every kind and nature levied and assessed in lieu of, in substitution for, or in addition to, existing real property taxes. Such amount shall be paid on the date that is twenty (20) days prior to the delinquent date or, if Lessor receives the tax bill, ten (10) days after receipt of a copy of the tax bill from Lessor, whichever is later. Even though the term of this Lease has expired and Lessee has vacated the Premises, when the final determination is made of Lessee’s share of such taxes and assessments, Lessee shall immediately pay to Lessor the amount of any additional sum owed.
3.5 Personal Property Taxes. Unless Lessee qualifies for an exemption from property taxes or possessory interest taxes due to its non-profit status, during the
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4 term hereof, Lessee shall pay, prior to delinquency all taxes assessed against and levied upon fixtures, furnishings, equipment and all other personal property of Lessee contained in the Premises, and when possible Lessee shall cause said fixtures, furnishings, equipment and other personal property to be assessed and billed separately from the real property of Lessor.
3.6 Utilities. All cost of water, gas, heat, and sewer services used in, upon, or about the Demised Premises shall be paid by the City. Lessee shall pay all telephone, internet, cable television, satellite, broadband and other telecommunications services. Where an electrical submeter exists, or is installed by Lessee at the request of the City, for the Demised Premises, Lessee shall pay all electricity costs. Where an electrical submeter does not exist, all electricity costs shall be paid by the City.
3.7 Late Payment. Lessee hereby acknowledges that late payment by Lessee to Lessor of rental or other sums due hereunder will cause Lessor to incur costs not contemplated by this Lease, the exact amount of which is extremely difficult to ascertain. Such costs include, but are not limited to, processing and accounting charges.
Accordingly, any payment of any sum to be paid by Lessee not paid within ten (10) days of its due date, shall be subject to a five percent (5%) late charge. Lessor and Lessee agree that this late charge represents a reasonable estimate of such costs and expenses and is fair compensation to Lessor for its loss suffered by such late payment by Lessee.
Sixty (60) days before the anniversary date each year the City shall notify the Lessee of any outstanding delinquency, which must be cured prior to the anniversary date or the City may exercise its right of termination under section 2.4 and terminate the lease.
3.8 Interest. Any sum to be paid pursuant to the terms of this Lease not paid when due shall bear interest from and after the due date until paid at a rate equal to three percent (3%) over the reference rate being charged by Bank of America, N.A. from time to time during such period, so long as the rate does not exceed the maximum nonusurious rate permitted by law in which case interest shall be at the maximum nonusurious rate allowed by law at the time the sum became due.
4.0 USE OF THE PREMISES
4.1 Permitted Use. The Lessor hereby leases to Lessee and Lessee leases from Lessor the Premises with appurtenances as defined herein, for the purpose of conducting thereon only the use specified in Section 1.4 of this Lease and for no other use. No signs posters or similar devices shall be erected, displayed or maintained by the Lessee in view of the general public without advance written notice of the Airport Executive Director.
4.2 Shared Use of Space. Notwithstanding Lessee’s right to exclusive possession and use of the Premises, Lessee shall not access, move, damage, or otherwise interfere with any property stored by any other Tenants of the Property, and shall take reasonable precautions to avoid any obstruction or disturbance of any other Tenants’ commercial operations.
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5 4.3 Prohibited Use. The operations of the Lessee shall be conducted in an orderly and proper manner and so as not to annoy, disturb, or be offensive to others at the Airport. No solicitation of the public is allowed.
4.4 Compliance with Laws. Lessee shall, at their own cost and expense, comply with all of the requirements of all municipal, state and federal authorities now in force or which may hereafter be in force pertaining to the use of the Premises, and shall faithfully observe in said use all municipal ordinances, including, but not limited to, the General Plan and zoning ordinances, state and federal statutes, or other governmental regulations now in force or which shall hereinafter be in force. Lessee’s violation of law shall constitute an incurable default under this Lease. The judgment of any court of competent jurisdiction, or the admission of Lessee in any action or proceeding against Lessee, whether Lessor is a party thereto or not, that Lessee has violated any such order or statute in said use, shall be conclusive of that fact as between the Lessor and Lessee.
Lessee shall not engage in any activity on or about the Premises that violates any Environmental Law, and shall promptly, at Lessees sole cost and expense, take all investigatory and/or remedial action required or ordered by any governmental agency or Environmental Law for clean-up and removal of any contamination involving any Hazardous Material created or caused directly or indirectly by Lessee. The term “Environmental Law” shall mean any federal, state or local law, statute, ordinance or regulation pertaining to health, industrial hygiene or the environmental conditions on, under or about the Demised Premises, including, without limitation, (i) the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), 42 U.S.C.
Sections 9601 et seq.; (ii) the Resource Conservation and Recovery Act of 1976 (“RCRA”), 42 U.S.C. Sections 6901 et seq.; (iii) California Health and Safety Code Sections 25100 et seq.; (iv) the Safe Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code Section 25249.5 et seq.; (v) California Health and Safety Code Section 25359.7; (vi) California Health and Safety Code Section 25915; (vii) the Federal Water Pollution Control Act, 33 U.S.C. Sections 1317 et seq.; (viii) California Water Code Section 1300 et seq.; and (ix) California Civil Code Section 3479 et seq., as such laws are amended and the regulations and administrative codes applicable thereto.
The term “Hazardous Material” includes, without limitation, any material or substance which is (i) defined or listed as a “hazardous waste”, “extremely hazardous waste”, “restrictive hazardous waste” or “hazardous substance” or considered a waste, condition of pollution or nuisance under the Environmental Laws; (ii) petroleum or a petroleum product or fraction thereof; (iii) asbestos; and/or (iv) substances known by the State of California to cause cancer and/or reproductive toxicity. It is the intent of the parties hereto to construe the terms “Hazardous Materials” and “Environmental Laws” in their broadest sense. Lessee shall provide all notices required pursuant to the Safe Drinking Water and Toxic Enforcement Act of 1986, California Health and Safety Code Section 25249.5 et seq. Lessee shall provide prompt written notice to Lessor of the existence of Hazardous Substances on the premises and all notices of violation of the Environmental Laws received by Lessee.
4.5 Operations for the benefit of Public. Lessee agrees to operate the Demised Premises for the use and benefit of the Public, to make available all Lessee
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6 facilities to the public, without discrimination on the grounds of sex, race, color, or national origin.
4.6 Public Facilities, Ingress, Egress and Quiet Enjoyment. City agrees that Lessee, upon payment of the rental hereunder and performing the covenants of the Lease, may quietly have, hold and enjoy the Demised Premises during the term of the Lease, and that Tenant shall have the non-exclusive right to use, in common with others, the public at the Airport and Tenant shall have a reasonable right of ingress and egress from the Demised Premises and the public facilities for its employees, visitors and customers.
4.7 Hours of Business. Subject to the provisions of Section 7.0 hereof, Lessee shall continuously during the entire term hereof conduct and carry on Lessee’s business in the Premises and shall keep the Premises open for business and cause Lessee’s business to be conducted therein during the Lessee’s usual business hours of each and every business day.
5.0 ALTERATIONS AND REPAIRS
5.1 Alterations and Fixtures. Lessee shall not make, or suffer to be made, any alterations to the Premises, or any part thereof, without the prior written consent of Lessor. Construction Plans or detailed plans with scope of work shall be submitted to the Airport for initial review of proposed alteration. Any alterations to the Premises, except movable furniture and trade fixtures, shall become at once a part of the realty and shall at the expiration or earlier termination of this Lease belong to Lessor.
Lessee shall not in any event make any changes to the exterior of the Premises. Any such alterations shall be in conformance with the requirements of City design and construction standards and all municipal, state, federal, and other governmental authorities, including requirements pertaining to the health, welfare or safety of employees or the public and in conformance with reasonable rules and regulations of Lessor. Any damage occasioned by such removal shall be repaired at Lessee's expense so that the Premises can be surrendered in a good, clean and sanitary condition as required by Section 5.2 hereof. Any and all fixtures and appurtenances installed by Lessee shall conform with the requirements of all municipal, state, federal, and governmental authorities, including requirements pertaining to the health, welfare, or safety of employees or the public. Upon completion of construction of the alterations, Lessee shall submit to Lessor evidence satisfactory to Lessor of the cost of said alterations ("Improvement Costs"). In the event the Lessor, at the request of the Lessee and at its sole discretion, incurs costs related to the financing, construction, improvements, and alterations of its leasehold, such costs shall be reimbursable by the Lessee.
5.2 Maintenance and Repair. Lessee shall, subject to Lessor's obligations hereinafter provided, at all times during the term hereof, and at Lessee's expense, keep, maintain and repair the Premises, and other improvements within the Premises in good and sanitary order, condition, and repair (except as hereinafter provided). Lessor should be notified immediately of any necessary maintenance and
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7 repair of any store front, doors, window casements, walls, glazing, heating and air conditioning system, plumbing, pipes, electrical wiring and conduits. Lessee hereby waives all right to make repairs at the expense of Lessor, and Lessee hereby waives all rights provided for by the Civil Code of the State of California to make said repairs. By entering into the Premises, Lessee shall be deemed to have accepted the Premises as being in good and sanitary order, condition and repair. Lessee agrees on the last day of said term, or sooner termination of this Lease, to surrender the Premises with appurtenances, in the same condition as when received and in a good, clean and sanitary condition, reasonable use and wear thereof and damage by fire, act of God or by the elements excepted. Lessee shall periodically sweep and clean the sidewalks adjacent to the Premises, as needed. Upon Lessee's possession of the Premises, Lessee shall be deemed to have accepted the Premises as being in good condition and repair.
Lessee agrees that it will not, nor will it authorize any person to, go onto the roof of the building of which the Premises are a part without the prior written consent of Lessor. Said consent will be given only upon Lessor's satisfaction that any repairs necessitated as a result of Lessee's action will be made by Lessee at Lessee's expense and will be made in such a manner so as not to invalidate any guarantee relating to said roof.
5.3 Free from Liens. Lessee shall keep the Premises free from any liens arising out of any work performed, material furnished, or obligation incurred by Lessee or alleged to have been incurred by Lessee.
6.0 INSURANCE AND INDEMNIFICATION
6.1 Insurance. Prior to its ability to access the Demised Premises, Lessee will provide City with proof of insurance, at Tenant’s sole cost and expense, to remain in full force and effect during the entire term of this lease. The following policies of insurance shall be maintained:
A. Insurance Provided by Lessee.
Comprehensive or Commercial Form General Liability Insurance shall include the following minimal limits:
(i). General Liability including operations, products and completed operations $1,000,000 each occurrence for bodily injury, personal injury and property damage/$2,000,000 aggregate
(ii). Automobile $1,000,000 each accident; $1,000,000 uninsured motorist
(iii). Workers Compensation $1,000,000 each accident/$1,000,000 each employee for disease.
(iv). Excess Liability/Umbrella Form $2,000,000.
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8 B. An Additional Insured Endorsement is required for the General Liability Insurance policy naming the City, its officers, employees, and agents as additional insured on the policy.
C. The policies shall provide for a 30 day notice to the City prior to termination, cancellation, or change.
D. The general liability and excess liability/umbrella policies must be endorsed to provide that each policy shall apply on a primary and noncontributing basis in relation to any insurance or self-insurance, primary or excess, maintained by or available to the City or its officials, employees, and agents.
E. The Workers Compensation policy shall contain the insurer's waiver of subrogation (or waiver of right of recovery) in favor of City, its elected officials, officers, employees, and agents.
F. If, in the City's opinion, the minimum limits of the insurance herein required have become inadequate during the period of this Lease, the Concessionaire shall increase such minimum limits by reasonable amounts on request of the City provided that said coverage is available at standard commercial rates.
6.2 Indemnification. To the fullest extent permitted by law, Lessee shall, at Lessee's sole expense and with counsel reasonably acceptable to City, defend, indemnify, and hold harmless City and City's officers, officials, employees and agents from and against all claims, (including demands, losses, actions, causes of action, damages, liabilities, expenses, charges, assessments, fines or penalties of any kind, and costs including consultant and expert fees, costs of investigation, court costs and attorney’s fees) from any cause, arising out of or relating (directly or indirectly) to this Lease, the tenancy created under this Lease, or the Demised Premises, including without limitation:
A. The use or occupancy, or manner of use or occupancy, of the Demised Premises;
B. Any act, error or omission, or negligence of Lessee or of any subtenant, invitee, guest, contractor or licensee or Lessee or any subtenant in, on, or about the Demised Premises;
C. Lessee’s conducting or managing of its business;
D. Any alterations, activities, work, or things done, omitted, permitted, allowed, or suffered by Lessee in, at, or about the Demised Premises , including the violation of or failure to comply with any insurance requirements or any applicable laws, statues, ordinances, standards, rules, regulations, orders, decrees, or judgments in existence on the Commencement Date or enacted, promulgated, or issued after the date of this Lease, and;
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9 E. Any breach or default in performance of any obligation on Lessee’s part to be performed under this Lease, whether before or during the term of this Lease or after its expiration or earliest termination.
6.3 This indemnification extends to and includes, without limitation, claims for:
A. Injury to any persons (including death at any time resulting from that injury);
B. Loss of, injury or damage to, or destruction of property (including loss of use at any time resulting from that loss, injury, damage, or destruction); and C. All economic losses and consequential or resulting damage of any kind.
6.4 Lessee’s indemnification obligation hereunder shall survive the expiration or earlier termination of this Lease until all claims against City involving any of the indemnified matters are fully, finally, and absolutely barred by the applicable statutes of limitations.
7.0 ABANDONMENT AND SURRENDER
7.1 Abandonment. Lessee shall not vacate or abandon the Premises at any time during the term of this Lease. If Lessee shall abandon, vacate or surrender the Premises or be dispossessed by process of law, or otherwise, any personal property belonging to Lessee and left on the Premises shall be deemed to be abandoned, at the option of Lessor, except such property as may be mortgaged to Lessor.
7.2 Surrender of Lease. The voluntary or other surrender of this Lease by Lessee, or a mutual cancellation thereof, shall not work a merger, and shall, at the option of Lessor, terminate all or any existing subleases or sub-tenancies, or may, at the option of Lessor, operate as an assignment to it of any or all of such subleases or subtenancies. In the event that Lessor fails to return the Premises in good condition, Lessor may perform any work necessary to correct deficiencies, and Lessee shall pay the cost of the work plus an administrative fee component of not more than 15 percent.
8.0 DAMAGE AND DESTRUCTION OF PREMISES. In the event of (a) partial or total destruction of the Premises during the term of this Lease which requires repairs to the Premises, or (b) the Premises being declared unsafe or unfit for occupancy by any authorized public authority for any reason other than Lessee's act, use or occupation, which declaration requires repairs to the Premises, Lessor shall forthwith make said repairs provided Lessee gives to Lessor thirty (30) days written notice of the necessity therefor. No such partial destruction (including any destruction necessary in order to make repairs required by any declaration made by any public authority) shall in any way annul or void this Lease except that Lessee shall be entitled to a proportionate reduction of Monthly Rental while such repairs are being made, such proportionate
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10 reduction to be based upon the extent to which the making of such repairs shall interfere with the business carried on by Lessee in the Premises. However, if during the last two (2) years of the term of this Lease the Premises are damaged as a result of fire or any other insured casualty to an extent in excess of twenty five percent (25%) of the then replacement cost (excluding foundations), Lessor may within thirty (30) days following the date such damage occurs, terminate this Lease by written notice to Lessee. If Lessor, however, elects to make said repairs, and provided Lessor uses due diligence in making said repairs, this Lease shall continue in full force and effect, and the Monthly Rental shall be proportionately reduced while such repairs are being made as hereinabove provided.
Nothing in the foregoing to the contrary withstanding, if the Premises or said building is damaged or destroyed at any time during the term hereof to an extent of more than twenty-five percent (25%) of the then replacement cost (excluding foundations) as a result of a casualty not insured against, Lessor may within thirty (30) days following the date of such destruction terminate this Lease upon written notice to Lessee. If Lessor does not elect to terminate because of said uninsured casualty, Lessor shall promptly rebuild and repair the Premises and/or the building and the Monthly Rental shall be proportionately reduced while such repairs are being made as hereinabove provided. If Lessor elects to terminate this Lease, all rentals shall be prorated between Lessor and Lessee as of the date of such destruction. In respect to any partial or total destruction (including any destruction necessary in order to make repairs required by any such declaration of any authorized public authority) which Lessor is obligated to repair or may elect to repair under the terms of this Section, Lessee waives any statutory right it may have to cancel this Lease as a result of such destruction.
9.0 SUBLETTING. For the purposes of this lease, subletting shall not be allowed.
10.0 DEFAULT
10.1 Default by Lessee. The occurrence of any one (1) or more of the following events shall constitute a default and breach of this Lease by Lessee: (a) the failure to pay any rental or other payment required hereunder to or on behalf of Lessor more than three (3) days after written notice from Lessor to Lessee that Lessee has failed to pay rent when due; (b) the failure to perform any of Lessee's agreements or obligations hereunder (exclusive of a default in the payment of money) where such default shall continue for a period of thirty (30) days after written notice thereof from Lessor to Lessee which notice shall be deemed to be the statutory notice so long as such notice complies with statutory requirements; (c) the vacation or abandonment of the Premises by Lessee; (d) the making by Lessee of a general assignment for the benefit of creditors; (e) the filing by Lessee of a voluntary petition in bankruptcy or the adjudication of Lessee bankruptcy; (f) the appointment of a receiver to take possession of all or substantially all the assets of Lessee located at the Premises or of Lessee's leasehold interest in the Premises; (g) the filing by any creditor of Lessee of an involuntary petition in bankruptcy which is not dismissed within sixty (60) days after filing; or (h) the attachment, execution or other judicial seizure of all or substantially all of the assets of Lessee or Lessee's leasehold where such an attachment, execution or seizure is not discharged within sixty (60) days.
Any repetitive failure by Lessee to perform its agreements and obligations hereunder, though intermittently cured, shall be deemed an incurable default. Two (2) breaches of
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11 the same covenant within a sixty (60) day period, a notice having been given pursuant to (a) or (b) above for the first breach, or three (3) of the same or different breaches at any time during the term of this Lease for which notices pursuant to (a) or (b) above were given for the first two (2) breaches shall conclusively be deemed to be an incurable repetitive failure by Lessee to perform its obligations hereunder.
In the event of any such default or breach by Lessee, Lessor may at any time thereafter, without further notice or demand, rectify or cure such default, and any sums expended by Lessor for such purposes shall be paid by Lessee to Lessor upon demand and as additional rental hereunder, with an administrative fee component of not more than 15%. In the event of any such default or breach by Lessee, Lessor shall have the right (i) to continue the lease in full force and effect and enforce all of its rights and remedies under this Lease, including the right to recover the rental as it becomes due under this Lease, or (ii) Lessor shall have the right at any time thereafter to elect to terminate the Lease and Lessee's right to possession thereunder.
10.2 No Waiver. Acceptance of rental hereunder shall not be deemed a waiver of any default or a waiver of any of Lessor's remedies.
10.3 Lessor's Default. Lessor shall not be in default unless Lessor fails to perform obligations required of Lessor within a reasonable time, but in no event later than thirty (30) days after written notice by Lessee to Lessor and to the holder of any first mortgage or deed of trust covering the Premises whose name and address shall have theretofore been furnished to Lessee in writing, specifying wherein Lessor has failed to perform such obligation; provided, however, that if the nature of Lessor's obligation is such that more than thirty (30) days are required for performance then Lessor shall not be deemed in default if Lessor commences performance within a thirty (30) day period and thereafter diligently prosecutes the same to completion. In no event shall Lessee have the right to terminate this Lease as a result of Lessor's default and Lessee's remedies shall be limited to damages and/or an injunction.
11.0 CONDEMNATION. In the event a condemnation or a transfer in lieu thereof results in a taking of any portion of the Premises, Lessor may, or in the event a condemnation or a transfer in lieu thereof results in a taking of twenty-five percent (25%) or more of the Premises, Lessee may, upon written notice given within thirty (30) days after such taking or transfer in lieu thereof, terminate this Lease. Lessee shall not be entitled to share in any portion of the award and Lessee hereby expressly waives any right or claim to any part thereof. Lessee shall, however, have the right to claim and recover, only from the condemning authority (but not from Lessor), any amounts necessary to reimburse Lessee for the cost of removing stock and fixtures. If this Lease is not terminated as above provided, Lessor shall use a portion of the condemnation award to restore the Premises.
12.0 MISCELLANEOUS
12.1 Reservation of Right to Modify Property. Lessor hereby reserves the right (but not the obligation) to renovate, modernize, rehabilitate, expand, reduce, reconfigure, enclose and/or otherwise alter all or any portion of the Premises (collectively
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12 "Modifications"), in such manner and at such time or times, throughout the term of this Lease, as Lessor may, in its sole and absolute discretion, deem to be in the best interests of the Property. Such Modifications may include, without limitation, the right to construct new buildings on the Property for additional uses, to remove, renovate, repair, add to, modernize or otherwise alter the building in which the Premises are situated as well as other buildings, facilities, structures, malls, walkways, landscaping, parking and common areas or other areas within the Property. In connection with any and all such Modifications, Lessor may enter the Premises to the extent reasonably required by Lessor to pursue and complete such Modifications. In addition, Lessor may temporarily close portions of the parking and common areas and cause temporary obstructions in connection with any Modifications. Lessee agrees that under no circumstances shall the Modifications as to any portion of the Property or the construction activity that takes place in the course of making the Modifications, or any aspect thereof, including Lessor's entry into the Premises, constitute an eviction or partial eviction of Lessee or a breach of Lessee's right to quiet enjoyment or of any other provision of this Lease, nor entitle Lessee to damages, injunctive relief or other equitable relief, nor entitle Lessee to any abatement or reduction in the Monthly Rental, additional rental or other charges or sums due under this Lease; provided Lessor uses reasonable efforts to mitigate any adverse effects on Lessee caused by the Modifications.
12.2 Entry and Inspection. Lessor and its agents shall have the right to enter upon the Leased Premises during such times as may be reasonable under the circumstances for any purpose necessary, incidental to or connected with the performance of its obligations or in the exercise of its governmental functions relating to the public health, safety, good conduct, and the proper management of the Airport.
12.3 Estoppel Certificate. In the event of any proposed encumbrance, assignment, or other transfer of this Lease, Tenant shall submit its request to the City no less than 90 days in advance of the effective date of the proposed assignment in order for the City to make its determination If, as a result of a proposed sale, assignment, or hypothecation of the Premises or the land thereunder by Lessor, or at any other time, an estoppel certificate shall be requested of Lessee, Lessee agrees, within ten (10) days thereafter, to deliver such estoppel certificate addressed to any existing or proposed mortgagee or proposed purchaser, and to the Lessor. Lessee shall be liable for any loss or liability resulting from any incorrect information certified, and such mortgagee and purchaser shall have the right to rely on such estoppel certificate and financial statement.
12.4 Jurisdiction and Venue. The parties hereto agree that the State of California is the proper jurisdiction for litigation of any matters relating to this Lease, and service mailed to the address of Lessees set forth herein shall be adequate service for such litigation. The parties further agree that Riverside County, California is the proper place for venue as to any such litigation and Lessee agrees to submit to the personal jurisdiction of such court in the event of such litigation.
12.5 Partial Invalidity. If any term, covenant, condition or provision of this Lease is held to be invalid, void, or unenforceable, the remainder of the provisions hereof shall remain in full force and effect and shall in no way be affected, impaired or invalidated
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13 thereof.
12.6 Successors in Interest. The covenants herein contained shall, subject to the provisions as to assignment, apply to and bind the heirs, successors, executors, administrators and assigns of all the parties hereto; and all of the parties hereto shall be jointly and severally liable hereunder.
12.7 No Oral Agreements. This (i) Lease covers in full each and every agreement of every kind or nature whatsoever between the parties hereto concerning this Lease, (ii) supersedes any and all previous obligations, agreements and understandings, if any, between the parties, oral or written, and (iii) merges all preliminary negotiations and agreements of whatsoever kind or nature herein. Lessee acknowledges that no representations or warranties of any kind or nature not specifically set forth herein have been made by Lessor or its agents or representatives.
12.8 Authority. In the event that Lessee is a corporation or a partnership, each individual executing this Lease on behalf of said corporation or said partnership, as the case may be, represents and warrants that he or she is duly authorized to execute and deliver this Lease on behalf of said corporation or partnership, in accordance with a duly adopted resolution of the Board of Directors, if a corporation, or in accordance with the Partnership Agreement, if a partnership, and that this Lease is binding upon said corporation or partnership in accordance with its terms. Lessee represents and warrants to Lessor that the entering into this Lease does not violate any provisions of any other agreement to which Lessee is bound.
12.9 Relationship of Parties. The relationship of the parties hereto is that of Lessor and Lessee, and it is expressly understood and agreed that Lessor does not in any way or for any purpose become a partner of Lessee in the conduct of Lessee's business or otherwise, or a joint venture with Lessee, and that the provisions of this Lease and the agreements relating to rent payable hereunder are included solely for the purpose of providing a method whereby rental payments are to be measured and ascertained.
12.10 Nondiscrimination. Lessee for itself, personal representatives, successors in interest, and assigns, as part of the consideration hereof, does hereby covenant and agree as a covenant running with the Demised Premises that: (1) no person, 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”) shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities; (2) it shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis; (3) as a condition precedent to City’s lawful capacity to enter this Lease, and in executing this Lease, Lessee certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Lessee activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of
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14 pay or other forms of compensation; and selection for training, including apprenticeship; and further, that, to the extent applicable to Lessee, it 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; (4) in the construction of any improvements on, over, or under such Premises and the furnishing of services thereon, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or otherwise be subjected to discrimination; and (5) it shall use the Premises in compliance with all other requirements imposed by or pursuant to Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally-Assisted Programs of the Department of Transportation-Effectuation of Title VI of the Civil Rights Act of 1964, including applicable Regulations that may be amended and are hereby incorporated and attached as Exhibit “C” & “D”,
12.11 Notices. Wherever in this Lease it shall be required or permitted that notice and demand be given or served by either party to this Lease to or on the other, such notice or demand shall be given or served in writing and shall not be deemed to have been duly given or served unless in writing, and personally served or forwarded by certified mail, postage prepaid, addressed, if to Lessor, as specified in Section 1.4. Either party may change the address set forth herein by written notice by certified mail to the other. Any notice or demand given by certified mail shall be effective one (1) day subsequent to mailing.
To City: Palm Springs International Airport
3400 E. Tahquitz Canyon Way, Suite 1
Palm Springs, CA 92262
To Tenant: Fred Bell, Vice Chairman
Palm Springs Air Museum
745 N. Gene Autry Trail
Palm Springs, CA 92262
12.12 Waiver. No delay or omission in the exercise of any right or remedy by a non-defaulting party shall impair such right or remedy or be construed as a waiver.
A party's consent to or approval of any act by the other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Lease.
12.13 Exhibits and Addenda. The Exhibits and Addenda attached to this Lease are made a part hereof as if fully set forth herein. In the event of a conflict between the terms and provisions of Addenda and the terms and provisions of this Lease, the terms and provisions of the Addenda shall prevail.
SIGNATURE PAGE TO FOLLOW
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15 SIGNATURE PAGE FOR LEASE AGREEMENT BETWEEN THE CITY OF PALM SPRINGS AND PALM SPRINGS AIR MUSEUM, INC. No. 26L114
IN WITNESS WHEREOF, the Parties have entered into this Non-Exclusive Operating and Lease Agreement as of the day and year first above written.
CITY OF PALM SPRINGS
Approved By:
Scott Stiles
City Manager
Date
Attested By:
City Clerk
Approved as to Form:
City Attorney
PALM SPRINGS AIR MUSEUM, INC.
Signature
Name
Title
Signature
Name
Title
Corporations require two notarized
signatures. One signature must be from
Chairman of Board, President, or any
Vice President. The second signature
must be from the Secretary, Assistant
Secretary, Treasurer, Assistant
Treasurer, or Chief Financial Officer.
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16 N – Page 517 of 1296
17 EXHIBIT “A”
3133 E. Alejo Road, Palm Springs, CA 92262
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18 EXHIBIT “B”
ESTOPPEL CERTIFICATE
Lessee:
Lessor:
Date of Lease:
Demised Premises:
To: _______________________________
_______________________________
_______________________________
The undersigned hereby certifies as follows:
1. The undersigned is the Lessee ("Lessee") under the above-referenced lease ("Lease") covering the above-referenced premises ("Demised Premises").
2. The Lease constitutes the entire agreement between Lessor and Lessee with respect to the Demised Premises and the Lease has not been modified, changed, altered or amended in any respect except as set forth above.
3. The term of the Lease commenced on ________, 20_____ and, including any presently exercised option or renewal term, will expire on _________, 20_____. Lessee is in possession of the Demised Premises and is the actual occupant in possession thereof and has not sublet, assigned or hypothecated its leasehold interest. All improvements to be constructed on the Demised Premises by Lessee have been completed and accepted by Lessor and any Lessee construction allowances have been paid in full.
4. As of this date, to the best of Lessee's knowledge, there exists no breach or default, nor state of facts which, with notice, the passage of time, or both, would result in a breach or default on the part of either Lessee or Lessor. To the best of Lessee's knowledge, no claim, controversy, dispute, quarrel or disagreement exists between Lessee and Lessor.
5. Lessee is currently obligated to pay Monthly Rent in installments of $________ per month, and such monthly installments have been paid not more than one month in advance. To the best of Lessee's knowledge, no other rent has been paid in advance and Lessee has no claim or defense against Lessor under the Lease and is asserting no offsets or credits against either the rent or Lessor. Lessee has no claim against Lessor for any security or other deposits except $ which was paid pursuant to the Lease.
6. Lessee has no option or preferential right to lease or occupy additional space within the Property of which the Demised Premises are a part. Lessee has no option or preferential right to purchase all of any part of the Demised Premises nor
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19 any right or interest with respect to the Demised Premises other than as Lessee under the Lease. Lessee has no right to renew or extend the term of the Lease except as set forth in the Lease.
7. Lessee has made no agreements with Lessor or its agent or employees concerning free rent, partial rent, rebate of rental payments or any other type of rent or other concession except as expressly set forth in the Lease.
8. There has not been filed by or against Lessee a petition in bankruptcy, voluntary or otherwise, any assignment for the benefit of creditors, any petition seeking reorganization or arrangement under the bankruptcy laws of the United States, or any state thereof, or any other action brought under said bankruptcy laws with respect to Lessee.
9. All insurance which Lessee is required to maintain under the Lease has been obtained by Lessee and is in full force and effect and all premiums with respect thereto have been paid.
Dated this day of , 20_____.
By:
Its:
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20 EXHIBIT “C”
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21 N – Page 522 of 1296
22 EXHIBIT “D”
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ATTACHMENT B
PUBLIC INTEGRITY DISCLOSURE
N – Page 524 of 1296
1. 2.
3. 4.
Name of Entity
?itl� �,
Addresso
\JO{
PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM
rinciple Place of Business)
� ��m-.,,
Local or California Address (if ifferent th #2)
State where Entity is Registered with Secretary of State CA-\ i ti,, Mo'--
If other than Cali istered in California? Yes No
6. Officers, Directors, Members, Mana ers, 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 ----'04-"-h .... ".'.\_.__{p=-... · ���--'----'----"-------� 0 Director O Member O Manager [name]
D General Partner D Limited Partner
□ Other ____________ _
---�-=--:Jd�---'-¼__ ....:. Q....::_e::::Q--=o... ________ �cer D Director D Member D Manager [name]
O General Partner O Limited Partner
□ Other ____________ _
_ --1-�-=-•_l.:....\-=---�::.__:/j�t{.-=----'�-:....._ _______ [3-(Sificer O Director O Member O Manager (Revised 09 13 18)
[name]
D General Partner O Limited Partner
□ Other ____________ _
CITY OF PALM SPRINGS- PUBLIC INTEGRITY DISCLOSURE
APPLICANT DISCLOSURE FORM