1. CALL MEETING TO ORDER
Note: All City Council memberships are reflected in their City Council titles.
2. ROLL CALL
MAYOR BISHOP, MAYOR PRO TEM LOA, COUNCILMEMBERS OHLSEN,
BETTENCOURT, ALARC
Ó
N
COMMISSIONERS FRAGA-SAENZ, BETTS
3. PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE
PUBLIC COMMENT RULES
“(California Government Code Section 54954.3).
(a) Every agenda for regular meetings shall provide an opportunity for members of the public to directly address the legislative body on any item of interest to the public, before or during the legislative body’s consideration of the item, that is within the subject matter jurisdiction of the legislative body, provided that no action shall be taken on any item not appearing on the agenda unless the action is otherwise authorized by subdivision (b) of Section 54954.2 [section omitted].
(b) (1) The legislative body of a local agency may adopt reasonable regulations to ensure that the intent of the subdivision (a) is carried out, including, but not limited to, regulations limiting the total amount of time allocated for public testimony on particular issues and for each individual speaker.
CITY COUNCIL
HOUSING AUTHORITY
ADJOURNED REGULAR MEETING
CITY COUNCIL CHAMBER
38300 SIERRA HIGHWAY
SUITE B
PALMDALE, CA 93550
WEDNESDAY, JANUARY 24, 2024
5:00 PM
www.cityofpalmdale.org
WELCOME
City Council
Wednesday, January 24, 2024
(2) Notwithstanding paragraph (1), when the legislative body of a local agency limits time for public comment, the legislative body of a local agency shall provide at least twice the allotted time to a member of the public who utilizes a translator to ensure that non- English speakers receive the same opportunity to directly address the legislative body of a local agency.”
In furtherance of Section 54954.3 of the Brown Act, the public is allotted to speak a total of two (2) minutes on the entirety of the Consent Calendar(s), Appointment(s), New Business and Closed Session, with two (2) minutes on each Public Hearing, and, if desired, an additional two (2) minutes on items not on the agenda that are within the subject matter jurisdiction of the City Council. As specified in the Brown Act, a speaker utilizing a translator will receive twice the amount of time specified.
4. PUBLIC COMMENTS
CONSENT CALENDAR(S), APPOINTMENT(S), NEW BUSINESS, AND CLOSED SESSION: Now is the time for public participation on items listed on the Consent Calendar(s), Appointment(s), New Business, and Closed Session. Each speaker is allotted two (2) minutes in total for the entirety of the above sections.
5. HOUSING AUTHORITY CONSENT CALENDAR
All matters listed under the Housing Authority Consent Calendar will be enacted by one motion unless an item(s) is pulled by the Authority, in which case the item(s) will be removed from the Calendar and will be considered separately following this portion of the Agenda.
5.1 Approve the termination of Affordable Housing Agreement with Ninth Patriot, LLC and Housing Authority Development loan of $900,000 for development located at 9th Street East and East Avenues Q11 and Q12 (APN 3009-018-009 through 016).
SR Ninth Patriot termination.docx
Agrmt No. A-6987 with Ninth Patriot LLC.pdf
5.2 Award Information for Bid (IFB) No. 23-001-3610 for Professional Arboricultural Services and approve Agreement with The New Tip Top Arborists, Inc., in an amount not to exceed $500,000 over a 54-month term.
SR Agrmt No. A-8654 Arboricultural Services.docx
Agrmt No. A-8654 with The New Tip Top Arborists, Inc.pdf
Exh B Scope of Services & Technical Specifications Agrmt No. A-8654.pdf
Exh C Fee Schedule Agrmt No. A-8654.pdf
5.3 Approve the minutes from the previous meetings.
December 6, 2023
City Council
Wednesday, January 24, 2024
Minutes HA 12 06 2023.pdf
6. CONSENT CALENDAR
All matters listed under the Consent Calendar will be enacted by one motion unless an item(s) is pulled by Council, in which case the item(s) will be removed from the Calendar and will be considered separately following this portion of the Agenda.
6.1 Waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting. (This allows for reading the title only in lieu of reciting the entire text).
6.2 Adopt Resolution No. CC 2024-009, a Resolution of the City Council of the City of Palmdale stating the City's Investment Policy and repealing Resolution No. CC 2023-006, and Adopt Resolution No. CC 2024-010, a Resolution of the City Council of the City of Palmdale stating the Investment Policy for the City contributions to the Retiree Health Reimbursement Arrangement (HRA) Plan and the Retiree Health Premium Supplement (HPS) Plan and repealing Resolution No. CC 2023-007.
SR Investment Policy City and Retiree.docx
Reso. No. CC 2024-009
Investment Policy 2024.docx
Reso. No. CC 2024-010
Retiree Investment Policy 2024.docx
6.3 Approve Memorandum of Understanding by and between the City of Palmdale, County of Los Angeles and Los Angeles County Metropolitan Transportation Authority for the cooperation, collaboration, and negotiation of joint responsibilities to establish the Center for Transportation Technology Excellence.
SR Agrmt No. A-8676.docx
Agrmt No. A-8676 with LA County.docx
6.4 Accept a Department of Resources Recycling and Recovery (CALRECYCLE) grant for the replacement of 11 or more drinking fountains with dual bottle-filling drinking stations located at various City parks in the amount of $92,183.
SR CalRecycle Grant.docx
Atch 1 Proposed New Fountain .docx
6.5 Approve Agreement with Samsara, Inc., utilizing Sourcewell Cooperative Contract, for web-based fleet telematics software and equipment in an amount not to exceed $300,000 over a 5 year contract.
SR Agrmt No. A-8571 with Samsara Inc.docx
Agrmt No. A-8571 Samsara Inc.pdf
Samsara, Inc.
Sourcewell Contract No. 020221.pdf
6.6 Award Construction Agreement with R.C. Becker and Son, Inc. for PN 741, Avenue S-8 and 40th Street East Roundabout Project, for $3,545,778 for a term City Council
Wednesday, January 24, 2024
of 150 working days from the Date of the Notice to Proceed.
SR Agrmt No. A-8159 with R.C. Becker.docx
Agrmt No.
A-8159 with R.C. Becker.pdf
Exh A Site Map.pdf
6.7 Approve Second Amendment to Agreement with MNS Engineers, Inc. for PN 761, Civic Center Complete Streets Project, for $168,435, bringing the total cost to $267,905, for continued public works construction inspection services.
SR Agrmt No. A-8310 Second Amendment with MNS Engineers.docx
Agrmt No. A-8310, Second Amendment with MNS Engineers.pdf
Exh A Civic Center Site Plan.pdf
6.8 Approve First Amendment to Agreement with MNS Engineers, Inc., for Public Works Construction Inspection Services for PN 780, Avenue Q-12 Sidewalk Gap Closure Project, for an increase of $42,480, total agreement amount not to exceed $107,480, for a term of ninety (90) calendar days from receipt of Authorization to Proceed.
SR Agrmt No. A-8312 First Amendment with MNS Engineers Inc.docx
Agrmt No. A-8312, First Amendment with MNS Engineers, Inc.pdf
Vicinity Map.pdf
6.9 Approve the minutes from the previous meetings.
CC/SA - January 10, 2024
Minutes CC SA 01 10 2024.pdf
7. PUBLIC HEARING
7.1 Introduction and adoption of Ordinance No. 1612,
an Ordinance of the City
Council of the City of Palmdale approving various amendments to Title 3 and Title 5 of the Palmdale Municipal Code.
SR Ord. No. 1612.docx
Ord. No. 1612.docx
PPT Ord. No. 1612.pptx
7.2 Introduction and adoption of Ordinance No. 1634, an Ordinance of the City Council of the City of Palmdale approving various amendments to Titles 1, 8, and 9 of the Palmdale Municipal Code (PMC) to enhance public safety.
SR Ord. No. 1634.docx
Ord. No. 1634.docx
PPT Ord. No. 1634.pptx
7.3 Introduction and adoption of Urgency Ordinance No. U-1635, an Urgency Ordinance of the City Council of the City of Palmdale, adopting by reference City Council
Wednesday, January 24, 2024
Appendix P of the 2022 California Building Code, and Appendix AZ of the 2022 California Residential Code.
SR Ord. No. U-1635.docx
Ord. No. U-1635.docx
Exh A - CBC Appendix P and CRC Appendix AZ.pdf
8. REPORTS AND ACTION ITEMS FROM MAYOR AND / OR COUNCILMEMBERS
8.1 Council Action Items.
9. CITY MANAGER’S REPORT
10. NON-AGENDA PUBLIC COMMENTS
:
Now is the time for public participation on
items not listed on the agenda. Each speaker is allotted two (2) minutes total.
11. PRESENTATION BY CITY ATTORNEY
11.1 CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Shanae Smith, Patricia Nevarez and Michael "Mike" Behen vs. City of Palmdale, et al.
Los Angeles County Superior Court
Case No. 22STCV18219
This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).
12. ANNOUNCEMENT BY CITY ATTORNEY
13. ADJOURN
meeting to February 7, 2024, at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.
Americans with Disabilities Act (ADA) Accommodations
In accordance with the Americans with Disabilities Act of 1990, if you require a disability- related modification or accommodation to participate in this meeting, please contact the City Clerk’s Office at (661) 267-5151 at least 72 hours prior to the meeting.
If you require oral translation, please contact the City Clerk’s Office at (661) 267-5151 at least 72 hours prior to the meeting.
City Council
Wednesday, January 24, 2024
Housing Authority
Staff Report
DATE: JANUARY 24, 2024
TO: HONORABLE CHAIR AND COMMISSIONERS
FROM: NEIGHBORHOOD SERVICES DEPARTMENT
HOUSING DIVISION
DISTRICT: 1
SUBJECT: APPROVE THE TERMINATION OF AFFORDABLE HOUSING
AGREEMENT WITH NINTH PATRIOT , LLC AND HOUSING
AUTHORITY DEVELOPMENT LOAN OF $900,000 FOR
DEVELOPMENT LOCATED AT 9 TH STREET EAST AND EAST
AVENUES Q11 AND Q12 (APNS 3009-018-009 THROUGH 016)
RECOMMENDATION
Staff recommends that the Housing Authority:
1. Approve termination of Affordable Housing Agreement No. A-6987; and
2. Authorize the Executive Director or her designee to execute the termination of Affordable Housing Agreement with Ninth Patriot, LLC.
BACKGROUND
On December 15, 2020, the Housing Authority of the City of Palmdale adopted Resolution No. HA 2020 -004 approving Affordable Housing Agreement No. A -6987 with Ninth Patriot, LLC (Developer) to develop 31 units of two -bedroom townhomes, with four Very Low-Income units and the remaining as market-rate rental housing (Project). The Project is located in Focus Neighborhood No. 4, at 9 th Street East and East Avenue s Q11 and Q12, APNs 3009-018-009 through 016. The City of Palmdale approved a Density Bonus Agreement to mitigate the minimum number of parking spaces required and provide four Very-Low Income units will remain in place.
DISCUSSION
On November 30, 2023, Ninth Patriot, LLC submitted to the Housing Authority of the City of Palmdale a letter requesting to withdraw from Affordable Housing Agreement No. A - 6987. The Developer has determined it has sufficient funding to continue the Project without the use of Housing Authority funds.
Report to Chair and Commissioners of the Housing Authority Re: Termination of Affordable Housing Agreement A-6987 with Ninth Patriot, LLC January 24, 2024
FISCAL IMPACT
$0; No fiscal impact; release of the encumbrance of $900,000 in account 29364005- 782920.
STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability.
C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.
Prepared by: Heather Nichols, Senior Housing Coordinator Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, Executive Director
Approved as to form: William P. Curley, III, Authority Attorney
ATTACHMENTS
1. Agmt No. A-6987 with Ninth Patriot, LLC
TERMINATION OF
AFFORDABLE HOUSING AGREEMENT
Agreement No. A-6987
THIS TERMINATION OF AFFORDABLE HOUSING AGR EEMENT (“Termination”) is made and entered into as of January 24, 2024 (“Termination Effective Date”), by and between THE HOUSING AUTHORITY OF THE CITY OF PALMDALE, a public body corporate and politic (“ Authority”), and NINTH PATRIOT LLC, a C alifornia limited liability company (“Owner”), with reference to the following facts:
A. Authority and Owner entered into that certain unrecorded Affordable Housing Agreement dated December 15, 2020 (“AHA”) with regard to that certain real property located at the southwest corner of Ninth Street East and Avenue Q -11 in the City of Palmdale, California (“Property”).
B. The AHA w as ne ver implemented an d no AHA at tachments w ere executed i n furtherance of the AHA.
C. N
o portion of the Authority Loan (as defined in the AHA) was ever disbursed to Owner.
D. A
uthority and Owner now wish to terminate the AHA.
NOW
, THEREFORE, in consideration of the foregoing r ecitals, which are incorporated herein by this reference, and for other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto agree as follows:
1. Termination of AHA. As of the Termination Effective Date, the AHA shall terminate, and shall be of no further force or effect.
2. Release. The encumbrance of the AHA is hereby released from the Property.
3. Interpretation. This Termination shall be construed according to its fair meaning and as if prepared by both parties hereto.
4. Governing Law. This Termination shall be governed by the internal laws of the State of California and any question arising hereunder shall be construed or determined according to such law. The Superior Court of the State of California in and for the County of Los Angeles, or such other appropriate court in such county, shall have exclusive jurisdiction of any litigation between the parties concerning this Termination.
5. Counterparts . This Termination may be executed in counterparts, each of which, when this Termination has been signed by all the parties hereto, shall be deemed an original, and such counterparts shall constitute one and the same instrument.
Termination of Affordable Housing Agreement Agreement No. A-6987 Ninth Patriot LLC APN: 3009-018-009 thru -016
IN WITNESS WHEREOF, Authority and Owner each hereby represents that it has read this Termination, understands it, and hereby executes this Termination to be effective as of the day and year first written above.
CITY
THE CITY OF PALMDALE, CALIFORNIA,
a municipal corporation
By:________________________________
Ronda Perez
Executive Director
ATTEST:
By: __________________________
Roxanne Faber
Acting Authority Secretary
APPROVED AS TO FORM:
By:___________________________
William P. Curley, III
Authority Counsel
KANE, BALLMER & BERKMAN
By: ________________________________
Susan Apy
Authority Special Counsel
OWNER
NINTH PATRIOT, LLC, a
California limited liability company
By: Ninth Patriot, LLC,
a California limited liability company,
its Administrative General Partner
By: _______________________
Robert Sarkissian
President
ATTEST
By:__________________________
Aria Irvani
Secretary
Housing Authority
Staff Report
DATE: JANUARY 24, 2024
TO: HONORABLE CHAIR AND COMMISSIONERS
FROM: NEIGHBORHOOD SERVICES DEPARTMENT
HOUSING DIVISION
DISTRICT: ALL
SUBJECT: AWARD I NFORMATION FOR BID ( IFB) NO. 23 -001-3610 FOR
PROFESSIONAL ARBORIC ULTURAL SERVICES AND APPROVE
AGREEMENT WITH THE NEW TIP TOP ARBORISTS, INC. DBA TIP
TOP ARBORISTS INC., IN AN AMOUNT NOT TO EXCEED $500,000 OVER A 54-MONTH TERM
RECOMMENDATION
Staff recommends that the Housing Authority:
1. Award IFB No. 23 -001-3610 for Professional Arboricultural Services to The New Tip Top Arborists, Inc. DBA Tip Top Arborists Inc.;
2. Approve Agreement No. A-8654 with The New Tip Top Arborists, Inc. DBA Tip Top Arborists Inc. in an amount not to exceed $500,000 over a 54-month term; and,
3. Authorize the Executive Director or her designee to execute Agreement No. A - 8654 with The New Tip Top Arborist, Inc. DBA Tip Top Arborists Inc. , making minimal and/or non-substantive changes.
BACKGROUND
The Housing Authority administers service agreements with contractors specializing in various professional disciplines to assist with Housing Authority operations, such as arboricultural services. These arboricultural services include as -requested tree pruning, tree removals, stump grinding, tree inventory data collection , required work zone temporary traffic control, and tree hazard risk assessments in accordance with the Scope of Services and Technical Specifications set forth in Exhibit B of the Agreement.
Professional arboricultural services to be provided are in support of the City’s Urban Forestry Program in Housing Authority properties including Boulders at the Ranch I, Boulders at the Ranch II, Boulders at the Lake, Impressions, La Quinta, Park Vista an d Report to Chair and Commissioners of the Housing Authority Re: Award IFB No. 23-001-3610; Approve Agreement No. A-8654 with The New Tip Top Arborists, Inc.
January 24, 2024
Summerwood Apartments, Single-family Residential Properties, and vacant parcels or lots.
DISCUSSION
The City released IFB No. 23-001-3610 for Professional Arboricultural Services on April 26, 2023. Notification of the IFB release was sent electronically to 48 registered vendors on PlanetBids. The solicitation was also posted on the City’s website and published in the Antelope Valley Press.
Five (5) responses were received on June 7, 2023, as shown below:
BIDDER LOCATION
1. Mariposa Landscape, Inc. Irwindale, CA
2. The New Tip Top Arborists, Inc. Lancaster, CA
3. West Coast Arborists, Inc. Santa Clarita, CA
4. Green Valley Tree Care, Inc. Granada Hills, CA
5. Thrifty Tree Service, Inc. Tarzana, CA
Each prospective bidder demonstrated that they met and/or exceeded the required qualifications and abilities to perform the requested services outlined in the Invitation for Bids. As a bid requirement, the bidders were to provide itemized unit pricing for landscape work. It was determined that Mariposa Landscape, Inc. and The New Tip Top Arborists, Inc. had the lowest responsive pricing.
Maintenance and Purchasing staff determined it would be in the best interest of the City to split the contract equally between the top two bidders. This would allow for flexibility in operations and provide citywide scheduling and mobilization benefits.
On June 26, 2023, a Notice of Intent to Multiple Award was issued to Mariposa Landscape, Inc. and The New Tip Top Arborists, Inc. However, Mariposa Landscape, Inc. withdrew its bid, resulting in the full award to The New Tip Top Arborists, Inc. In addition, evaluation of the Housing Authority requirements resulted in the Housing Authority entering a separate agreement from the City for arboricultural services.
FISCAL IMPACT
$500,000; total contract cost for Professional Arboricultural Services is for an amount not to exceed $500,000 over a 54-month term, with an estimated cost of $100,000 each fiscal year. This contract estimate was determined based on the IFB’s service item costs and anticipated needs of the program.
Report to Chair and Commissioners of the Housing Authority Re: Award IFB No. 23-001-3610; Approve Agreement No. A-8654 with The New Tip Top Arborists, Inc.
January 24, 2024
Sufficient funds are budgeted and available in fiscal year 2023-24, and funds for future years will be incorporated into the annual operating budget. Funds are budgeted under Contract Services line items in 29264004 and 29364002.
STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability.
B. Seek innovative, cost-effective, customer-focused methods of service delivery.
C. Plan and maintain safe and attractive neighborhoods, streets, facilities, and public spaces with exciting programming that promotes active fun for everyone.
Prepared by: Heather Nichols, Senior Housing Coordinator Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, Executive Director
Approved as to form: William P. Curley, III, Authority Counsel
ATTACHMENTS
1. Agrmt No. A-8654 with The New Tip Top Arborists Inc. DBA Tip Top Arborists Inc.
2. Exh B Scope of Services and Technical Specifications Agrmt. No. A-8654
3. Exh C Fee Schedule Agrmt No. A-8654
AGREEMENT NO. A-8654
CONTRACT FOR SERVICES
BETWEEN THE HOUSING AUTHORITY OF THE CITY OF PALMDALE AND THE NEW TIP TOP ARBORIST INC. DBA TIP TOP ARBORISTS INC.
This CONTRACT for services (“Contract” herein) is made and entered into by and between the Housing Authority of the City of Palmdale, a public body corporate and politic, (hereinafter called “HOUSING AUTHORITY”), and THE NEW TIP TOP ARBORIST INC. DBA TIP TOP ARBORISTS INC., a Corporation , (hereinafter called “CONTRACTOR”). This Contract shall become effective on the date of the last signatory.
RECITALS
WHEREAS, CONTRACTOR represents that CONTRACTOR has the expertise and is qualified to perform the services described in this Contract.
NOW THEREFORE, HOUSING AUTHORITY and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:
1 HOUSING AUTHORITY PROJECT MANAGER
To provide the services required by this Contract, CONTRACTOR shall act under the authority and approval of Neighborhood Services Director/designee, who shall oversee this Contract, the work performed by CONTRACTOR, assist CONTRACTOR with any necessary information, audit billings, and approve payments. The CONTRACTOR shall channel all contacts and requests through the Housing Authority project manager.
2 DESCRIPTION OF WORK
2.1 CONTRACTOR shall provide the following services in a manner satisfactory to HOUSING AUTHORITY:
Professional arboricultural services in support of the CITY's Urban Forestry Program in Parks and Facility Grounds, Housing Authority properties including Boulders at the Ranch I, Boulders at the Ranch II, Boulders at the Lake, Impressions, La Quinta, Park Vista and Summerwood Apartments, Single family Residential Properties, and vacant parcels or lots.
Arboricultural services include as-requested tree pruning, tree removals, stump grinding, tree inventory data collection, required work zone temporary traffic control, and tree hazard risk assessments in accordance with the Scope of Services and Technical Specifications set forth in Exhibit B.
Licenses.
1-13Concord - Document ID: ZTgzMDU1ODYtNW
At all times during the term of this Contract, CONTRACTOR shall possess and maintain all required Federal, State and local licenses and permits. CONTRACTOR shall possess a valid and current Class C-61 Limited Specialty Contractor's License with D-49 Tree Service subcategory and a C-27 Landscaping Contractor License with the Contractor's State License Board (CSLB) and a City of Palmdale business license to perform the required work. CONTRACTOR’s State License Board registration number is 821770. CONTRACTOR's DIR registration number is 1000004077.
CONTRACTOR hereby certifies that it holds the required license(s).
Prevailing Wage
This Contract calls for work to be performed constituting public works. All labor is to be paid at prevailing wage rates. CONTRACTOR to determine proper wage classification. CONTRACTOR and all subcontractors must be registered with the State of California Department of Industrial Relations (DIR) as a public works contractor for the duration of the agreement and is responsible for any and all registration and/or renewal fees. CITY may request certified payroll records for any work performed under the term of the agreement. CONTRACTOR acknowledges and understands it must comply with the prevailing wage requirements as set for in Exhibit A.
2.2 CONTRACTOR shall have no claim for compensation for any services or work, which has not been authorized by HOUSING AUTHORITY’s Authorization to Proceed.
2.3 CONTRACTOR shall not accept any change of scope, or change in contract provisions, to this Contract unless issued in writing, as a contract change order or amendment and signed by HOUSING AUTHORITY. Any extensions of time must be mutually agreed upon in writing and executed by both parties.
2.4 CONTRACTOR shall maintain in current status all Federal, State, and local licenses and permits required for the operation of the business conducted by the CONTRACTOR as applicable to this contract.
2.5 All work supplied under this Contract shall be fully guaranteed by CONTRACTOR for a minimum period of 365 days from the date of acceptance by HOUSING AUTHORITY. Any defects of design, workmanship, or materials that would result in non-compliance with the Contract specifications shall be fully corrected by CONTRACTOR (including parts and labor) without cost to HOUSING AUTHORITY.
The written warranty shall be included with the delivered products to the using Department.
HOUSING AUTHORITY shall provide to CONTRACTOR, without charge, all data, program information, including reports, records, maps, and other information, now in HOUSING AUTHORITY’s possession, which may facilitate the timely performance of the work.
2-13Concord - Document ID: ZTgzMDU1ODYtNW
3 CONTRACTOR’S KEY PERSONNEL
3.1 Key Staff. HOUSING AUTHORITY reserves the right to review and approve CONTRACTOR’S staff including all subcontractors to be assigned to any project by CONTRACTOR during the term of this Contract.
This Contract has been awarded to CONTRACTOR based partially on the key personnel proposed to perform the services required herein. CONTRACTOR shall not change nor substitute any of these key staff for work on this Contract without prior written approval by HOUSING AUTHORITY.
CONTRACTOR’s Team and Key Personnel are as follows:
ISA Certified Arborists; ISA Certified Tree Worker Climber Specialists; TCIA Certified Treecare Safety Professionals; etc.
This Services Contract has been awarded to CONTRACTOR based on its representation that those personnel and subcontractors submitted as part of its bid and listed above will perform the portions of the work listed above.
CONTRACTOR shall not deviate nor substitute any of these team members without prior written approval by HOUSING AUTHORITY.
3.2 Subcontractors. During the performance of the Agreement, CONTRACTOR may engage such additional SUBCONTRACTORS as may be required for the timely completion of this Agreement. In the event of subcontracting, the sole responsibility for fulfillment of all terms and conditions of this Agreement rests with CONTRACTOR.
CONTRACTOR shall not enter into any Subcontract under this Contract for the performance of this Contract without the advance written approval of HOUSING AUTHORITY. The subcontract shall incorporate by reference the terms and conditions of this Contract.
3.3 Direct Responsibility. All services required under this Contract shall be performed by CONTRACTOR, or under CONTRACTOR’s direct supervision, and all personnel shall possess the qualifications, permits and licenses required by State and local law to perform such services.
3.3.1 CONTRACTOR shall be solely responsible for the satisfactory work performance of all personnel engaged in performing services required by this Contract, and compliance with all reasonable performance standards established by HOUSING AUTHORITY.
3.3.2 CONTRACTOR shall be responsible for payment of all CONTRACTOR’s employees’ and subcontractor’s wages and benefits and shall comply with all requirements pertaining to the employer’s liability, workers’ compensation, unemployment insurance, and Social Security.
3-13Concord - Document ID: ZTgzMDU1ODYtNW
3.3.3 CONTRACTOR shall indemnify and hold harmless HOUSING AUTHORITY, and its respective officers, agents and employees from and against all claims, demands, damages or costs arising from CONTRACTOR’s acts or omissions with respect to any liability, damages, claims, costs and expenses of any nature arising from alleged violations of personnel practices.
4 CONTRACT TERM
The term of this Contract is Four (4) Years and six (6) Months, commencing on the effective date, with HOUSING AUTHORITY reserving the option to extend the agreement for 0 additional terms of one year each.
5 ACCEPTANCE AND DOCUMENTATION
Each task shall be reviewed and approved by the Contract Project Manager to determine acceptable completion.
5.1 Records. The CONTRACTOR shall retain and shall contractually require each SUBCONTRACTOR to retain all data and other “records” relating to the acquisition and performance of the Contract for a period of five years after the completion of the Contract.
5.2 Property of HOUSING AUTHORITY. All materials, including reports, computer programs and other deliverables, supplied or created under this Contract are the sole property of HOUSING AUTHORITY. CONTRACTOR is not entitled to a patent or copyright on those materials and may not transfer the patent or copyright to anyone else. CONTRACTOR shall not use or release these materials without the prior written consent of HOUSING AUTHORITY.
5.3 Products. All equipment, materials, parts, and other components incorporated in the work or services performed pursuant to this Contract shall be new, or the latest model and of the most suitable grade for the purpose intended. All work shall be performed in a skilled and workmanlike manner. 6 PRICE
HOUSING AUTHORITY shall pay to CONTRACTOR an amount not to exceed FIVE HUNDRED THOUSAND dollars ($500000.00) for the completion of all the work and services described in Section 2, which sum shall include all costs or expenses incurred by CONTRACTOR, payable as follows:
See Exhibit C Fee Schedule
6.1 An application for payment form must be submitted to HOUSING AUTHORITY which shall include the following: a clear, detailed invoice reflecting work being billed for, a summary sheet showing percentage of work completed to date, amount/percent billed to date and current status of all tasks within a project; 4-13Concord - Document ID: ZTgzMDU1ODYtNW
any/all backup documentation supporting the above items. Work schedule updates must also be included with the payment requests.
6.2 CONTRACTOR shall maintain adequate records and shall permit inspection and audit by HOUSING AUTHORITY of CONTRACTOR’s charges under this Contract. CONTRACTOR shall make such records available to HOUSING AUTHORITY during normal business hours upon reasonable notice. Nothing herein shall convert such records into public records, and they will be available only to HOUSING AUTHORITY and any specified public agencies. Such records shall be maintained by CONTRACTOR for one (1) year following completion of the work under this Contract unless a longer period of time is required by state or federal law, in which event CONTRACTOR shall retain its records for the time required by such laws.
6.3 Payment. A separate invoice shall be issued for each shipment of material or service performed, and no payment will be issued prior to receipt of material and/or completion of specified services and receipt of a correct invoice. 7 TAXES
7.1 CONTRACTOR shall pay all sales, consumer, use, and other similar taxes required to be paid by CONTRACTOR in accordance with state and local laws.
7.2 CONTRACTOR is an independent contractor and shall have no power or authority to incur any debt, obligation, or liability on behalf of HOUSING AUTHORITY.
No person employed by CONTRACTOR or acting on its behalf, in connection with this Contract shall be considered the Agent or employee of HOUSING AUTHORITY.
7.3 CONTRACTOR shall be required to obtain a current City of Palmdale business license, as required by the Palmdale Municipal Code, before an Authorization to Proceed is issued.
7.4 When equipment, materials or supplies generally taxable to CONTRACTOR are eligible for a tax exemption due to the nature of the work, CONTRACTOR shall assist the HOUSING AUTHORITY in applying for and obtaining such tax credits and exemptions, which shall be paid or credited to the HOUSING AUTHORITY. 8 PATENT FEES AND ROYALTIES
CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use, in the performance of the work or the incorporation in the work of any invention, design, process, program, product or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, program, product or device is specified in the contract documents for use in the performance of the work and if, to the actual knowledge of HOUSING AUTHORITY, its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by HOUSING AUTHORITY in 5-13Concord - Document ID: ZTgzMDU1ODYtNW
the contract documents. CONTRACTOR shall indemnify and hold harmless HOUSING AUTHORITY and anyone directly or indirectly employed by HOUSING AUTHORITY from and against all claims, damages, losses and expenses (including attorneys' fees) arising out of any infringement of patent rights or copyrights incident to the use in the performance of the work, or resulting from the incorporation in the work of any invention, design, process, program, product or device not specified in the contract documents, and shall defend all such claims in connection with any alleged infringement of such rights.
9 INDEMNIFICATION
To the fullest extent permitted by law, CONTRACTOR and any subcontractors working on its behalf agree to indemnify HOUSING AUTHORITY, its officers, employees, agents and elected and appointed boards (hereinafter “Indemnified Parties”) for any loss, claim, demand, cause of action, cost, expense, damage, obligation or liability which arises out of or is in any way connected with the performance of any work under this agreement, including any acts or omissions, willful misconduct or negligent conduct, whether active or passive, on the part of CONTRACTOR, or its subcontractors, and regardless of any acts, omissions or negligence (whether active or passive) of any person or entity indemnified hereunder.
At their own expense, CONTRACTOR and, as applicable, any subcontractors working on its behalf, shall defend any suit, claim or action against the Indemnified Parties founded upon such loss, claim, demand, cause of action, cost, expense, damage, obligation or liability. CONTRACTOR shall ensure that the contract of any subcontractor working under this agreement contain an indemnity agreement, requiring the subcontractor to indemnify and defend the Indemnified Parties pursuant the terms set forth above. CONTRACTOR shall indemnify the Indemnified Parties, and save it harmless from any and all loss, damage, costs, expenses and attorney's fees suffered or incurred on account of any breach of the aforesaid obligations and covenants, and any other provision or covenant of this agreement. 10 INSURANCE
10.1 CONTRACTOR, at its expense, shall maintain in effect at all times during the performance of work under this Contract not less than the following coverage and limits of insurance, which shall be maintained with insurers listed “A” or better in the Best’s Insurance Guide and authorized to do business in the State of California.
Proof of Insurance, as identified in Section 10.8, must be reviewed and accepted by the Housing Authority Attorney.
10.1.1 Workers’ Compensation and Employer’s Liability
Workers’ Compensation -- coverage as required by the State of California Employer’s Liability --
$1,000,000.00 each accident
$1,000,000.00 policy limit bodily injury
$1,000,000.00 each employee bodily injury by disease
6-13Concord - Document ID: ZTgzMDU1ODYtNW
10.1.2 Commercial General Liability
$2,000,000.00 limit on a per occurrence basis
$5,000,000.00 general aggregate limit
10.1.3 Commercial Automobile Liability
$5,000,000.00 combined single limit including owned, non-owned and hired automobile coverage
10.1.4 Professional (Errors & Omissions) Liability*
$2,000,000.00 limit on a per occurrence basis
10.2 All of CONTRACTOR’s policies shall contain an endorsement providing that written notice shall be given to HOUSING AUTHORITY at least thirty (30) calendar days prior to termination, cancellation, or reduction of coverage in the policy.
10.3 Policies providing for bodily injury and property damage coverage shall contain the following:
A. An endorsement extending coverage to the HOUSING AUTHORITY as an additional insured, as respects liability arising out of the performance of any work under the Contract. Such insurance shall be primary insurance, as respects the interest of the HOUSING AUTHORITY, and any other insurance maintained by the HOUSING AUTHORITY shall be considered excess coverage and not contributing insurance with the insurance required hereunder. The certificates shall state: “The City of Palmdale, Successor Agency to the Community Redevelopment Agency of the City of Palmdale, Palmdale Civic Authority, Housing Authority, Industrial Development Authority, Airport Authority, their officers, agents, employees and volunteers are named as additional insured”.
B. “Severability of Interest” Clause.
10.4 Promptly upon execution of this Contract, and prior to commencement of any work, CONTRACTOR shall deliver to HOUSING AUTHORITY certificates of insurance and endorsements to all required policies demonstrating that CONTRACTOR has the required coverage and showing the required named insured.
Within five (5) days of written request from HOUSING AUTHORITY, CONTRACTOR shall deliver to HOUSING AUTHORITY full and complete copies of all insurance policies required by this Contract.
10.5 The requirements as to the types and limits of insurance to be maintained by CONTRACTOR are not intended to and shall not in any manner limit or qualify CONTRACTOR’s liabilities and obligations under this Contract.
10.6 Any policy or policies of insurance that CONTRACTOR elects to carry as insurance against loss or damage to its equipment and tools or other personal 7-13Concord - Document ID: ZTgzMDU1ODYtNW
property used in the performance of this Contract shall include a provision waiving the insurer’s right of subrogation against HOUSING AUTHORITY.
10.7 All insurance coverage must be maintained throughout the duration of this Contract.
10.8 Acceptable Proof of Insurance:
10.8.1 ACORD Certificate of Insurance listing all coverage, limits, deductibles and insured; and endorsements for all applicable coverage if agent has authority to issue it; or additional insured Form CG20100704 and CG20370704 or equivalent must be provided for general liability coverage. Additional insured form CA0001 must be provided for automobile liability coverage.
10.8.2 Binders of insurance for all coverage. Agents must confirm that policy endorsements have been ordered from the respective insurance companies. Upon issuance, policy endorsements and a corresponding Certificate of Insurance listing all insurers and coverage must be submitted to the Housing Authority Attorney.
10.8.3 *When professional/errors & omissions liability coverage is provided on a "claims made basis", CONTRACTOR will continue to renew the insurance for a period of five (5) years after this Contract expires or is terminated. Such insurance will have the same coverage and limits as the policy that was in effect during the term of this Contract, and will cover CONTRACTOR, or its officers, employees or agents during the time this Contract was in effect.
10.9 Notwithstanding any other provision of this Contract, HOUSING AUTHORITY may immediately terminate this Contract if, at any time CONTRACTOR fails to maintain the required insurance for any period of time or fails to comply with any of the insurance requirements listed above.
10.10 CONTRACTOR shall require any and all subcontractor's working on its behalf to provide insurance coverages and limits that are based on the scope of work and nature of risk being performed by the subcontractor. Any and all subcontractors working on behalf of CONTRACTOR shall be subject to all other insurance requirements that are stated herein.
Any deviation in this requirement will be CONTRACTOR's sole risk. CONTRACTOR's insurance requirements in Section 10 will not be impacted and/or limited by such deviation.
11 TERMINATION WITHOUT CAUSE
HOUSING AUTHORITY reserves the right to terminate this Contract or any part thereof for its sole convenience with fifteen (15) days written notice. In the event of such termination, CONTRACTOR shall immediately stop all work hereunder, and shall immediately cause any of its suppliers and subcontractors to cease such work. 8-13Concord - Document ID: ZTgzMDU1ODYtNW
CONTRACTOR shall also surrender to HOUSING AUTHORITY all finished or unfinished documents, processes, programs and other supplies and materials, which shall be HOUSING AUTHORITY’s property. As compensation in full for services performed to the date of such termination, the CONTRACTOR shall receive an amount equal to the value of the work completed as of the termination date in accordance with the fee schedule or as negotiated between the parties. In no event shall the amount payable upon termination exceed the total maximum compensation provided for in this Contract.
12 TERMINATION FOR CAUSE
If HOUSING AUTHORITY determines that CONTRACTOR has failed to supply an adequate working force, or to provide services of proper quality, or has failed in any other respect to satisfactorily perform the services specified in this Contract, HOUSING AUTHORITY shall give written notice to CONTRACTOR specifying all defaults to be remedied within thirty (30) days. Such notice shall set forth the basis for HOUSING AUTHORITY’s dissatisfaction and suggest corrective measures. If, after thirty days, CONTRACTOR has failed to implement appropriate corrective measures, HOUSING AUTHORITY may elect to terminate this Contract in whole or in part.
12.1 In the event HOUSING AUTHORITY terminates this Contract, in whole or in part, for cause, HOUSING AUTHORITY may procure, upon such terms and in such manner, as it may deem appropriate, services similar to those terminated.
12.2 CONTRACTOR shall provide all finished or unfinished documents, data, studies, software, drawings, programs, processes, maps, photographs, reports, etc., prepared by CONTRACTOR within fifteen (15) working days after notice of termination. Upon such termination, CONTRACTOR shall be paid an amount equal to the value of the services provided and work performed as of the date of termination, taking into consideration the costs associated with hiring another CONTRACTOR to complete the services. In ascertaining the value of the work performed up to the date of termination, consideration shall be given to both completed work and work in progress, to complete and incomplete documents when such are delivered to HOUSING AUTHORITY, and to authorized reimbursement expenses. The above is in addition to any other remedies available by law or equity to HOUSING AUTHORITY.
12.3 If, after notice of termination of the Contract under the provisions of this Section 12, it is determined, for any reason, that CONTRACTOR was not in default, or that the default was excusable, then the rights and obligations of the parties shall be the same as if the notice of termination had been issued pursuant to Section 11. 13 DISPUTE RESOLUTION
All claims, disputes, and other matters in question between HOUSING AUTHORITY and CONTRACTOR arising out of or relating to this Contract or the breach thereof 9-13Concord - Document ID: ZTgzMDU1ODYtNW
shall, to the extent reasonably feasible, be resolved through good faith negotiations between the parties.
14 OWNERSHIP OF PRODUCT
All product, data, documents, programs and software including, but not limited to, research, field notes, investigations, analysis, studies, processes, software, instructions for use and other manuals, whether complete or incomplete, which are prepared or produced in the performance of this Contract are to be, and remain the property of HOUSING AUTHORITY and shall be delivered to or left with HOUSING AUTHORITY upon the completion or termination of this Agreement. CONTRACTOR shall furnish HOUSING AUTHORITY, upon its request, originals and reproducible and electronic copies of product, data reports, studies and of all other documents listed above. Electronic copies shall be provided in an unprotected format which allows HOUSING AUTHORITY to copy, reproduce and makes changes as HOUSING AUTHORITY deems necessary.
15 DELEGATION AND ASSIGNMENT
15.1 CONTRACTOR shall not delegate or assign its duties or rights hereunder, either in whole or in part, without the prior written consent of HOUSING AUTHORITY; provided, however, that claims for money due or to become due to CONTRACTOR from HOUSING AUTHORITY under this Contract may be assigned to a bank, trust company or other financial institution without such approval.
15.2 Any assignment, delegation or subcontract shall be made in the name of CONTRACTOR and shall not bind or purport to bind HOUSING AUTHORITY and shall not release CONTRACTOR from any obligations under this Contract including, but not limited to, the duty to properly supervise and coordinate the work of employees, assignees, delegates and subcontractors. No such assignment, delegation or subcontract shall result in any increase in the amount of total compensation payable to CONTRACTOR under this Contract. 16 NON-DISCRIMINATION AND EQUAL EMPLOYMENT OPPORTUNITY
16.1 In performance of this Contract, CONTRACTOR shall not discriminate against any employee, subcontractor, or applicant for employment because of sex, color, race, religion, ancestry, national origin, disability, medical condition, marital status, sexual orientation, or age. CONTRACTOR will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their sex, color, race, religion, ancestry, national origin, disability, medical condition, marital status, sexual orientation or age. Affirmative action relating to employment shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. 10-13Concord - Document ID: ZTgzMDU1ODYtNW
16.2 The provisions of subsection 16.1 above shall be included in all solicitations or advertisements placed by or on behalf of CONTRACTOR for personnel to perform any services under this Contract. HOUSING AUTHORITY shall have access to all documents, data and records of CONTRACTOR and its subcontractors for purposes of determining compliance with the equal employment opportunity and non- discrimination provisions of this Section, and all applicable provisions of Executive Order No. 11246 which is incorporated herein by this reference. A copy of Executive Order No. 11246 is available for inspection at, and on file with, the Palmdale City Clerk’s Office.
17 FINANCIAL INTEREST CERTIFICATION
17.1 CONTRACTOR warrants that no person has been employed or retained to solicit or secure this Contract upon an agreement or understanding for a commission, percentage, brokerage or contingent fee; and that no officer or employee of the HOUSING AUTHORITY has any interest, financially or otherwise, in CONTRACTOR’s firm.
17.2 For breach or violation of this warranty, HOUSING AUTHORITY shall have the right to annul this Contract without liability or at its discretion to deduct from the Contract Price or consideration, the full amount of such commission, percentage, brokerage or contingent fee.
18 CONFLICT OF INTEREST
18.1 CONTRACTOR stipulates that its officers and employees do not now have a conflict of interest and it further agrees for itself, its officers and its employees that it will not contract for or accept employment for the performance of any work or services with any individual business, corporation or government unit that would create a conflict of interest in the performance of its obligations pursuant to this Contract or which would cause CONTRACTOR to be “financial interested” (as provided in California Government Code Section 1090 et seq. or 87100 et seq.) in any contract or decision made by HOUSING AUTHORITY on any matter.
18.2 CONTRACTOR shall not employ any City official or employee to perform any work required pursuant to this Contract.
18.3 To the extent required by the City Manager or his designee, CONTRACTOR shall complete and file with the City Clerk a Form 700 Statement of Economic Interests disclosing any reportable property interests, income, gifts, investments, or business positions.
19 COMPLIANCE WITH LAW
19.1 CONTRACTOR shall comply with all state and federal laws, including but not limited to, the requirement to hire only those persons authorized by federal law to work in the United States. If CONTRACTOR uses any subcontractors to complete 11-13Concord - Document ID: ZTgzMDU1ODYtNW
this Contract, this same requirement shall be included in all subcontracts and strictly enforced by CONTRACTOR.
19.2 The law of the state of California shall govern this Contract. The venue of any legal action, either formal or informal, shall be the County of Los Angeles. 20 NOTICES
Any notice required under this Contract shall be in writing, addressed to the appropriate party at its address on the signature page and given personally or by registered or certified mail postage prepaid, or by a commercial courier service. All notices shall be effective upon the date of receipt.
21 ENTIRE AGREEMENT AND AMENDMENTS
21.1 This Contract is the complete Agreement between the parties and supersedes all prior proposals, agreements, and understandings between the parties and may not be modified or terminated orally.
21.2 No attempted waiver of any of the provisions hereof, nor any modification in the nature, extent or duration of the work to be performed by CONTRACTOR hereunder, shall be binding unless in writing and signed by the party against whom the same is sought to be enforced.
21.3 The failure of any party to enforce against another party any provision of this Contract shall not constitute a waiver of that party’s right to enforce such a provision at a later time, and shall not serve to vary the terms of this Contract. 12-13Concord - Document ID: ZTgzMDU1ODYtNW
22 ATTORNEY’S FEES
If any action at law or in equity is brought to enforce or interpret any provisions of this Contract, the prevailing party in such action shall be entitled to reasonable attorney’s fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
In Witness Whereof, the parties hereto have caused this Contract to be executed and attested by their respective officers thereunto duly authorized.
HOUSING AUTHORITY OF THE
CITY OF PALMDALE
THE NEW TIP TOP ARBORIST INC.
DBA TIP TOP ARBORISTS INC.:
Ronda Perez
Executive Director
James Lewandowski
President
ADDRESS FOR NOTICE:
HOUSING AUTHORITY OF THE
CITY OF PALMDALE
38250 Sierra Highway, 2nd Floor
Palmdale, CA 93550
ADDRESS FOR NOTICE:
THE NEW TIP TOP ARBORIST INC.
DBA TIP TOP ARBORISTS INC.
PO Box 2107
Lancaster, CA 93539
APPROVE AS TO FORM:
William P. Curley, III
Authority Counsel
ATTEST:
Roxanne Faber
Acting Authority Secretary
---------------------------------------- INTERNAL USE ONLY ----------------------------------------
■Certificate(s) and Endorsement(s) attached
■Confirmed business name on contract with certificate(s) ■Attached Agreement Checklist and met all requirements
13-13Concord - Document ID: ZTgzMDU1ODYtNW
Record of Signing
Signed with www.concordnow.com
For
Name
Title
Signed on 2023-12-21 01:47:54 GMT
Secured by Concord™
DocumentID: ZTgzMDU1ODYtNW
SigningID: ZjdjZTYzZmItZm
Signing date: 12/21/2023
IP Address: 206.171.111.149
Email: [email protected]
EXHIBIT B
Scope of Services and Technical Specifications
SCOPE OF SERVICES
The following are the general conditions for the work to be performed:
CONTRACTOR shall have a minimum of 10 years’ experience in the business of providing professional arboricultural services in support of municipal urban forestry programs.
CONTRACTOR shall comply with Cal -OSHA and American National Standard, ANSI A -Z133 Safety Standard 2017 or latest edition and all other regulatory safety requirements.
The CITY requires CONTRACTOR to have a trained and skilled workforce, proficient in current professional arboricultural practices. The CONTRACTOR’s account manager and field supervisor shall be certified arborists with the International Society of Arboriculture (ISA). Crew foremen working in a senior tree trimmer capacity shall be a certified tree worker climber specialist with the ISA. CITY recommends tree workers be certified as tree worker specialists and/or tree worker aerial lift specialists by the ISA.
The CONTRACTOR’S personnel shall wear uniform shirts with the company name and logo printed or embroidered on them, and they shall wear reflective Class III safety vests while working in city streets and right of ways.
The CONTRACTOR’S aerial lift and other tree service trucks shall be properly equipped with, but not limited to, appropriate safety gear including hard hats, chaps, harnesses, climbing saddles, lanyards, heavy duty rope, first aid kit, fire extinguisher, chain saws, sharp chains, loppers, pole pruners, hand pruners, wedges, woodchipper and hand tools necessary for equipment field maintenance. All CONTRACTOR equipment must be in excellent working condition while in service to the CITY .
At all times during the term of this Contract, CONTRACTOR shall possess and maintain all required Federal, State and local licenses and permits. CONTRACTOR shall possess a valid and current Class C-61 Limited Specialty Contractor's License with D-49 Tree Service subcategory, a C-27 Landscaping Contractor License and a City of Palmdale business license to perform the required work. CONTRACTOR’s State License Board registration number is 821770 and their DIR registration number is 1000004077. CONTRACTOR hereby certifies that it holds the required license(s).
It is understood that except as otherwise specifically stated herein, the CONTRACTOR shall provide and pay for all materials, labor, tools, equipment, transporta tion of every nature, and all other services and/or facilities of every nature whatsoever necessary to execute, complete, and deliver the arboricultural services within the specified time. Permits, insurance, and licenses (including City of Palmdale busine ss license) necessary for the execution of the work shall be secured and paid for by the CONTRACTOR.
[Technical Specifications on next page]
TECHNICAL SPECIFICATIONS
CONTRACTOR shall provide all labor and equipment to effectively accomplish the foll owing services.
The CITY will accept NO less than the full completion of the specifications and/or functions outlined in Sections A – F. If these specifications are not met, CONTRACTOR shall be subject to the Compliance-Based Penalties, Punitive Damages, and/or Liquidated Damages as defined in Section G.
SECTION A. GENERAL EXPECTATIONS
A.1 Communication and Work Requests
The CONTRACTOR shall respond to e -mails or phone calls from superintendents, city arborists or appointed designees within one (1) business day. Upon receipt of written work requests from the superintendents, city arborists or appointed designees, the CONTRACTOR shall create work orders in tree inventory software and confirm work schedule within two (2) business days. All work requested shall begin within ten (10) business days of work request unless otherwise authorized by the superintendents, city arborists or appointed designees.
24-hour emergency call outs guarantee a minimum compensation of four (4) hours, require immediate crew mobilization with requested operations taking place within (4) hours of work request. CONTRACTOR’S supervisor and/or crew foreman shall meet with superintendents, city arborists or appointed designees prior to beginning work at each location to confirm the specific objectives of the City of Palmdale.
A.2 Contractor Responsibilities
It shall be the sole responsibility of the CONTRACTOR to perform a Level 1: Limited Visual Assessment, as described in the I.S.A. Best Management Practices: Tree Risk Assessment, International Society of Arboriculture, 2017 or latest edition & ANSI A300 Part 9 Tree Risk Assessment 2017 or latest edition, for each tree serviced during all tree maintenance operations.
CONTRACTOR shall inspect the canopy, trunk, trunk flare, surface of tree root zone, and site conditions around the trees being serviced and immediately report any structural concerns, hazards, pest and/or disease presence or any other anomaly to superintendents, city arborists or appointed designees and log findings in tree detail section of city tree inventory.
CONTRACTOR’S account manager and field supervisor shall be responsible to ensure all work is performed in accordance with ANSI A300 Standards Part I Pruning 2017 or latest edition and the arboricultural objectives set forth by the superintendents, city arborists or appointed designees.
A.3 Invoicing/Billing
The CONTRACTOR shall submit detailed billing records, separated per urban forestry program, and itemized per site, outlining tree identification numbers with pricing according to applicable fee schedule for review prior to invoicing . Payments will only be made for complete work orders, no partial billing allowed. Payment terms are minimum net 30 days to maximum net 45 days.
A.4 Traffic Control Requirements
CONTRACTOR shall be responsible for all work zone safety delineation required at each work site including design and implementation of all temporary work zone traffic control per the California Manual on Uniform Traffic Control Devices , latest edition.
CONTRACTOR shall supply all labor and equipment required for proper implement ation of temporary work zone traffic control and shall utilize high visibility arrow/message boards while working on all major arterial streets.
Contractor must obtain an Encroachment Permit. Contractor shall provide Engineered Traffic Control Plans per requirements of their Encroachment Permit.
A.5 Traffic Control Encroachment Permit
All traffic control devices and layouts shall conform to the latest edition of the California Manual of Uniform Traffic Control Devices. Applicant shall submit, for City revie w, an engineered traffic control plan when the proposed construction work involves any of the following conditions: (1) Moving traffic over the street centerline; (2) Reducing the number of travel lanes by more than one lane; (3) Any road closure (one or t wo-way); and/or (4) Any work performed within 250 feet of a traffic signal.
In addition, at the discretion of the Deputy Director of Public Works/City Engineer, an engineered traffic control plan may be required for other work impacting the public right - of-way. The applicant is solely responsible for the traffic control design and implementation. Furthermore, the applicant is responsible for maintaining the approved traffic control plan for the construction zone on a 24 -hours basis. The traffic control p lan shall remain in place until work is completed. Any street closure will require the approval of the Deputy Director of Public Works/City Engineer.
A.6 Traffic Control Conditions
Emergency vehicle access shall always be maintained. Access to private property shall always be maintained, unless otherwise authorized by the City of Palmdale. All traffic signs, traffic control devices and traffic control procedures shall conform to the Manual on Uniform Traffic Control Devices, latest edition.
Superintendents, city arborists or appointed designees MAY assign city staff and resources to assist with traffic control operations if the work of the CONTRACTOR reduces the number of traffic lanes in major arterial streets. The requirements as outlined above do not constitute the issuance of an encroachment permit. Questions related to applying for an encroachment permit can be directed to the Engineering Division at (661) 267-5272.
Any further traffic questions may be directed to city traffic engineer.
SECTION B. PRUNING OPERATIONS
B.1 General Requirements
Pruning operations shall adhere to the ANSI A -300 Part I Pruning 2017 or latest edition and ANSI Z133 Safety Standard 2017 or latest edition. Pruning w ill generally be maintenance pruning and shall adhere to the natural pruning techniques. All pruning tools must be sterilized with a solution of 10% bleach & 90% water or Lysol disinfectant spray prior to pruning each tree. The City of Palmdale shall subm it detailed work requests to the CONTRACTOR outlining location, service description, tree identification numbers and projected costs. Pruning operations should remove no more living material than what is necessary to achieve the following pruning objectives.
B.2 Develop Tree Structure
CONTRACTOR shall develop tree structure improving upon the natural form of each tree, promote or subordinate certain leaders, branches or stems, head back co -dominant leaders, promote or discourage growth in a particular direction, promote desirable branch spacing and canopy structure to reduce the likelihood of branch or whole tree failure.
B.3 Clearance
CONTRACTOR shall p rovide clearance to mitigate interference with traffic signals and signs, vehicular and pedestrian traffic and line of sight, streetlights, other trees and public or private property. Trees shall be pruned to provide a minimum clearance of 17 feet above public right of ways.
B.4 Tree Shape and Size Management
CONTRACTOR shall manage tree shape and size through effective application of branch removal cuts, branch reduction cuts, and branch heading cuts as required to reduce the likelihood of branch or whole tree failure and achieve the city’s specific pruning objectives for each tree.
B.5 Improve Tree Integrity
CONTRACTOR shall i mprove tree integrity by removing dead, crowded, and rubbing branches, increasing sun light and wind penetration while improving upon the natural form of each tree to reduce the likelihood of branch or whole tree failure. Lion-tailing is unacceptable.
B.6 Protection of Public and Private Property
CONTRACTOR shall be responsible for the protection of all public and private property and improvements within and adjacent to all work areas including but not limited to plant material, lawns, sprinkler systems, drains, fencing, block walls, brick or masonry work, sidewalks, street paving, streetlights, traffic signals, utility pedestals and all other public or private improvements.
B.7 Restitution for Public or Private Property Damage
Any public or private improvements damaged by the CONTRACTOR while conducting scheduled work shall be replaced in kind at the CONTRACTOR’S expense, to the absolute satisfaction of the superintendents, city arborists, appointed designees and/or private property owner. Replacement shall take place no later than five (5) working days from the date of damage, unless otherwise authorized.
SECTION C. TREE REMOVAL AND STUMP GRINDING
C.1 General Requirements
Tree removal operations shall observe ANSI A-300 Part I Pruning 2017 or latest edition, ANSI Z133 Safety Standard 2017 or latest edition and all other applicable regulatory safety standards. Tree removals are intended to mitigate hazards and shall include removal of dead or dying trees, trees with pronounced canopy, trunk, or root system defects, overcrowded trees and trees whose conflict with public or private infrastructure or interest cannot be otherwise resolved. The City of Palmdale shall submit detailed work requests to the CONTRACTOR outlining location, service description, tree identification numbers and projected costs.
C.2 Method
The CONTRACTOR shall consider all tree and site conditions when formulating each tree removal plan. This includes surrounding obstacles, targets, terrain, wind direction and magnitude, structure, flaws and lean of each tree. CONTRACTOR must obtain approval from superintendents, city arborists or appointed designees in advance of any felling operations.
C.3 Underground Service Alert
The CONTRACTOR is responsible for contacting Underground Service alert, securing a dig-alert ticket, and allowing the time required by law for members to respond and mark their underground infrastructure and verifying positive electronic response prior to conducting any stump grinding operations. CONTRACTOR must analyze and respect all utility markings and grind stumps with care to avoid contact with any underground infrastructure within the stump grind zone.
C.4 Stump Grinding
All tree stumps are to be ground within five (5) working days of the tree removal unless otherwise requested or authorized by superintendents, city arborists or appointed designees. Where possible, stump grinding must strive to achieve a minimum depth of twenty-four inches (24”) below grade unt il anchoring roots are no longer visible, to accommodate the successful planting of replacement trees. CONTRACTOR shall provide stump grinding work schedule, and report issues preventing grinding to a minimum depth of 24 inches (24”) to superintendents, city arborists or appointed designees.
C.5 Wood Grindings
CONTRACTOR shall compact wood grindings flush with adjacent grade and remove all excess stump grinding material from the job site.
C.6 Protection of Public and Private Property
CONTRACTOR shall be responsi ble for the protection of all public and private property and improvements within and adjacent to all work areas including but not limited to plant material, lawns, sprinkler systems, drains, fencing, block walls, brick or masonry work, sidewalks, street paving, street lights, traffic signals, utility pedestals and all other public or private improvements.
C.7 Restitution for Public or Private Property Damage
Any public or private improvements damaged by the CONTRACTOR while conducting scheduled work shall be replaced in kind at the CONTRACTOR’S expense, to the absolute satisfaction of the superintendents, city arborists, appointed designees and/or private property owner. Replacement shall take place no later than five (5) working days from the date of damage, unless otherwise authorized.
SECTION D. CLEAN UP OPERATIONS
D.1 General Requirements
All walkways, trails, parking lots, right of ways, or adjacent public and private property dirtied by the CONTRACTOR’S arboricultural operations shall be cleaned prior to completion of work at each site. Under no circumstances shall any trimmings, leaves, and/or debris remain in public right of ways and/or adjacent public or private property.
Superintendents, city arborists or appointed designees shall be the sole judge as to the adequacy of clean-up and shall have the authority to direct further clean up, with results expected the same day. Any costs resulting from the use of City personnel or equipment for clean-up due to the CONTRACTOR not complying with clean-up expectations shall be deducted from the CONTRACTOR’S billing.
D.2 Disposal of Green Waste
All green waste produced because of the CONTRACTOR’S operations under this agreement shall be reduced, reused, and/or recycled. Reducing shall include, but is not limited to, chipping, grinding, and/or shredding of green waste. Reusing will include, but is not limited to, using chipped, ground, or shredded tree green waste as mulch. Recycling will include, but is not limited to, re-purposing wood that is too large to be chipped, ground, or shredded as firewood and/or as mulch provided to Waste Management.
CONTRACTOR shall dispose of all green waste, free of charge, at the City of Palmdale Maintenance Center located at 39110 3rd Street East. Green waste shall be deposited in a designated collection area and/or as directed by the superintendents, city arborists or appointed designees.
D.3 Staging of Equipment
CONTRACTOR will be authorized to stage arboricultural equipment at the City of Palmdale Maintenance Center while conducting work requested by and performed for the City of Palmdale.
CONTRACTOR shall indemnify and hold the City harmless for any equipment loss or damage experienced while the CONTRACTOR’S equipment is staged at the City of Palmdale’s Maintenance Center.
SECTION E. TREE INVENTORY
Tree inventories serve as the foundation for developing and sustaining an effective urban forest management plan. Superintendents, city arborists or appointed designees may request the CONTRACTOR to conduct tree inventory data collection c oncurrent with or independent from tree maintenance and removal operations. The tree location and attribute data shall be collected using handheld computers with geographic positioning system (GPS) capabilities, logged directly into the city’s tree inventory software.
Data to be collected by the CONTRACTOR while performing tree inventory operations shall include but is not limited to photo, location, unique asset number, tree species, trunk diameter at breast height, tree condition, record of service hi story provided under this agreement, direct maintenance costs, and available planting sites resulting from tree removals.
CONTRACTOR shall inspect the canopy, trunk, trunk flare, surface of tree root zone, and site conditions around the trees being serv iced and immediately report any structural concerns, hazards, pest and/or disease presence or any other anomaly to superintendents, city arborists or appointed designees and log findings in tree detail section of city tree inventory software.
SECTION F. TREE RISK ASSESSMENT
F.1 Level 1: Limited Visual Assessment
It shall be the sole responsibility of the CONTRACTOR to perform a Level 1: Limited Visual Assessment, as described in the I.S.A. Best Management Practices: Tree Risk Assessment, International Society of Arboricu lture, 2017 or latest edition & ANSI A300 Part 9 Tree Risk Assessment 2017 or latest edition, for each tree serviced during all tree maintenance operations. CONTRACTOR shall inspect the canopy, trunk, trunk flare, surface of tree root zone, and site conditions around the trees and immediately report any structural concerns, hazards, pest and/or disease presence or any other anomaly to superintendents, city arborists or appointed designees and log findings in tree detail section of city tree inventory software.
F.2 Level 2: Basic Tree Risk Assessment
Superintendents, city arborists or appointed designees may request CONTRACTOR to perform a Level 2: Basic Tree Risk Assessment as described in the I.S.A. Best Management Practices, Tree Risk Assessment, International Society of Arboriculture 2017 or latest edition & ANSI A300 Part 9 Tree Risk Assessment 2017 or latest edition.
The methodology shall follow the I.S.A. matrix-based approach set forth in the I.S.A. Tree Risk Assessment Qualification (TRAQ) program and shall be performed by a TRAQ qualified Arborist. CONTRACTOR shall utilize and submit a completed I.S.A. Basic Tree Risk Assessment Form or city approved substitute form (Appendix D or E) for each tree being assessed.
F.3 Level 3: Advanced Tree Risk Assessment
Superintendents, city arborists or app ointed designees may request CONTRACTOR to perform a Level 3: Advanced Tree Risk Assessment as described in the I.S.A. Best Management Practices, Tree Risk Assessment, International Society of Arboriculture 2017 or latest edition & ANSI A300 Part 9 Tree Risk Assessment 2017 or latest edition.
The Level 3: Advanced Tree Risk Assessment may be requested in conjunction with or following a Level 2 Basic Tree Risk Assessment. This assessment may include climbing inspections, detailed target analysis, detailed site evaluation, health evaluation, storm, or wind load analysis, measuring and assessing lean, examination of the root system using a compressed air tool and/or, ground penetrating sonar, resistance drilling using a resistograph, and/or sonic tomography o f a specific section of a tree using a Picus tomograph or equivalent, to help determine the presence and level of decay.
The Level 3: Advanced Tree Risk Assessment report shall include name of the TRAQ qualified tree risk assessor, the date of the asses sment, statement of the assignment scope of work, location, identification, and pictures of the tree assessed, level of inspection and details of the method, targets, occupancy rates, likelihood of impacting the target, and potential consequences of failure, site factors considered, documentation of the likelihood of failure, such as a list of tree conditions, structural defects, and response growth that were observed, risk assessment and conclusion, options and or recommendations for hazard mitigation, res idual risk information, recommendations for reassessment and limitations of the assessment.
SECTION G. COMPLIANCE, PUNITIVE DAMAGE PENALTIES, AND/OR
LIQUIDATED DAMAGES
The CITY will accept NO less than the full completion of the specifications and/or functions outlined in Sections A – F. If these specifications are not met, CONTRACTOR shall be subject to the Compliance -Based Penalties, Punitive Damages, and/or Liquidated Damages as defined below.
Applicable Sections: A. General Expectations; B. Pruning Operations; C . Tree Removal and Stump Grinding; D. Clean Up Operations; E. Tree Inventory; and F. Tree Risk Assessment.
G.1 Compliance
Superintendents, city arborists or appointed designees shall have the right to withhold payment and leverage punitive damages for any wor k not complying with I.S.A. Best Management Practices, Tree Pruning, International Society of Arboriculture 2019 or latest edition ANSI A-300 Part I Pruning 2017 or latest edition, ANSI Z133 Safety Standard 2017 or latest edition, the Manual on Uniform Traffic Devices 2022 or latest edition, the City of Palmdale’s arboricultural objectives and any other applicable industry standards and regulatory requirements.
G.2 Punitive Damages
Superintendents, city arborists or appointed designees will notify the CONTRACTOR both verbally and in writing each time the CONTRACTOR’S performance is unsatisfactory and can suspend CONTRACTOR’S operations at any time. CONTRACTOR will have five (5) working days to correct deficient work. Any deficient work not corrected within five (5) working days or deemed beyond correction shall result in withholding of the associated payment and punitive damage penalty of $500 per violation. Significant violations may result in a penalty equal to the appraised value of damaged tree/s.
G.3 Liquidated Damages
It shall be agreed by the parties to the Agreement that time is of the essence, and in the event of a delay in starting the work or the delivery of the equipment, goods, services, and personnel required for project implementation and training or equipment beyond the timeline set forth in section A.1, damage will be sustained by the City and that it is or will be impractical to determine the actual amount of the damage caused by reason of such delay. It is therefore agreed that the successful Contractor will pay to the City the sum of twenty-five hundred dollars ($2,500) for each working day delay in completing the schedule set by the Contractor, as set forth in the Agreement beyond any timeline or due date, or authorized extension.
These damages shall be deducted from any monies due, or which may thereafter become due, to the successful Contractor under the Agreement or may be recovered by the City through any lawful means.
The successful Contractor will be granted an extension of time and will not be assessed liquidated damages for any portion of the delay in performance which would be excused pursuant to the force majeure provisions of the Agreement, provided that the successful Contractor shall notify the City’s representative in writing of the causes of delay within one (1) business day from the beginning of any such delay. The successful Contractor shall bear the burden of proof to establish that any delay is sub ject to the force majeure provisions of the Agreement.
G.4 Force Majeure
The time period(s) specified for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control a nd without the fault or negligence of the Contractor, including, but not restricted to, acts of God or of the public enemy, unusually severe weather (to be determined by City staff), fires, earthquakes, floods, epidemics, quarantine restrictions, riots strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Contractor will within ten (10) days of the commencement of such delay notify the City in writing of the causes of the delay.
The City will asce rtain the facts and the extent of the delay and extend the time for performing the services for the period of the enforced delay when and if the judgment of the superintendent, or designee, the delay is justified. The superintendent or his designee’s, decision shall be final and conclusive upon the parties to this Agreement. In no event shall Contractor be entitled to recover damages against the City for any delay in the performance of this Agreement, however, caused; Contractor’s sole remedy being extension of the Agreement pursuant to this Section.
SERVICE U/M YEAR 1
FY 23/24
YEAR 2
FY 24/25
YEAR 3
FY 25/26
YEAR 4
FY 26/27
YEAR 5
FY 27/28
A. TREE PRUNING SERVICES
1 Maintenance Prune 1" - 12" DBH per tree 99.00$ 105.00$ 110.00$ 115.00$ 120.00$ 2 Maintenance Prune 13" - 24" DBH per tree 175.00$ 180.00$ 185.00$ 190.00$ 195.00$ 3 Maintenance Prune 25"+ DBH per tree 215.00$ 220.00$ 225.00$ 230.00$ 235.00$ 4 Maintenance Prune with Crown Reduction 1" - 12" DBH per tree 99.00$ 105.00$ 110.00$ 115.00$ 120.00$ 5 Maintenance Prune with Crown Reduction 13" - 24" DBH per tree 300.00$ 350.00$ 400.00$ 450.00$ 500.00$ 6 Maintenance Prune with Crown Reduction 25"+ DBH per tree 400.00$ 450.00$ 475.00$ 500.00$ 550.00$ 7 Palm Tree Prune 1" - 30" DBH per palm 95.00$ 95.00$ 95.00$ 95.00$ 95.00$ 8 Palm Tree Prune 31" - 55" DBH per palm 95.00$ 95.00$ 95.00$ 95.00$ 95.00$ 9 Palm Tree Prune 56"+ DBH per palm 95.00$ 95.00$ 95.00$ 95.00$ 95.00$ B. TREE REMOVAL & STUMP GRINDING SERVICES
1 Tree Removal 1" - 12" DBH per tree 255.00$ 260.00$ 265.00$ 270.00$ 275.00$ 2 Tree Removal 13" - 24" DBH per tree 525.00$ 530.00$ 535.00$ 540.00$ 545.00$ 3 Tree Removal 25"+ DBH per tree 1,100.00$ 1,250.00$ 1,350.00$ 1,400.00$ 1,450.00$ 4 Stump Grinding 1" - 12" per stump 95.00$ 95.00$ 95.00$ 95.00$ 95.00$ 5 Stump Grinding 13" - 24" per stump 110.00$ 110.00$ 110.00$ 110.00$ 110.00$ 6 Stump Grinding 25"+ per stump 150.00$ 150.00$ 150.00$ 150.00$ 150.00$ C. INVENTORY DATA COLLECTION SERVICES
1 Tree Inventory Data Collection per tree 4.50$ 4.50$ 4.50$ 4.50$ 4.50$ 2 Tree Inventory Data Collection per hour 75.00$ 75.00$ 75.00$ 75.00$ 75.00$ D. TREE RISK ASSESSMENTS SERVICES
1 Level 2: Basic Tree Hazard Risk Assessment per tree 85.00$ 85.00$ 85.00$ 85.00$ 85.00$ 2 Level 3: Advanced Tree Risk Assessment
Decay Detection Climbing Inspection w/ Resistograph Resistance Drilling per hour 125.00$ 125.00$ 125.00$ 125.00$ 125.00$ 3 Level 3: Advanced Tree Risk Assessment
Decay Detection w/ 2 Trunk Sonic Tomography Scans
per hour 150.00$ 150.00$ 150.00$ 150.00$ 150.00$ 4 Level 3: Advanced Tree Risk Assessment
Air Spade Root Inspection and Evaluation
per hour 200.00$ 200.00$ 200.00$ 200.00$ 200.00$ E.
1 Emergency call out: Weekdays 7:00 a.m. to 5:00 p.m. (Operating Hours) per hour 250.00$ 250.00$ 250.00$ 250.00$ 250.00$ 2 Emergency call out: Weekdays 5:00 p.m. to 7:00 a.m. (After-Hours) per hour 300.00$ 300.00$ 300.00$ 300.00$ 300.00$ 3 Emergency call out: Weekends Anytime per hour 300.00$ 300.00$ 300.00$ 300.00$ 300.00$ 4 Emergency call out: Holidays Anytime per hour 325.00$ 325.00$ 325.00$ 325.00$ 325.00$ F. LABOR RATES
1 Senior Tree Trimmer per hour 85.00$ 88.00$ 91.00$ 92.00$ 95.00$ 2 Tree Trimmer per hour 80.00$ 82.00$ 85.00$ 87.00$ 89.00$ 3 Groundsperson per hour 75.00$ 77.00$ 80.00$ 82.00$ 85.00$ 4 I.S.A. TRAQ Qualified Certified Arborist per hour 95.00$ 100.00$ 105.00$ 105.00$ 105.00$
EXHIBIT C
Fee Schedule
EMERGENCY RESPONSE *Includes 1 Aerial Lift Forestry Truck w/ Chipper and 3-Man Crew (4 hour minimum) CC/SA/HA Minutes – 12/06/2023 – 5pm
1 MINUTES
CITY COUNCIL/SA/HA
CITY HALL COUNCIL CHAMBER
38300 SIERRA HIGHWAY, SUITE B
PALMDALE, CALIFORNIA
DECEMBER 6, 2023
1) CALL MEETING TO ORDER
Mayor Bettencourt called the meeting to order at 5:06 pm.
*Note: All City Council memberships are reflected in their City Council titles.
2) ROLL CALL MAYOR BETTENCOURT, MAYOR PRO TEM ALARCÓN,
COUNCILMEMBERS BISHOP, LOA, OHLSEN COMMISSIONERS FRAGA- SAENZ, BETTS
PRESENT: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa, Christina Fraga-Saenz, Dianne Betts.
ABSENT: None.
3) PLEDGE OF ALLEGIANCE AND MOMENT OF SILENCE
4) PRESENTATIONS
4.1) Los Angeles Internal Services Department and the Southern California Regional Energy Network (SoCalRen) presented an award to the City of Palmdale for “Extraordinary Emission Reduction for the Highest Energy Savings Achieved by a Public Agency".
4.2) Chair Jung declared December as Human Rights Month in the City of Palmdale and provided a verbal update on the City of Palmdale Human Rights Advisory Committee.
4.3) Presentation of the Film Palmdale Strategic Plan.
Deputy Director of Ec onomic and Community Development Taggart spoke regarding the implementation of the strategic plan. Economic Development Manager Schuler gave a presentation and discussed the goals and objectives of the strategic plan.
Council discussion ensued regarding the use of municipal facilities, the creation of a Film Commission, fee structure, economic value, quality of life for citizens in the entertainment industry, and environmental benefits.
CC/SA/HA Minutes – 12/06/2023 – 5pm
2 5) PUBLIC COMMENTS:
Mayor Bettencourt announced the Closed Session agendized for this evening had been cancelled.
The following individuals provided public input: Sandy Corrales thanked Mayor Bettencourt for her leadership as Mayor; Jason Zink commented regarding the protestors, film commission, and the housing track on Ave S and 65th East; Kevin Shenkman spoke regarding the capacity restrictions, changing demographics, and food distribution; Marsha Furman commented regarding the process for rotating the mayor; and Citizen (no name) commented regarding the distribution of city funds to help all citizens.
Mayor Bettencourt closed the Public Comments.
6) HOUSING AUTHORITY CONSENT CALENDAR
6.1) Approve the Housing Authority of the City of Palmdale’s 2022 -2023 Annual Report pursuant to California Health and Safety Code 34176.1 and direct staff to post the report on the City’s website.
6.2) Approve the minutes from the previous meetings.
August 16, 2023
September 6, 2023
November 15, 2023
Motion: Approve all items listed under the Housing Authority Consent Calendar.
Moved by Eric Ohlsen, seconded by Christina Fraga-Saenz.
Vote: Motion carried (7-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J.
Loa, Christina Fraga-Saenz, Dianne Betts.
Mayor Bettencourt adjourned the Housing Authority.
7) CONSENT CALENDAR
7.1) Waive full reading of the Resolution(s) and/or Ordinance(s) to be considered and voted on at this meeting. (This permits reading the title only in lieu of reciting the entire text.)
7.2) Receive and file the Monthly Investment Activity Report for October 2023.
7.3) Receive and file the Annual Activity Report for Development Agreement pertaining to the Oasis Wellness Village Project located at the southeast corner of Palmdale Boulevard and Tierra Subida Avenue.
7.4) Approve agreement with Ninth Patriot, LLC for the deferment of undergrounding of transmission mainlines for Site Plan Review No. 19-001.
Mayor Pro Tem Alarcón pulled this item for discussion.
CC/SA/HA Minutes – 12/06/2023 – 5pm
3 Public Works Director Glidden presented the staff report and answered questions regarding the deferment and completion of the project.
Motion: Approve agreement with Ninth Patriot, LLC.
Moved by Austin Bishop, seconded by Richard J. Loa.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa.
7.5) Notice of Completion - Accept Public Improvements for Tract 61611 & 61981 located at the northeast corner of Avenue S and 65th Street East.
7.6) Approve Final Parcel Map No. 83805 (located at Trade Center Drive and Avenue P-4).
7.7) Approve Requisition No. 240592 with All -State Utility Supply, Inc. for the purchase of replacement streetlight poles and other related items in an amount not to exceed $207,380 for FY 2023-24.
7.8) Adopt Resolution No. CC 2023-059, a Resolution of the City Council of the City of Palmdale approving the renaming of Avenue Q -6 to Hammack Avenue (Avenue Q-6) between Sierra Highway to 10th Street East.
Mayor Bettencourt pulled this item for discussion and noted that the Hammack family was in the audience.
Public Works Director Glidden provided a brief overview of the staff report.
The Hammack family was presented with a street sign.
Councilmember Loa provided the background on the passing of Deputy Hammack.
Motion: Adopt Resolution No. CC 2023-059, a Resolution of the City Council of the City of Palmdale approving the renaming of Avenue Q -6 to Hammack Avenue (Avenue Q-6).
Moved by Laura Bettencourt, seconded by Richard J. Loa.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa.
7.9) Notice of Completion - Accept Public Improvements for Circle K at 3851 East Palmdale Blvd.
Mayor Pro Tem Alarcón pulled this item for discussion and spoke regarding staff's diligent research and verification that Caltrans will maintain the street improvements along Palmdale Boulevard.
CC/SA/HA Minutes – 12/06/2023 – 5pm
4 Councilmember Loa recognized the O'Connor family.
Motion: Accept Notice of Completion for Public Improvements.
Moved by Andrea Alarcón, seconded by Richard J. Loa.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa.
7.10) Approve the minutes from the previous meetings.
CC - November 15, 2023
CC - November 16, 2023
Mayor Pro Tem Alarcón pulled this item for discussion and suggested adopting joint minutes once on the agenda.
Motion: Approve the minutes from the previous meetings.
Moved by Austin Bishop, seconded by Laura Bettencourt.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa.
Motion: Approve all items listed under the Consent Calendar except 7.4, 7.8, 7.9, and 7.10
Moved by Andrea Alarcón, seconded by Laura Bettencourt.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J.
Loa.
8) PUBLIC HEARING
8.1) Public Hearing to obtain community input for the Community Development Block Grant (CDBG) and HOME Investment Partnership Program (HOME) Grant for the development of the 2024-2025 Action Plan.
Management Analyst Bartlett provided a detailed overview on this item.
Councilmember Bishop, Councilmember Loa, and Mayor Bettencourt spoke regarding the benefits of CDBG funds.
Public Comments: Jason Zink spoke regarding rental assistance, basic cable, and free internet for seniors.
Mayor Bettencourt closed the Public Hearing.
Mayor Pro Tem Alarcón announced there will be a second public hearing on May 1, 2024.
Mayor Bettencourt closed the Public Hearing.
CC/SA/HA Minutes – 12/06/2023 – 5pm
5 Motion: Approve the recommendations and findings as listed in the staff report.
Moved by Austin Bishop, seconded by Eric Ohlsen.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa.
8.2) Introduction and Adoption of Ordinance No. 1627, an Ordinance of the City Council of the City of Palmdale approving Zoning Ordinance Amendment (ZOA) 23-0003 to amend Title 17 and finding that the amendment is consistent with Program Environmental Impact Report (PEIR) 22-002 prepared and certified in conjunction with the City's General Plan (Palmdale 2045).
Planning Manager Magana provided a detailed overview of the Zoning Ordinance Amendment.
City Attorney Curley read the title of Ordinance No. 1627.
A motion was made and carried unanimously to introduce Ordinance No. 1627.
Mayor Bettencourt called for Public Comments.
The following individuals provided public input in opposition to this item:
Benjamin Fiss, Pacific Zoning LLC; Rick Norris; Mark McGaughey, CBRE; Robert Valencia; Yvette Emard; Navid Sharafatian; Jason Zink; and Mario Presents
Barry Munz, Antelope Valley Engineering commented in support and opposition of this item.
Angelica Maldonado spoke in support of this item.
Mayor Bettencourt closed the Public Hearing.
Director of Economic and Community Development Garibay provided an update to the Council on this item.
Mayor Pro Tem Alarcón asked how the comments brought by developers were assessed. Director Garibay provided a response.
Councilmember Loa spoke regarding the redline documents submitted by Mr.
Valencia and asked what else would be impacted if the item was not adopted.
Director Garibay responded that other potential uses will be impacted.
Discussion ensued regarding communicating with developers and the impacts of the changes requested.
Councilmember Bishop spoke regarding the distance and separation related to drive-thru restaurants and traffic issues. Mr. Bishop volunteered to work with the developers and staff on a committee and suggested that another Councilmember join. Councilmember Loa volunteered to be a part of the committee.
CC/SA/HA Minutes – 12/06/2023 – 5pm
6 Councilmember Ohlsen spoke regarding communicating with developers and moving forward with the adoption of the current ordinance.
Mayor Bettencourt encouraged face-to-face communication with the developers.
Mayor Pro Tem Alarcón asked questions regarding the redline that was proposed by the business community. Director Garibay responded.
Motion: Adopt Ordinance No. 1627 and continue working with developers on outstanding items.
Moved by Eric Ohlsen, seconded by Austin Bishop.
Vote: Motion carried (5-0)
Yes: Laura Bettencourt, Andrea Alarcón, Austin Bishop, Eric Ohlsen, Richard J. Loa.
Mayor Bettencourt called for a recess 7:30 pm - 7:40 pm.
9) NON-AGENDA PUBLIC COMMENTS:
The following individuals spoke in support of SALVA receiving City funding for their community programs: Stephanie Mayol; Allan Morales; Marisela Adriana Gomez; Eduardo; Felix Menendez; Oscar Carrasco; Marcos Alvarez; Alejandro Rubio; Elmer Mayorga, Brenda Zaso, Dulce Zamora, and Scarlet Alvarez.
Mayor Bettencourt stated Council has never spoken regarding anyone's citizenship status.
Rich Gallego and Christine spoke regarding the Code of Conduct and SALVA.
Eugene Hernandez commented regarding the enforcement of abandoned shopping carts.
Jason Zink commented regarding change, Palmdale leadership, and food distribution.
Yul Gevargas commented regarding citizenship and naming of Desert Sands Park.
Roger Soderstedt requested that staff presentations include the cost to taxpayers.
Marsha Furman spoke regarding the rotational mayor and commended Mayor Bettencourt for her service to the citizens of Palmdale.
Mayor Bettencourt closed the public comments.
Councilmember Bishop spoke regarding the support he has personally provided to SALVA.
Councilmember Loa commented regarding the public accusations and the responsibilities of the Council to provide equality to all citizens.
Councilmember Ohlsen commented on the lack of communication, CC/SA/HA Minutes – 12/06/2023 – 5pm
7 misunderstanding, and the Measure AV grant program.
Mayor Pro Tem Alarcón spoke regarding distributing food to the needy, funding for SALVA, and allocation of Measure AV funds. She thanked all of those who attended the meeting.
10) NEW BUSINESS
10.1) Rotation of Incumbents serving as Mayor and Mayor Pro Tem.
City Attorney Curley provided a brief overview of the process.
City Attorney announced Councilmember Bishop would be Mayor and Councilmember Loa would be as Mayor Pro Tem pursuant to the code.
11) PRESENTATION OF A PLAQUE TO MAYOR BETTENCOURT AND CEREMONIAL
PASSING OF THE GAVEL
Mayor Bettencourt did the ceremonial passing of the gavel to Councilmember Bishop.
Councilmember Bishop presented Mayor Bettencourt with a plaque. 12) INFORMATIONAL REPORT FROM MAYOR AND / OR COUNCILMEMBERS ON
THEIR VARIOUS COMMITTEE MEMBERSHIPS AND MEETINGS ATTENDED AT
PUBLIC EXPENSE
12.1) Council Reports on Committee Memberships and Meetings Attended at Public Expense
All reports were submitted electronically.
13) CITY COUNCIL ANNOUNCEMENTS AND REQUESTS
None.
14) CITY MANAGER’S REPORT
City Manager Perez reported on the following: Food Vendor Training, Family Volunteer Day; Opening of Oasis Park playground; celebrated the Journey of Hula at the Playhouse; SAVES Thanksgiving basket distribution; Business Watch presentations; worked with the Partners Against Crime Team to hold public safety multi-family housing presentations; holiday safety presentations through social media; celebrated Jolly Holiday and the Holiday Lights event; announced the Palmdale School District winter parade Saturday, December 9 at 10 am; High Desert Corridor project was awarded a $500,000 grant; Brightline received $3.1 billion from President Biden; Department of Transportation awarded $3.1 billion for the high-speed rail from San Francisco to Los Angeles; approved for 2,400 units of Narcan from the State; grand opening of Raising Cane's; and Luxury Perfume Outlet grand opening on December 15.
Councilmember Bishop thanked staff for all of their hard work.
CC/SA/HA Minutes – 12/06/2023 – 5pm
8 15) PRESENTATION BY CITY ATTORNEY
Closed Session was not held.
15.1) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Shanae Smith, Patricia Nevarez and Michael "Mike" Behen vs. City of Palmdale, et al.
Los Angeles County Superior Court
Case No. 22STCV18219
This closed session is being held pursuant to the authority of California Government Code Section 54956.9(d)(1).
15.2) CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION Significant exposure to litigation pursuant to Government Code 54956.9(d) (2): 1 potential case
15.3) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION U-Haul v. City of Palmdale Case No. 22AVCV00439
This closed session is being held pursuant to the authority of California Government Code Section 54956.9.
15.4) CONFERENCE WITH LEGAL COUNSEL - EXISTING LITIGATION Guerra v. City of Palmdale
Case No. 23AVCV01005
This closed session is being held pursuant to the authority of California Government Code Section 54956.9.
16) ANNOUNCEMENT BY CITY ATTORNEY
None.
17) ADJOURN
Mayor Bettencourt adjourned the meeting at 9:40 pm to January 10, 2024, at 5:00 p.m. in the City Hall Council Chamber located at 38300 Sierra Highway, Suite B, Palmdale, California.
PASSED, APPROVED, and ADOPTED this 24th day of January 2024.
Austin Bishop, Mayor
ATTEST:
Rochelle Scott, Acting City Clerk
City Council Staff Report
DATE: JANUARY 24, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: OPERATIONS DEPARTMENT
FINANCE DIVISION
DISTRICT: ALL
SUBJECT: ADOPT RESOLUTION NO. CC 2024 -009, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE STATING THE CITY’S INVESTMENT POLICY AND REPEALING RESOLUTION NO. CC
2023-006, AND ADOPT RESOLUTION NO. CC 2024 -010, A
RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE
STATING THE INVESTMENT POLICY FOR THE CITY
CONTRIBUTIONS TO THE RETIREE HEALTH REIMBURSEMENT
ARRANGEMENT (HRA) PLAN AND THE RETIREE HEALTH
PREMIUM SUPPLEMENT (HPS) PLAN AND REPEALING
RESOLUTION NO, CC 2023-007
RECOMMENDATION
Staff recommends that the City Council:
1. Adopt Resolution No. CC 2024 -009 stating the Investment Policy for the City of Palmdale and repeal Resolution No. CC 2023-006; and
2. Adopt Resolution No. CC 2024 -010 stating the Investment Policy for City contributions to the Retiree Health Reimbursement Arrangement (HRA) Plan and the Retiree Health Premium Supplement (HPS) Plan and repealing Resolution No. CC 2023-007.
BACKGROUND
The City Council adopted Resolution N o. CC 2023-006 and Resolution No. CC 2023 - 007 on January 11, 2023, stating the City’s Investment Policy and the Investment Policy for City contributions to the Health Reimbursement Arrangement Plan (HRA) and the Retiree Health Premium Supplement (HPS) Plan. The City reviews the Investment Policies annually and makes changes where necessary. All change s conform to California Government Codes [53600 - 53610].
DISCUSSION
Staff seeks council approval of the policy annually whether changes exist or not per California Government Code 53607, where it states that the code provides the authority for the legislative body of the local agency to invest the funds of the local agency, or to delegate the full responsibility to the treasurer of the local agency for a one-year period.
Report to Mayor and City Council
Re: Reso Nos. CC 2024-009 and CC 2024-010 Investment Policies January 24, 2024
There are changes to the Investment Policy with regard to increasing the allowable investment in the Local Agency Investment Fund (LAIF), which is set by the California State Treasurer. The State Treasurer increased the LAIF deposit limit for regular accounts to $75 million from the previous $65 million. The City has reflected this change in the Investment Policy.
Section 14 - Investment Oversight Committee has been modified to provide clarification regarding the Oversight Committee meetings, frequency, and method by which information is provided. Investment Reports will continue to be submitted to both the City Council and the Oversight Committee on a monthly basis. The quarterly Oversight Committee meetings are to be held concurrently with the City Council meeting or may be held as a separate meeting pursuant to the direction of the Committee.
FISCAL IMPACT
There is no fiscal impact associated with the recommended actions for this report.
STRATEGIC PLAN
Goal II: Ensure long-term fiscal health of the City and maintain funding for services.
B. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health.
Prepared by: Janelle Samson, Director of Operations
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney
ATTACHMENTS
1. Reso No. CC 2024-009 City Investment Policy
2. Reso No. CC 2024-010 Retiree Investment Policy
CITY COUNCIL
CITY OF PALMDALE, CALIFORNIA
RESOLUTION NO. CC 2024-009
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE STATING THE CITY’S INVESTMENT POLICY AND REPEALING
RESOLUTION NO. CC 2023-006.
NOW THEREFORE, BE IT RESOLVED, THE CITY COUNCIL OF THE CITY OF
PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:
SECTION 1. Purpose
This Resolution states the City’s investment policy, which is intended to provide guidelines to the City Treasurer for the prudent investment of the City’s temporary idle cash not otherwise governed by bond indentures or bond resolutions and to outline policies for maximizing the efficiency of the City’s cash management system. The goal is to enhance the economic status of the City while protecting its pooled cash. These guidelines do not supersede applicable State laws and City ordinances. A Glossary of investment terms is provided at the end of the resolution for reference.
SECTION 2. Scope
This investment policy applies to the investment of all cash and various funds of the City as identified in the Annual Comprehensive Financial Report, except for the employee’s retirement and deferred compensation funds and those cash assets governed by bond indentures or bond resolutions. The following is a list of funds included:
2.1 General Fund
2.2 Special Revenue Funds
2.3 Capital Project Funds
2.4 Trust and Successor Agency Funds not otherwise invested with the Trustee/Fiscal Agent
SECTION 3. Prudence
Investments shall be made with judgment and care, under the circumstances then prevailing, which persons of prudence, discretion, and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived.
3.1 Governing bodies of local agencies, or persons authorized to make investment decisions on behalf of the agency, are trustees, and therefore fiduciaries subject to the prudent investor standard. The trustee is required to consider the general Resolution No. CC 2024-009
economic conditions and the anticipated needs of the agency when investing, reinvesting, purchasing, acquiring, exchanging, and selling or managing public funds.
3.2 The standard of prudence to be used by investment officials shall be the prudent person standard and shall be applied in the context of managing an overall portfolio. Investment officers acting in accordance with the investment policy and exercising due diligence shall be relieved of personal responsibility for an individual security’s credit risk or market price changes, provided deviations from expectations are reported in a timely manner and appropriate action is taken to control adverse developments.
SECTION 4. Objectives
The City's cash management system is designed to accurately monitor and forecast expenditures and revenues, thus enabling the City to invest funds to the fullest extent possible. The City Treasurer maintains a diversified portfolio to accomplish the primary objectives of safety, liquidity, and yield (in that order of priority).
4.1 Safety: The safety/risk associated with an investment refers to the potential loss of principal, accrued interest, or a combination of these. The City seeks to mitigate credit risk by continual monitoring of financial institutions with which it will do business and by careful scrutiny of the creditworthiness of the investment instruments as well as the institutions. Such resources as Moody’s Investor, Standard & Poor’s and Fitch rating services are utilized for this review. The City seeks to mitigate rate risk through diversification of instruments as well as maturities.
4.2 Liquidity: The portfolio will be structured with sufficient liquidity to allow the City to meet all anticipated cash requirements. This will be accomplished through matching maturities to expected cash needs, the State Local Agency Investment Fund (LAIF), California Asset Management Program (CAMP), and AAA/Aaa rated money market funds with immediate withdrawal provision.
4.3 Yield: A competitive market rate of return is the third objective of the investment program after the fundamental requirements of safety and liquidity have been met.
SECTION 5. Delegation of Authority
California Government Code Section 53607 provides the authority for the legislative body of the local agency to invest the funds of the local agency, or to delegate the full responsibility to the treasurer of the local agency for a one-year period. The legislative body may renew such delegation of authority to the treasurer each year.
5.1 City Council: By adoption of this policy, the City Council has authorized the City Treasurer to invest City surplus funds in accordance with California Government Code Section 53600, et. seq. and to invest Agency bond or COP proceeds in accordance with California Government Code Section 5922(d) and 53601(I). The delegation of authority to the City Treasurer shall remain in effect until it expires or is revoked, Resolution No. CC 2024-009
whichever occurs first. The City Treasurer shall make a monthly report to the City Council of all transactions made pursuant to this delegation of authority.
5.2 City Treasurer: The execution of investment transactions on a daily basis will be conducted by the City Treasurer or may be delegated to the Deputy City Treasurer.
The City Treasurer has established a system of controls and a segregation of responsibilities of investment functions to ensure the maintenance of internal control over the investment function.
5.3 The City Treasurer retains the authority to amend the Investment Policy, Guidelines, and Procedures at any time in order to carry out the duties as chief investment officer for the City. Notice of any such required amendment will be given to the Investment Oversight Committee and the City Council.
SECTION 6. Ethics and Conflicts of Interest
Employees involved in the investment of City funds shall refrain from personal business activity that could conflict with the proper execution of the investment program or which could impair, or appear to impair, their ability to make impartial investment decisions. The City Treasurer shall comply with the reporting requirements of the Political Reform Act of 1974 regarding disclosure of material financial interests and shall file an annual Statement of Economic Interests.
SECTION 7. Authorized Financial Dealers and Institutions
7.1 The City shall transact business only with nationally or state-chartered banks and licensed investment securities dealers. The City Treasurer shall maintain a listing of financial institutions authorized to provide investment services to the City.
7.2 Selection of financial institutions and broker/dealers authorized to engage in transactions with the City shall be at the sole discretion of the City.
7.3 The Treasurer and the Investment Oversight Committee shall obtain information from qualified financial institutions to determine if the institution makes markets in securities appropriate for the City’s needs, can assign qualified sales representatives, and can provide written agreements to abide by the conditions set forth in the City of Palmdale Investment Policy. Investment accounts with all financial institutions shall be standard non-discretionary accounts and may not be margin accounts.
7.4 All financial institutions and broker/dealers who desire to become qualified bidders for investment transactions must supply to the Treasurer the following: audited financial statements, proof of National Association of Security Dealers certification, proof of state registration, broker/dealer questionnaire, and certification of having read the California Government Code Section 53600 et seq. and the City’s Investment policy and that all securities offered to the City shall comply fully and in every instance with all provisions of the California Government Code.
Resolution No. CC 2024-009
7.5 The signatures of two individuals shall be required for the opening and closing of any bank account and broker account (as defined in the Palmdale Municipal Code Section 3.14.020). The Accounting Officer, who is independent of the investment function, shall keep a record of all opened and closed accounts. On an annual basis, the Accounting Officer shall provide this list of accounts to the City’s independent auditor.
7.6 Public deposits shall be made only in qualified public depositories within the State of California as established by State law. The Federal Deposit Insurance Corporation shall insure deposits, or, to the extent the amount exceeds the insured maximum, shall be collateralized with securities in accordance with State law.
7.7 Whenever possible, investment staff shall obtain a minimum of two quotations, preferably three, prior to entering into an investment transaction. Staff will buy or sell at the price that is most advantageous to the City and meets investment requirements. Treasury bills, treasury notes, and federal agency securities will only require one quotation due to minimal commissions.
SECTION 8. Authorized and Suitable Investments for Surplus Funds California Government Code Section 53601 defines eligible securities for the investment of surplus funds by local agencies. Surplus funds of the City are invested in compliance with this statute and as further limited in this Investment Policy. In any event, no security may be purchased with a remaining maturity in excess of five years without specific legislative authority.
8.1 Demand deposits of up to $2,000,000 (and $2,500,000 in the aggregate) with Bank of America or Wells Fargo Bank.
8.2 Bank of America Cash Management Sweep Agreement.
8.3 U.S. Government: United States Treasury Bills, Notes, and Bonds are backed by the full faith and credit of the United States Government. There shall be no limitation as to the percentage of the portfolio invested in this category. The maturity on these investments shall not exceed five years without the prior approval of the Investment Oversight Committee.
8.4 U.S. Government: United States Federal Agency Securities are backed by the implied support of the United States Government. There shall be no limitation as to the percentage of the portfolio invested in this category. The maturity on these investments shall not exceed five years without the prior approval of the Investment Oversight Committee.
8.5 Municipal Obligations: Bonds, notes, warrants, or other evidence of indebtedness of the State of California or of any local agency within the State of California.
A maximum of 10 percent may be invested in municipal obligations. The maturity on these investments shall not exceed State investment guidelines of five years without the prior approval of the Investment Oversight Committee. In addition, the issuer itself must meet the minimum State investment guidelines of having a minimum credit rating of “A” or Resolution No. CC 2024-009
equivalent by two of the three major rating agencies (Moody’s, Standard & Poor’s, and Fitch).
8.6 Corporate Notes: Medium Term Corporate Notes, with a maximum maturity of five years may be purchased. Securities eligible for investment shall be rated A or better by Moody's or Standard & Poor's rating services. A maximum of 15 percent of the portfolio may be invested in medium-term corporate notes.
8.7 Bankers Acceptances: Bills of exchange or time drafts drawn on and accepted by commercial banks, which are eligible for purchase by the Federal Reserve System, are known as banker’s acceptances. Purchases of these instruments may not exceed 180 bankers days maturity. A maximum of 2 percent may be invested in the bankers acceptances of any one commercial bank except the two banks listed in Section
8.1 above, in which case the limit, when aggregated with the funds in demand deposits in any one of those two banks, will not be more than 40 percent of the City's total invested funds.
8.8 Certificates of Deposit (CDs): Certificates of deposit or “time deposits” of up to $250,000 are federally insured. Beyond that amount, these CDs must be collateralized with the collateral held separately from the issuing institution. The value of the investment must have collateral of at least 110 percent if government securities, or collateral of at least 150 percent if mortgage-backed securities. The statute does not limit CDs; however, this Investment Policy shall limit such investments to a maximum of 25 percent of the portfolio and to a maximum of 15 percent deposited in any one institution.
In addition, time deposits shall be placed in institutions meeting all capital requirements and rated” AA” or higher by two of the three major rating agencies (Moody’s, Standard & Poor’s, and Fitch) for any deposits over $250,000.
If a local bank does not have two ratings from two of the three rating agencies that are double AA or higher (Moody’s, Standard & Poor’s, and Fitch), then the City Treasurer will use alternative methods to determine the financial strength of the local bank when depositing over $250,000. The alternative methods will include a review of the latest three-year earnings trend and a review of the ratios showing bank capital as a percentage of weighted assets and average assets. These ratios are shown in the audited annual report for each bank and will be reviewed annually. The Federal Deposit Insurance Corporation (FDIC) issues standards for the determination of well-capitalized.
Investments in local banks will be limited to banks that are well capitalized as exhibited in the audited annual report. Initial investments with local banks will be no more than $250,000. Additional amounts may be invested with local banks subject to the approval of City Council. The maximum allowable investment in any local bank will be $1,000,000.
The maximum allowable investment for local banks will be reviewed annually and may be adjusted up or down subject to City Council approval.
Investments in the CDARS program are permitted. CDARS, the Certificate of Deposit Account Registry Service, is an investment vehicle established to allow investing participants to have full federal insurance on deposits up to $50 million and to earn one Resolution No. CC 2024-009
interest rate per deposit. A deposit is placed with a network member institution that uses CDARS to place the deposit into several certificates of deposits issued by network banks.
The maximum placed into each certificate of deposit by the network member institution is $250,000 to ensure full federal insurance by the FDIC.
8.9 Mutual Funds: Shares of beneficial interest (mutual funds) issued by diversified management companies investing in securities/obligations authorized by California Government Code Section 53600, et. seq., and complying with Section 53630, are permitted investments. Section 53601(k) further defines requirements. A maximum of 15 percent of the portfolio may be so invested in funds that have the highest rating (e.g., AAA) provided by two of the three major rating agencies (Moody’s, Standard & Poor’s, and Fitch).
8.10 Local Agency Investment Fund (LAIF): The Local Agency Investment Fund has been established by the State Treasurer for the benefit of local agencies. The City may invest up to the maximum permitted by the LAIF.
8.11 Capital Asset Management Program (CAMP): Pooled money market investment program has been established by California public agents (board of trustees) for the benefit of local agencies. The Pool is a permitted investment for all local agencies under California Government Code Section 53601(p). The City may invest up to the maximum permitted by the CAMP.
8.12 Ineligible Investments: Investments not described herein, including but not limited to common stocks and financial futures contracts and options, are prohibited in this fund. Additionally, the Treasurer shall not invest in reverse floaters, range notes, or interest only strips that are derived from a pool of mortgages, nor may the Treasurer invest in any security that could result in zero interest accrued if held to maturity.
8.13 Permitted Investments Summary:
Investment Type Maximum
Maturity
Maximum
Specified % of
Portfolio
Minimum Quality
Requirements
Demand Deposits with Bank of America or
Wells Fargo Bank
N/A $2 million each or
$2.5 million in
aggregate
N/A
Overnight banks investment pools that
invest solely in Investments allowable
under this policy
N/A 10% None
U.S. Treasury bonds/notes/bills 5 years None None
U.S. Government Agency obligations 5 years None None
Resolution No. CC 2024-009
Municipal Obligations 5 years 10% “A” rating
Bankers' acceptances 180 days 40% Federal Reserve
eligible
Certificates of deposit 5 years 25% “AA” rating above
$250,000 deposit
Mutual Funds N/A 15% “AAA” rating
Local Agency Investment Fund (LAIF) (not
to exceed $75,000,000 per account)
N/A None None
California Asset Management Program
(CAMP)
(must not exceed 10% of the total CAMP
pool)
N/A None None
SECTION 9. Authorized and Suitable Investments for Bond or COP Proceeds California Government Code Section 5922 authorizes “Investment Securities”, “Permitted Investments”, or “Qualified Investments” defined in the Bond or COP documentation for each issuance. This Code Section was enacted in recognition of the unique needs inherent in the investment of these proceeds. In addition to the investments authorized for the City’s surplus funds in Section 8 above, the bond indenture can expand the investments in accordance with the documents to include such investment instruments such as Investment Agreements as defined in the documentation as per California Government Codes 53601(l) and 5922(d).
SECTION 10. Collateral
The issue of collateral requirements is addressed in California Code Section 53652. All active and inactive deposits must be secured at all times with eligible securities in securities pools pursuant to Sections 53656 and 53657. Eligible securities held as collateral shall have a market value in excess of the total amount of all deposits of a depository as follows:
* Government securities, at least 10 percent in excess
* Mortgage-backed securities, at least 50 percent in excess * Letters of credit, at least 5 percent in excess
SECTION 11. Safekeeping and Custody
Resolution No. CC 2024-009
All security transactions entered by the City shall be conducted on a delivery versus payment or debit checking basis, whichever is more beneficial to the City. A third- party custodian designated by the City Treasurer and evidenced by safekeeping receipts will hold securities.
SECTION 12. Diversification
To reduce portfolio risk while attaining market average rates, type and institution will suitably diversify the City’s portfolio.
12.1 Security Type and Institution: With the exception of U.S. Treasury securities, U.S. Federal Agency Securities, and authorized pools, no more than 50 percent of the total portfolio will be invested in a single security type and no more than 15 percent with a single financial institution. Investments are further limited by specific language relating to each investment type as stated in Section 8 of this Policy.
12.2 Maximum Maturities: To the extent possible, the City Treasurer will attempt to match investments with anticipated cash flow requirements. The City’s surplus portfolio will not be directly invested in securities that mature more than five years from the date of purchase. Reserve funds of bond or COP issues may be invested in instruments exceeding five years in accordance with bond documents adopted by the Council (maturity of such investments should coincide as nearly as practicable with the expected use of funds).
SECTION 13. Internal Control
The City Treasurer shall provide for an annual review by an external independent auditor. This review will provide internal control by assuring compliance with the City’s investment policies and procedures.
SECTION 14. Investment Oversight Committee
There is hereby created an Investment Oversight Committee consisting of the City Manager, City Treasurer, City Attorney, one annually rotating Council member, and the Mayor. Members of the Committee shall serve without additional compensation and shall meet at least quarterly to determine general strategies and to monitor results. The Committee shall include in its deliberations such topics as portfolio diversification, maturity structure, potential risks to City funds, authorized depositories, brokers and dealers, the target rate of return on investments, and such other topics as it may determine or as may be directed by the City Council. Any two members of the Committee may request a special meeting. Four members shall constitute a quorum. The Committee shall establish its own rules of procedure. Minutes will be prepared for all Investment Committee meetings. The quarterly meetings may be held concurrently with a meeting of the City Council or may be held as a separate meeting. The information provided to the City Council shall be consistent with the information provided to the Investment Oversight Committee. The Committee shall be deemed to have deliberated on, and approved, the investment strategies, management and results by participation in the presentation(s) to Resolution No. CC 2024-009
the City Council. Further, the minutes of the City Council shall serve as the Committee minutes, except pursuant to separate direction of the Committee.
SECTION 15. Performance Standards
The City's investment portfolio shall be maintained to obtain a market average rate of return during various economic cycles. The rate of return will consider the City's constraints on investment risk and the City’s cash flow needs. The City's investment strategy is active. Given this strategy, the criteria applied by the City Treasurer to determine whether market yields are being achieved shall be the six-month United States Treasury Bill rate.
SECTION 16. Reporting
The City Treasurer shall prepare and present a monthly report to the City Manager and the City Council. This report shall be provided for all City and Successor Agency to the Community Redevelopment Agency pooled investments, as well as for Certificates of Participation, Revenue Bonds, Tax Allocation Bonds, Assessment Districts and Community Facilities District accounts that are managed by outside Fiscal Agents. The report shall contain the following information.
16.1 Cash receipts, disbursements and balances in total.
16.2 A summary of the portfolio at month end.
16.3 Information regarding interest earnings.
16.4 Reconciliation of cash disbursements.
16.5 A statement that provides the source of the market value presented.
16.6 A statement of compliance with investment policy, including a schedule of any transactions or holdings, which do not comply with this policy or with the California Government Code, including a justification for their presence in the portfolio and a timetable for resolution.
16.7 A statement of the City’s ability to meet its expenditure requirements for the next six months.
16.8 Each quarter a supplement to the monthly report shall be prepared which details the following information for all City and Successor Agency to the Community Redevelopment Agency pooled investments under the management of the City. A listing of cost and market value of the portfolio.
A listing of individual investment transactions during the month as required by Government Code section 53607.
Resolution No. CC 2024-009
A listing showing par value, cost and accurate and complete market value of each investment type of investment, issuer, interest rate, maturity date and the weighted average maturity.
SECTION 17. Investment Policy Review
In addition to the reports described in Section 16, the City Treasurer must submit annually to the City Council, and to the Investment Oversight Committee, a statement of investment policy. This statement must be reviewed by the Investment Oversight Committee and considered by the City Council at a public meeting. Any change in the City’s investment policy must also be considered by the City Council at a public meeting.
SECTION 18. Repeal
Resolution No. CC 2023-006, adopted on January 11, 2023, is hereby repealed in its entirety.
SECTION 19. The City Clerk shall certify to the adoption of this resolution.
PASSED, APPROVED and ADOPTED this 24th day of January 2024. _________________________________
Approved as to form: Austin Bishop, Mayor
ATTEST:
___________________________ _________________________________ William P. Curley Rochelle Scott, Acting City Clerk
City Attorney
I, Rochelle Scott, Acting City Clerk of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the City Council of the City of Palmdale at a regular meeting of said Council held on the 24th day of January 2024 by the following roll call vote:
AYES: ___________________________________________________________ NOES:___________________________________________________________ ABSTAIN:______________________ABSENT:___________________________ Date: ___________________________ _____________________________ Rochelle Scott, Acting City Clerk
GLOSSARY
AGENCIES: Federal agency securities.
ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR): The official annual report for the City of Palmdale. It includes combined statements and basic financial statements for each individual fund and account group prepared in conformity with GAAP. It also includes supporting schedules necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed Statistical Section.
ASKED: The price at which securities are offered.
BANKERS' ACCEPTANCE (BA): A draft or bill or exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill, as well as the issuer.
BASIS POINT: A basis point equals one one-hundredth of 1% (.01%).
BID: The price offered for securities:
BOOK ENTRY SECURITIES: All U.S. Treasury and Federal Agencies are maintained on computerized records at the Federal Reserve now known as "wireable" securities.
BROKER: A broker brings buyers and sellers together for a commission paid by the initiator of the transaction or by both sides; he does not position. In the money market, brokers are active in markets in which banks buy and sell money and in interdealer markets.
CALIFORNIA ASSET MANAGEMENT PROGRAM: Pooled money from various California public agencies that invests in obligations of the United States Government and its agencies, high-quality, short-term debt obligations of U.S. companies and financial institutions. The Pool is a permitted investment for all local agencies under California Government Code Section 53601(p).
CDARS: The Certificate of Deposit Account Registry Service is an investment vehicle established to allow investing participants to have full federal insurance on deposits up to $50 million and to earn one interest rate per deposit. A deposit is placed with a network member institution that uses CDARS to place the deposit into several certificates of deposits issued by network banks. The maximum placed into each certificate of deposit by the network member institution is $250,000 to ensure full federal insurance by the FDIC.
COLLATERAL: Securities, evidence of deposit or other property that a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.
CERTIFICATE OF DEPOSIT (CD): A time deposit with a specific maturity evidenced by a certificate. Large-denomination CDs are typically negotiable.
COMMERCIAL PAPER (CP): An unsecured promissory note with a fixed maturity no longer than 270 days. Public offerings are exempt from SEC registration. The largest issuers include General Motors Acceptance Corporation (GMAC), General Electric Capital Corporation (GECC) and other major corporations.
COUPON: (a) The annual rate of interest that a bond's issuer promises to pay the bondholder on the bond's face value. (b) A certificate attached to a bond evidencing interest due on a payment date.
DEALER: A dealer, as opposed to a broker, acts as a principal in all transactions, buying and selling for his own account.
DELIVERY VERSUS PAYMENT: There are two methods of delivery of securities:
delivery versus payment and delivery versus receipt (also called free). Delivery versus payment is delivery of securities with an exchange of money for the securities. Delivery versus receipt is delivery of securities with an exchange of a signed receipt for the securities.
DEBENTURE: A bond secured only by the general credit of the issuer.
DISCOUNT: The difference between the cost price of a security and its value at maturity when quoted at lower than face value. A security selling below original offering price shortly after sale also is considered to be at a discount.
DISCOUNT SECURITIES: Non-interest-bearing money market instruments that are issued at a discount and redeemed at maturity for full face value, e.g., U.S. Treasury bills.
DIVERSIFICATION: Dividing investment funds among a variety of securities offering independent returns.
FEDERAL AGENCY SECURITIES: Debt instruments issued by federal credit agencies; fully backed by the U.S. government guarantee but not by its full faith and credit.
FEDERAL CREDIT AGENCIES: Agencies of the Federal government set up to supply credit to various classes of institutions and individuals, e.g., S&L's, small business firms, students, farmers, farm cooperatives, and exporters.
FEDERAL FUNDS: Non-interest-bearing deposits held by member banks at the Federal Reserve. Also used to denote "immediately available" funds in the clearing sense. "Fed Funds" also used to refer to these funds.
FEDERAL FUNDS RATE: The rate of interest at which Federal funds are traded. The Federal Reserve through open-market operations currently pegs this rate.
FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per deposit.
FEDERAL HOME LOAN BANKS (FHLB): The institutions that regulate and lend to savings and loan associations. The Federal Home Loan Banks play a role analogous to that played by the Federal Reserve Banks vis-à-vis member commercial banks.
FEDERAL HOME LOAN MORTGAGE CORPORATION (FHLMC): A U.S. Corporation and instrumentality of the U.S. government. Through its purchases of conventional mortgages, it provides liquidity to the mortgage markets, much like FNMA. FHLMC's securities are highly liquid and widely accepted. FHLMC assumes and guarantees that all security holders will receive timely payment of principal and interest.
FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA): FNMA, like GNMA was chartered under the Federal National Mortgage Association Act in 1938. FNMA is a federal corporation working under the auspices of the Department of Housing & Urban Development, H.U.D. It is the largest single provider of residential mortgage funds in the United States. Fannie Mae, as the corporation is called, is a private stockholder-owned corporation. The corporation's purchases include a variety of adjustable mortgages and second loans in addition to fixed-rate mortgages. FNMA assumes and guarantees that all security holders will receive timely payment of principal and interest.
FEDERAL OPEN MARKET COMMITTEE (FOMC): Consists of seven members of the Federal Reserve Board and five of the twelve Federal Reserve Bank Presidents. The President of the New York Federal Reserve Bank is a permanent member while the other Presidents serve on a rotating basis. The Committee periodically meets to set Federal Reserve guidelines regarding purchases and sales of Government Securities in the open market as a means of influencing the volume of bank credit and money.
FEDERAL RESERVE SYSTEM: The central bank of the United States created by Congress and consisting of a seven-member Board of Governors in Washington, D.C., 12 Regional Banks and about 5,700 commercial banks that are members of the system.
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA or Ginnie Mae):
Securities guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loans associations and other institutions. Security holder is protected by full faith and credit of the U.S. Government. Ginnie Mae securities are backed by FHA, VA or FMHM mortgages. The term pass-throughs are often used to describe Ginnie Maes.
LIQUIDITY: A liquid asset is one that can be converted easily and rapidly into cash without a substantial loss of value. In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow and reasonable size can be done at those quotes.
LOCAL AGENCY INVESTMENT FUND (LAIF): The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment.
MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold.
MASTER REPURCHASE AGREEMENT: A written contract covering all future transactions between the parties to repurchase--reverse repurchase agreements that establishes each party's rights in the transactions. A master agreement will often specify, among other things, the right of the buyer-lender to liquidate the underlying securities in the event of default by the seller-borrower.
MATURITY: The date upon which the principal or stated value of an investment becomes due and payable.
MEDIUM TERM CORPORATE NOTE: A corporate debt instrument that is continuously offered to investors over a period of time by an agent of the issuer. Investors can select from maturity bands of: 9 months to 1 year, more than 1 year to 18 months, more than 18 months to 2 years, etc., up to 30 years.
MONEY MARKET: The market in which short-term debt instruments (bills, commercial paper, bankers' acceptances, etc.) are issued and traded.
OPEN MARKET OPERATIONS: Purchases and sales of government and certain other securities in the open market by the New York Federal Reserve Bank, as directed by the FOMC, in order to influence the volume of money and credit in the economy. Purchases inject reserves into the bank system and stimulate growth of money and credit; sales have the opposite effect. Open market operations are the Federal Reserve's most important and most flexible monetary policy tool.
PORTFOLIO: Collection of securities held by an investor.
PRIME RATE: The rate at which banks lend to their best or "prime" customers. Also known as the "reference rate."
PRUDENT PERSON RULE: An investment standard. In some states the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the state (the so-called legal list). In other states, the trustee may invest in a security if it is one which would be brought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital.
QUALIFIED PUBLIC DEPOSITORIES: A financial institution which does not claim exemption from the payment of any sales or compensating use or ad valorem taxes under the laws of this state, which was segregated for the benefit of the commission eligible collateral having a value of not less than its maximum liability and which has been approved by the Public Deposit Protection Commission to hold public deposits.
RATE OF RETURN: The yield obtainable on a security based on its purchase price or its current market price. This may be the amortized yield to maturity on a bond or the current income return.
REPURCHASE AGREEMENT (RP OR REPO): A holder of securities sells these securities to an investor with an agreement to repurchase them at a fixed price on a fixed date. The security "buyer" in effect lends the "seller" money for the period of the agreement, and the terms of the agreement are structured to compensate him for this.
Dealers use RP extensively to finance their positions. Exception: When the Federal Reserve Bank is said to be doing RP, it is lending money that is increasing bank reserves.
SAFEKEEPING: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the banks' vaults for protection.
SECONDARY MARKET: A market made for the purchase and sale of outstanding issues following the initial distribution.
SEC RULE 15C3-1: See uniform net capital rule.
SECURITIES & EXCHANGE COMMISSION: Agency created by Congress to protect investors in securities transactions by administering securities legislation.
SETTLEMENT DATE: The date on which a trade is cleared by delivery of securities against funds. This date may be the same as the trade date or later.
TRADE DATE: The date on which a transaction is initiated or entered into by the buyer and seller.
TREASURY BILL: A non-interest bearing (discount) security issued by the U.S. Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year.
TREASURY BONDS: Long-term U.S. Treasury securities having initial maturities of more than ten years.
TREASURY NOTES: Intermediate term coupon bearing U.S. Treasury securities having initial maturities of from one to ten years.
UNIFORM NET CAPITAL RULE: Securities and Exchange Commission requirement that member firms as well as nonmember broker-dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities. This is one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash.
WHEN-ISSUED TRADES: Typically, there is a delay between the time a new bond is announced and sold, and the time when it is actually issued. During this interval, the security trades "wi", "when, as, and if issued."
YIELD: The rate of annual income returns on an investment, expressed as a percentage. (a) INCOME YIELD is obtained by dividing the current dollar income by the current market price for the security. (b) NET YIELD or YIELD TO MATURITY is the current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond.
YIELD TO MATURITY: The rate of return yielded by a debt security held to maturity when both interest payments and the investor's capital gain or loss on the security are taken into account.
CITY COUNCIL
CITY OF PALMDALE, CALIFORNIA
RESOLUTION NO. CC 2024-010
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF PALMDALE
STATING THE INVESTMENT POLICY FOR CITY CONTRIBUTIONS TO
THE RETIREE HEALTH REIMBURSEMENT ARRANGEMENT (HRA)
PLAN AND THE RETIREE HEALTH PREMIUM SUPPLEMENT (HPS)
PLAN AND REPEALING RESOLUTION NO. CC 2023-007.
NOW THEREFORE, BE IT RESOLVED, THE CITY COUNCIL OF THE CITY OF
PALMDALE DOES HEREBY FIND, DETERMINE, RESOLVE AND ORDER AS FOLLOWS:
SECTION 1. Purpose
This Resolution states the City’s investment policy for contributions and earnings accumulated under the Retiree HRA Plan and the Retiree HPS Plan Trusts, which have been adopted by the City Council of the City of Palmdale to assist in meeting applicable funding requirements for the future payment of other post-employment benefit obligations (generally referred to as “OPEB Liability”). The Investment Policy Statement is intended to provide guidelines to the City Treasurer and the authorized Investment Advisor for the prudent investment of the City’s Retiree HRA and HPS Plan contributions and earnings.
This Investment Policy Statement shall be consistent with the governing law, including the Internal Revenue Code of 1986 as amended from time to time (the “Code”), applicable provisions of Governmental Accounting Standards Board Statement Nos. 43 and 45, California laws, including applicable provisions of the California Government Code and City ordinances. A Glossary of investment terms is provided at the end of the resolution for reference.
SECTION 2. Scope
This investment policy applies to the investment of all cash and various funds of the City as identified in the adopted budget document for the purpose of funding the City OPEB Liability.
2.1 Funding sources for this purpose will include the General Fund, Successor Agency to the Community Redevelopment Agency of the City of Palmdale Funds, and Special Revenue Funds through which participants are financed.
2.2 Participant GROUPS 1, 2, and 3 are defined in the Retiree HRS and Retiree HPS Plan documents.
2.3 Investment strategies for this purpose are as follows:
a) Participant-directed investment portfolio choices (age-based custom portfolio or self-directed alternative) – This investment strategy for Resolution No. CC 2024-010
contributions and earnings applies to the Retiree HRA Plan Trust and encompasses Group 2 Employees that elect the defined contribution option and Group 3 Employees. Employees in these Groups must have met the age and years of service requirements for vesting purposes. b) Plan Sponsor directed portfolio using a 5-year Treasury benchmark – This investment strategy for contributions and earnings applies to the Retiree HRA Plan Trust and encompasses Group 2 Employees that elect the defined contribution option and Group 3 Employees. Employees in these Groups subject to this investment strategy have not yet met the age and years of service requirements for vesting purposes.
c) Plan Sponsor directed long-term diversified portfolio – This investment strategy for contributions and earnings applies to the Retiree HPS Plan Trust and encompasses eligible Group 1 Retirees and eligible Group 2 Employees that elected the defined benefit option.
SECTION 3. Prudence
Investments shall be made with judgment and care, under circumstances then prevailing, which persons of prudence, discretion, and intelligence exercise in the management of their own affairs, not for speculation, but for investment, considering the probable safety of their capital as well as the probable income to be derived.
3.1 Governing bodies of local agencies, or persons authorized to make investment decisions on behalf of the agency, are trustees, and therefore fiduciaries subject to the prudent investor standard. The trustee is required to consider the general economic conditions and the anticipated needs of the agency when investing, reinvesting, purchasing, acquiring, exchanging, and selling or managing public funds.
3.2 The standard of prudence to be used by investment officials shall be the prudent person standard and shall be applied in the context of managing an overall portfolio. Investment officers acting in accordance with the investment policy and exercising due diligence shall be relieved of personal responsibility for an individual security’s credit risk or market price changes, provided deviations from expectations are reported in a timely manner and appropriate action is taken to control adverse developments.
SECTION 4. Objectives
The City’s cash management system is designed to accurately monitor and forecast expenditures and revenues, thus enabling the City to invest funds to the fullest extent possible. The City Treasurer and authorized Investment Advisor maintain a diversified portfolio to accomplish the primary objectives of safety, liquidity, and yield (in that order of priority).
4.1 Safety: The safety/risk associated with an investment refers to the potential loss of principal, accrued interest, or a combination of these. The City seeks to mitigate credit risk by continual monitoring of financial institutions with which it will do business and by careful scrutiny of the creditworthiness of the investment instruments as well as Resolution No. CC 2024-010
the institutions. Such resources as Moody’s Investor, Standard & Poor’s and Fitch rating services are utilized for this review. The City seeks to mitigate rate risk through diversification of instruments as well as maturities.
4.2 Liquidity: The portfolio will be structured with sufficient liquidity to allow the City/Agency to meet all anticipated cash requirements. This will be accomplished through matching maturities to expected cash needs and AAA/Aaa rated money market funds with immediate withdrawal provision.
4.3 Yield: A competitive market rate of return is the third objective of the investment program after the fundamental requirements of safety and liquidity have been met.
SECTION 5. Delegation of Authority
Notwithstanding Section 53601 or 53635, the governing body of a local agency may invest funds designated for the payment of retiree health benefits in any form or type of investment deemed prudent by the governing body pursuant to Section 53622.
5.1 City Council: By adoption of this policy, the City Council has authorized the City Treasurer and the authorized Investment Advisor to invest Retiree HRA and HPS Plan contributions and earnings in accordance with California Government Code Section 53622.
5.2 City Treasurer: The execution of investment transactions on a daily basis will be conducted by the authorized Investment Advisor under the direction of the City Treasurer. The City Treasurer has established a system of controls and a segregation of responsibilities of investment functions to ensure the maintenance of internal control over the investment function.
5.2 The City Treasurer retains the authority to amend the Investment Policy, Guidelines, and Procedures at any time in order to carry out the duties as chief investment officer for the City. Notice of any such required amendment will be given to the Investment Oversight Committee and the City Council.
SECTION 6. Ethics and Conflicts of Interest
Employees and authorized persons involved in the investment of City funds shall refrain from personal business activity that could conflict with the proper execution of the investment program or which could impair, or appear to impair, their ability to make impartial investment decisions. The City Treasurer shall comply with the reporting requirements of the Political Reform Act of 1974 regarding disclosure of material financial interests and shall file an annual Statement of Economic Interests.
SECTION 7. Authorized Financial Dealers and Institutions
7.1 The City shall transact business only with nationally or state-chartered banks and licensed investment securities dealers. The City Treasurer shall maintain a listing of financial institutions authorized to provide investment services to the City.
Resolution No. CC 2024-010
7.2 Selection of financial institutions and broker/dealers authorized to engage in transactions with the City shall be at the sole discretion of the City.
7.3 The City Treasurer, the authorized Investment Advisor, and the Investment Oversight Committee shall obtain information from qualified financial institutions to determine if the institution makes markets in securities appropriate for the City’s needs, can assign qualified sales representatives, and can provide written agreements to abide by the conditions set forth in the City of Palmdale Investment Policy. Investment accounts with all financial institutions shall be standard non-discretionary accounts and may not be margin accounts.
7.4 The signatures of two individuals shall be required for the opening and closing of any bank account and broker account (as defined in the Palmdale Municipal Code Section 3.14.020). The Accounting Officer, who is independent of the investment function, shall keep a record of all opened and closed accounts. On an annual basis, the Accounting Officer shall provide this list of accounts to the City independent auditor.
SECTION 8. Authorized and Suitable Investments for Retiree HRA and HPS Plan Contributions and Earnings
California Government Code Section 53622 defines eligible securities for the investment of retiree health benefits. Retiree HRA and HPS Plan contributions and earnings of the Trusts will be invested in compliance with this statute and as further limited by this Investment Policy.
8.1 U.S. Government: United States Treasury Bills, Notes, and Bonds are backed by the full faith and credit of the United States Government. There shall be no limitation as to the percentage of the portfolio invested in this category. The maturity on these investments shall not exceed five years without the prior approval of the Investment Oversight Committee.
8.2 U.S. Government: United States Federal Agency Securities are backed by the implied support of the United States Government. There shall be no limitation as to the percentage of the portfolio invested in this category. The maturity on these investments shall not exceed five years without the prior approval of the Investment Oversight Committee.
8.3 Bankers Acceptances: Bills of exchange or time drafts drawn on and accepted by commercial banks, which are eligible for purchase by the Federal Reserve System, are known as banker’s acceptances. Purchases of these instruments may not exceed 180 bankers days maturity. A maximum of 2 percent may be invested in the bankers acceptances of any one commercial bank.
8.4 Certificates of Deposit (CDs): Certificates of deposit or “time deposits” of up to $250,000 are federally insured. Beyond that amount, these CDs must be collateralized with the collateral held separately from the issuing institution. The value of the investment must have collateral of at least 110 percent if government securities, or collateral of at least 150 percent if mortgage-backed securities. Statute does not limit Resolution No. CC 2024-010
CDs, however, this Investment Policy shall limit such investments to a maximum of 30 percent of the portfolio and to a maximum of 15 percent deposited in any one institution.
In addition, time deposits shall be placed in institutions meeting all capital requirements and rated “AA” or higher by two of the three major rating agencies (Moody’s, Standard & Poor’s, and Fitch) for any deposits over $250,000.
8.5 Mutual Funds: Shares of beneficial interest (mutual funds) issued by diversified management companies investing in securities/obligations authorized by California Government Code Section 53622. A maximum of 20 percent of the portfolio may be so invested in any individual fund.
8.6 Ineligible Investments: Investments not described herein, including but not limited to common stocks and financial futures contracts and options, are prohibited in this fund. Additionally, the City Treasurer shall not invest in reverse floaters, range notes, or interest-only strips that are derived from a pool of mortgages, nor may the City Treasurer invest in any security that could result in zero interest accrued if held to maturity.
SECTION 9. Diversification
In an effort to reduce portfolio risk while attaining market average rates, type and institution will suitably diversify the Trust portfolio.
9.1 Security Type and Institution: With the exception of U.S. Treasury securities and U.S. Federal Agency Securities, no more than 50 percent of the total portfolio will be invested in a single security type and no more than 15 percent with a single financial institution. Investments are further limited by specific language relating to each investment type as stated in Section 8 of this Policy.
9.2 Maximum Maturities: To the extent possible, the City Treasurer and the authorized Investment Advisor will attempt to match investments with anticipated cash flow requirements. The Trusts’ portfolio will not be directly invested in securities that mature more than five years from the date of purchase.
9.3 Diversification Parameters:
Investment Strategy Cash Fixed income* Domestic Equities Foreign Equities Participant Directed – Self Directed Participant Driven Allocation Participant Directed – Age Based Allocation determined via actuarial age-based algorithm Plan Sponsor Directed – 5 Yr Treasury 0%-
100% 0%-100% 0%-20% 0%-10%
Plan Sponsor Directed – LT Portfolio 0%-50% 40%-60% 40%-60% 5%-20% *See Section 8 for specific fixed income category parameters Resolution No. CC 2024-010
Domestic Equity Asset Class
Parameters Allocation
Large Cap 20%-40%
Mid Cap 10%-30%
Small Cap 5%-20%
SECTION 10. Internal Control
The City Treasurer shall provide for an annual review by an external independent auditor. This review will provide internal control by assuring compliance with the City’s investment policies and procedures.
SECTION 11. Investment Oversight Committee
There is hereby created an Investment Oversight Committee consisting of the City Manager, City Treasurer, City Attorney, one annually rotating Council member, and the Mayor. Members of the Committee shall serve without additional compensation and shall meet at least quarterly to determine general strategies and to monitor results. The Committee shall include in its deliberations such topics as portfolio diversification, maturity structure, potential risks to City funds, authorized depositories, brokers and dealers, the target rate of return on investments, and such other topics as it may determine or as may be directed by the City Council Board. Any two members of the Committee may request a special meeting. Four members shall constitute a quorum. The Committee shall establish its own rules of procedure. Minutes will be prepared for all Investment Committee meetings. . The quarterly meetings may be held concurrently with a meeting of the City Council or may be held as a separate meeting. The information provided to the City Council shall be consistent with the information provided to the Investment Oversight Committee. The Committee shall be deemed to have deliberated on, and approved, the investment strategies, management and results by participation in the presentation(s) to the City Council. Further, the minutes of the City Council shall serve as the Committee minutes, except pursuant to separate direction of the Committee.
SECTION 12. Performance Standards
12.1 Mutual Funds & Separate Accounts: In populating its recommended Managed Portfolio(s), the Investment Consultant can make recommendations from publicly traded mutual funds, separate accounts, and bank collective trust funds subject to the following limitations:
d) Active and Passive (Index) Investment Management will be used together. e) Minimum Investment Option Age will be 3 Years and Minimum Management Tenure (Asset Class Experience) will be 3 Years.
f) Minimum assets under management must be equal to or greater than $100 Million.
Resolution No. CC 2024-010
g) Published Expense Ratios must be equal to or less than 125% of peer group.
12.2 Managed Portfolio Performance Metrics: The Managed Portfolio(s) point specific return benchmark will be the S&P 500 Index and the Barclays Aggregate U.S.
Bond Index combined to create a portfolio of equivalent allocation to the Managed Portfolio being measured.
12.3 Fixed Income & Structured Product Performance Metrics: To the extent that they are used in this plan’s portfolio, individual fixed-income securities and/or structured products shall be monitored against mutual fund data related to intermediate bond peer group performance.
12.4 Mutual Fund & Separate Account Performance Metrics:
a) Investment out performance, over rolling periods of time, compared to peer group: One Year, Three Years, and Five Years – 50% of the time. b) Point specific investment performance relative to peer group: Percentile Rank for One Year, Three Years, and Five Years – 50% or greater. c) Point specific investment performance relative to specific asset class index over a five-year period.
d) Style Consistency will be reported as “Pass” or “Fail.” The allowable period of deviation will be two quarters.
e) Sharpe Ratio and Alpha will be equal to or greater than that of peer group.
Standard Deviation will not be applicable.
SECTION 13. Watchlist Review
13.1 While all of the Performance Metrics For Quarterly Investment Review are relevant to the subject of a Watchlist, none of them alone or in combination with others absolutely requires putting an Investment Option on Watchlist. With that caveat, the general chronology of this Investment Policy Statement’s Watchlist shall be:
Quarter Quarter Following
Formally putting an Investment Option
on Watchlist 1st
Review Watchlist Status 2nd 3rd 4th
Review Investment Option Alternatives 2nd 3rd 4th Select Investment Option Replacement 2nd 3rd 4th
13.2 An Investment Option can be removed from Watchlist status for one of three reasons:
a) The Performance Metrics For Quarterly Investment Review of an Investment Option change so that it meets the Performance Metrics; Resolution No. CC 2024-010
b) The Investment Committee understands why the Investment Option is not meeting a stated Performance Metric and is comfortable that the Investment Option is still meeting the objectives for which it was chosen; or c) The Investment Committee replaces the Investment Option.
SECTION 14. Reporting
The authorized Investment Advisor shall prepare on a quarterly basis reports that highlight the current portfolio allocation, time-weighted performance and any transactions that occurred during the quarter. The advisor will also prepare a quarterly fiduciary review packet that analyzes the plan’s current investments to its investment policy statement.
The plan’s trust provider will also provide monthly trust reports that outline the plan’s asset allocation and any transactions that occurred during the month.
SECTION 15. Investment Policy Review
The City Treasurer must submit annually to the City Council, and to the Investment Oversight Committee, a statement of investment policy. This statement must be reviewed by the Investment Oversight Committee and considered by the City Council at a public meeting. Any change in the City’s investment policy must also be considered by the City Council at a public meeting.
SECTION 16. Repeal
Resolution No. CC 2023-007, adopted on January 11, 2023, is hereby repealed in its entirety.
SECTION 17. The City Clerk shall certify to the adoption of this resolution.
Resolution No. CC 2024-010
PASSED, APPROVED and ADOPTED this 24th day of January 2024. _________________________________
Approved as to form: Austin Bishop, Mayor
ATTEST:
___________________________ _________________________________ William P. Curley III Rochelle Scott, Acting City Clerk City Attorney
I, Rochelle Scott, Acting City Clerk of Palmdale, California, do hereby certify that the foregoing resolution was duly passed, approved, and adopted by the City Council of the City of Palmdale at a regular meeting of said Council held on the 24 th day of January 2024 by the following roll call vote:
AYES:__________________________________________________________ NOES:__________________________________________________________ ABSTAIN:____________________ABSENT: ___________________________ Date: ___________________________ ___________________________ Rochelle Scott, Acting City Clerk
GLOSSARY
AGENCIES: Federal agency securities.
ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR): The official annual report for the City of Palmdale. It includes combined statements and basic financial statements for each individual fund and account group prepared in conformity with GAAP. It also includes supporting schedules necessary to demonstrate compliance with finance-related legal and contractual provisions, extensive introductory material, and a detailed Statistical Section.
ASKED: The price at which securities are offered.
BANKERS' ACCEPTANCE (BA): A draft or bill or exchange accepted by a bank or trust company. The accepting institution guarantees payment of the bill, as well as the issuer.
BASIS POINT: A basis point equals one one-hundredth of 1% (.01%).
BID: The price offered for securities:
BOOK ENTRY SECURITIES: All U.S. Treasury and Federal Agencies are maintained on computerized records at the Federal Reserve now known as "wireable" securities.
BROKER: A broker brings buyers and sellers together for a commission paid by the initiator of the transaction or by both sides; he does not position. In the money market, brokers are active in markets in which banks buy and sell money and in interdealer markets.
COLLATERAL: Securities, evidence of deposit or other property that a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.
CERTIFICATE OF DEPOSIT (CD): A time deposit with a specific maturity evidenced by a certificate. Large-denomination CD's are typically negotiable.
COMMERCIAL PAPER (CP): An unsecured promissory note with a fixed maturity no longer than 270 days. Public offerings are exempt from SEC registration. The largest issuers include General Motors Acceptance Corporation (GMAC), General Electric Capital Corporation (GECC) and other major corporations.
COUPON: (a) The annual rate of interest that a bond's issuer promises to pay the bondholder on the bond's face value. (b) A certificate attached to a bond evidencing interest due on a payment date.
DEALER: A dealer, as opposed to a broker, acts as a principal in all transactions, buying and selling for his own account.
DELIVERY VERSUS PAYMENT: There are two methods of delivery of securities:
delivery versus payment and delivery versus receipt (also called free). Delivery versus payment is delivery of securities with an exchange of money for the securities. Delivery versus receipt is delivery of securities with an exchange of a signed receipt for the securities.
DEBENTURE: A bond secured only by the general credit of the issuer.
DISCOUNT: The difference between the cost price of a security and its value at maturity when quoted at lower than face value. A security selling below original offering price shortly after sale also is considered to be at a discount.
DISCOUNT SECURITIES: Non-interest bearing money market instruments that are issued at a discount and redeemed at maturity for full face value, e.g., U.S. Treasury bills.
DIVERSIFICATION: Dividing investment funds among a variety of securities offering independent returns.
FEDERAL CREDIT AGENCIES: Agencies of the Federal government set up to supply credit to various classes of institutions and individuals, e.g., S&L's, small business firms, students, farmers, farm cooperatives, and exporters.
FEDERAL FUNDS: Non-interest bearing deposits held by member banks at the Federal Reserve. Also used to denote "immediately available" funds in the clearing sense. "Fed Funds" also used to refer to these funds.
FEDERAL FUNDS RATE: The rate of interest at which Federal funds are traded. The Federal Reserve through open-market operations currently pegs this rate.
FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per deposit.
FEDERAL HOME LOAN BANKS (FHLB): The institutions that regulate and lend to savings and loan associations. The Federal Home Loan Banks play a role analogous to that played by the Federal Reserve Banks vis-à-vis member commercial banks.
FEDERAL HOME LOAN MORTGAGE CORPORATION (FHLMC): A U.S. Corporation and instrumentality of the U.S. government. Through its purchases of conventional mortgages, it provides liquidity to the mortgage markets, much like FNMA. FHLMC's securities are highly liquid and widely accepted. FHLMC assumes and guarantees that all security holders will receive timely payment of principal and interest.
FEDERAL NATIONAL MORTGAGE ASSOCIATION (FNMA): FNMA, like GNMA was chartered under the Federal National Mortgage Association Act in 1938. FNMA is a federal corporation working under the auspices of the Department of Housing & Urban Development, H.U.D. It is the largest single provider of residential mortgage funds in the United States. Fannie Mae, as the corporation is called, is a private stockholder-owned corporation. The corporation's purchases include a variety of adjustable mortgages and second loans in addition to fixed-rate mortgages. FNMA assumes and guarantees that all security holders will receive timely payment of principal and interest.
FEDERAL OPEN MARKET COMMITTEE (FOMC): Consists of seven members of the Federal Reserve Board and five of the twelve Federal Reserve Bank Presidents. The President of the New York Federal Reserve Bank is a permanent member while the other Presidents serve on a rotating basis. The Committee periodically meets to set Federal Reserve guidelines regarding purchases and sales of Government Securities in the open market as a means of influencing the volume of bank credit and money.
FEDERAL RESERVE SYSTEM: The central bank of the United States created by Congress and consisting of a seven-member Board of Governors in Washington, D.C., 12 Regional Banks and about 5,700 commercial banks that are members of the system.
GOVERNMENT NATIONAL MORTGAGE ASSOCIATION (GNMA or Ginnie Mae):
Securities guaranteed by GNMA and issued by mortgage bankers, commercial banks, savings and loans associations and other institutions. Security holder is protected by full faith and credit of the U.S. Government. GNMA securities are backed by FHA, VA or FMHM mortgages. The term pass-throughs are often used to describe Ginnie Mae’s.
LIQUIDITY: A liquid asset is one that can be converted easily and rapidly into cash without a substantial loss of value. In the money market, a security is said to be liquid if the spread between bid and asked prices is narrow and reasonable size can be done at those quotes.
LOCAL AGENCY INVESTMENT FUND (LAIF): The aggregate of all funds from political subdivisions that are placed in the custody of the State Treasurer for investment and reinvestment.
MARKET VALUE: The price at which a security is trading and could presumably be purchased or sold.
MASTER REPURCHASE AGREEMENT: A written contract covering all future transactions between the parties to repurchase--reverse repurchase agreements that establish each party's rights in the transactions. A master agreement will often specify, among other things, the right of the buyer-lender to liquidate the underlying securities in the event of default by the seller-borrower.
MATURITY: The date upon which the principal or stated value of an investment becomes due and payable.
MONEY MARKET: The market in which short-term debt instruments (bills, commercial paper, bankers' acceptances, etc.) are issued and traded.
OPEN MARKET OPERATIONS: Purchases and sales of government and certain other securities in the open market by the New York Federal Reserve Bank, as directed by the FOMC, in order to influence the volume of money and credit in the economy. Purchases inject reserves into the bank system and stimulate growth of money and credit; sales have the opposite effect. Open market operations are the Federal Reserve's most important and most flexible monetary policy tool.
PORTFOLIO: Collection of securities held by an investor.
PRIME RATE: The rate at which banks lend to their best or "prime" customers. Also known as the "reference rate."
PRUDENT PERSON RULE: An investment standard. In some states the law requires that a fiduciary, such as a trustee, may invest money only in a list of securities selected by the state (the so-called legal list). In other states, the trustee may invest in a security if it is one which would be brought by a prudent person of discretion and intelligence who is seeking a reasonable income and preservation of capital.
QUALIFIED PUBLIC DEPOSITORIES: A financial institution which does not claim exemption from the payment of any sales or compensating use or ad valorem taxes under the laws of this state, which was segregated for the benefit of the commission eligible collateral having a value of not less than its maximum liability and which has been approved by the Public Deposit Protection Commission to hold public deposits.
RATE OF RETURN: The yield obtainable on a security based on its purchase price or its current market price. This may be the amortized yield to maturity on a bond or the current income return.
REPURCHASE AGREEMENT (RP OR REPO): A holder of securities sells these securities to an investor with an agreement to repurchase them at a fixed price on a fixed date. The security "buyer" in effect lends the "seller" money for the period of the agreement, and the terms of the agreement are structured to compensate him for this.
Dealers use RP extensively to finance their positions. Exception: When the Federal Reserve Bank is said to be doing RP, it is lending money that is increasing bank reserves.
SAFEKEEPING: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the banks' vaults for protection.
SECONDARY MARKET: A market made for the purchase and sale of outstanding issues following the initial distribution.
SEC RULE 15C3-1: See uniform net capital rule.
SECURITIES & EXCHANGE COMMISSION: Agency created by Congress to protect investors in securities transactions by administering securities legislation.
SETTLEMENT DATE: The date on which a trade is cleared by delivery of securities against funds. This date may be the same as the trade date or later.
TRADE DATE: The date on which a transaction is initiated or entered into by the buyer and seller.
TREASURY BILL: A non-interest bearing (discount) security issued by the U.S. Treasury to finance the national debt. Most bills are issued to mature in three months, six months, or one year.
TREASURY BONDS: Long-term U.S. Treasury securities having initial maturities of more than ten years.
TREASURY NOTES: Intermediate term coupon bearing U.S. Treasury securities having initial maturities of from one to ten years.
UNIFORM NET CAPITAL RULE: Securities and Exchange Commission requirement that member firms as well as nonmember broker-dealers in securities maintain a maximum ratio of indebtedness to liquid capital of 15 to 1; also called net capital rule and net capital ratio. Indebtedness covers all money owed to a firm, including margin loans and commitments to purchase securities. This is one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash.
WHEN-ISSUED TRADES: Typically, there is a delay between the time a new bond is announced and sold, and the time when it is actually issued. During this interval, the security trades "wi", "when, as, and if issued."
YIELD: The rate of annual income return on an investment, expressed as a percentage. (a) INCOME YIELD is obtained by dividing the current dollar income by the current market price for the security. (b) NET YIELD or YIELD TO MATURITY is the current income yield minus any premium above par or plus any discount from par in purchase price, with the adjustment spread over the period from the date of purchase to the date of maturity of the bond.
YIELD TO MATURITY: The rate of return yielded by a debt security held to maturity when both interest payments and the investor's capital gain or loss on the security are taken into account.
City Council Staff Report
DATE: JANUARY 24, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: ECONOMIC AND COMMUNITY DEVELOPMENT
DISTRICT: ALL
SUBJECT: APPROVE MEMORANDUM OF UNDERSTANDING BY AND
BETWEEN THE CITY OF PALMDALE, COUNTY OF LOS ANGELES
AND LOS ANGELES COUNTY METROPOLITAN
TRANSPORTATION AUTHORITY FOR THE COOPERATION,
COLLABORATION, AND NEGOTIATION OF JOINT
RESPONSIBILITIES TO ESTABLISH THE CENTER FOR
TRANSPORTATION TECHNOLOGY EXCELLENCE
RECOMMENDATION
Staff recommends that the City Council:
1. Approve Agreement No. A-8676, a Memorandum of Understanding (MOU) by and between the City of Palmdale (City), County of Los Angeles (County) and Los Angeles County Metropolitan Transportation Authority (Metro); and
2. Authorize the City Manager or their designee to execute the Agreement, including minimal and/or non-substantiative changes.
BACKGROUND
Following the passage of Measures R and M, Metro’s capital and fleet program has expanded extensively. Despite efforts to double the mileage of rail infrastructure and significantly reformulate buses to support the agency and region’s zero emission goals, Metro’s delivery of transit vehicles and infrastructure are impacted by limited access to vehicle and system level testing opportunities, a skilled and trained workforce, qualified vendors, and suitable research and development facilities.
A facility specifically designed to address these needs is not only of specific interest to Metro, but to many other transit agencies, particularly in the western United States, where nearly 13,000 rail cars and 16,000 buses are expected to be procured over the next 20 years. In addition, such a facility could include space for manufacturing, which would support the local and nation goal of reestablishing domestic transit vehicle manufacturing and create a significant number of jobs and economic development throughout the surrounding area.
Report to Mayor and City Council
Re: Agreement No. A-8676
January 24, 2024
Over the past few years, Metro, in collaboration with the County has sought to identify a suitable location for this type of facility, which is referred to as the Center for Transportation Technology Excellence (Center). Following extensive stakeholder input regarding the priority components of such a facility, a review of best practices, and a vetting of potential sites, property owned by the Los Angeles World Airports (LAWA) in Palmdale and unincorporated County, has been identified as a viable site.
DISCUSSION
An MOU has been developed that outlines the shared objectives between the City, County, and Metro, to collaboratively lead this effort. The MOU provides a framework for establishing a suitable governance model, as well as advancing a land use strategy and financial plan. Since the project site is primarily located within the city limits, the City will be directly involved in developing a strategy to address entitlement issues, including but not limited to, land use/planning and environmental regulations, with local, state and federal authorities. In addition, the City will coordinate and collaborate with local and regional stakeholders to advance the project.
The Center is envisioned to be developed in two components, including an approximately seven-mile track loop and approximately 500,000 square feet of testing, research and training facilities, as well as approximately 1,500,000 square feet of manufacturing facilities. The proposed project is anticipated to create more than 114,000 jobs and $11.5 billion in economic impact to the region.
FISCAL IMPACT
$0; there is no fiscal impact associated with this action.
STRATEGIC PLAN
Goal III: Invest in infrastructure to improve community livability.
A. Seek innovative, cost effective, customer focused methods of service delivery.
Prepared by: Luis Garibay, Director of Economic and
Community Development
Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney
ATTACHMENT
1. Agreement No. A-8676
Agreement A-8676
MEMORANDUM OF UNDERSTANDING
BETWEEN THE LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION
AUTHORITY, THE COUNTY OF LOS ANGELES, AND THE CITY OF PALMDALE
FOR COOPERATION, COLLABORATION, AND NEGOTIATION OF JOINT
RESPONSIBILITIES
TO ESTABLISH THE CENTER FOR TRANSPORTATION TECHNOLOGY
EXCELLENCE
_________________________________
PREAMBLE
This Memorandum of Understanding (“MOU”) is made effective as of ________________, 2024 (“Effective Date”), by and between the Los Angeles County Metropolitan Transportation Authority (“Metro” or “LACMTA”), the County of Los Angeles (“LA County”), and the City of Palmdale (“Palmdale”), (individually a “Party” and collectively the “Parties”). The Parties desire to enter into this MOU to set forth the terms and conditions upon which the Parties will collaborate towards establishment of an entity with an envisioned mandate to establish a transportation-related testing, research, and manufacturing facility known as the Center for Transportation Technology Excellence (“Center” or “CTTE”).
RECITALS
A. WHEREAS, transportation is a critical factor that influences healthy, vibrant communities and powers successful economies;
B. WHEREAS, Metro is poised to dramatically transform the transportation infrastructure of the region by expanding the rail network from eight lines to fifteen lines over the next 40 years; C. WHEREAS, despite high demand for sustainable transit infrastructure, specifically in zero emissions vehicles, and significant state and federal transit funding, there are shared challenges across the nation and locally, that inhibit optimal progress, including limited access to vehicle and system level manufacturing and testing, a trained, skilled workforce, vendors, and adequate research and development facilities;
D. WHEREAS, over 13,000 railcars and over 16,000 buses are expected to be procured over the next 20 years across the western United States;
E. WHEREAS, creating a facility where rolling stock and buses could be fully manufactured within the Los Angeles County region would ensure that residents benefit from the high-quality jobs;
F. WHEREAS, in October 2018, the LA County Board of Supervisors unanimously approved a motion directing the LA County Chief Executive Office (“CEO”) to work in partnership with Agreement A-8676
Metro’s Chief Executive Officer to help identify a package of incentives to assist in creating a rolling stock manufacturing facility within Los Angeles County, and to prepare a workforce investment plan for a new rolling stock manufacturing facility emphasizing local job training, hiring, internship and apprenticeship opportunities;
G. WHEREAS, on December 2018, the LA County Board of Supervisors directed the County’s CEO to support proposals that would assist LA County and Metro in joint efforts to site a rail manufacturing and testing facility within LA County’s geographic boundaries; H. WHEREAS, Metro has engaged industry, academic, and workforce leaders, regarding the opportunity to co-locate and collaborate on the design and operation of transit-focused research, training and testing facilities;
I. WHEREAS, following extensive stakeholder input regarding the priority components of such a facility, a review of best practices, and a vetting of potential sites, Metro has determined that property owned by Los Angeles World Airports (“LAWA”), located within the boundaries of the City of Palmdale and unincorporated LA County, is a viable site for the proposed Center; J. WHEREAS, Metro staff have developed a preliminary site plan, assessed project benefits and completed initial due diligence on the site, including a preliminary land use analysis and environmental and infrastructure assessment;
K. WHEREAS, the proposed Center is located within a community defined by Metro as an “Equity Focus Community” and its development and operation is anticipated to not only further efforts to expedite the delivery of transit technology and solutions that would benefit low-income and disadvantaged riders, but also create workforce and economic opportunities in an area of Los Angeles County that would benefit from additional investment and opportunities; L. WHEREAS, in April 2023, the Metro Board of Directors directed their Chief Executive Officer to engage LA County, Palmdale, the City of Los Angeles and LAWA, with the intent to execute a Master Cooperative Agreement to memorialize a shared interest and commitment to explore the feasibility of locating the proposed Center on such property, inclusive of an assessment of any federal regulatory considerations, and advance site control, entitlement, environmental clearance, governance, and financing strategies for the Center, and this MOU is envisioned to provide the potential framework for a future Master Cooperative Agreement; M. WHEREAS, Metro formed the Transit Tech Center Consortium (“Consortium”), which includes LA County and the City of Palmdale, and submitted an application in August 2023 for a Strategy Development Grant and designation as a Technology Hub with the US Economic Development Administration's Regional Technology and Innovation Hubs Program; N. WHEREAS, Metro, LA County, and Palmdale wish to memorialize their shared interest in development of the Center and to govern the relationship between them regarding pre- development activities associated with constructing the Center; and Agreement A-8676
O. WHEREAS, the Parties, through this MOU, wish to confirm their intent to negotiate a governance structure which exercises the Parties’ mutual powers and commitment to collaborate on the design, build, financial strategy, delivery, operations and maintenance of the Center.
NOW, THEREFORE, in consideration of the above Preamble and Recitals, which are incorporated by reference herein, and of the mutual promises and agreements contained hereinafter, the sufficiency of which is hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. PARTIES
(a) No Transfer or Assignment Without Consent
No Party shall convey, transfer, or assign any of its interests or obligations under this MOU, without the prior written consent of all other Parties. All provisions of this MOU shall be binding upon and inure to the benefit of any duly authorized successor, transferee or assignee to this MOU. (b) Additional Parties
Additional Parties may join into this MOU. The addition of a Party or Parties to this MOU will become effective only upon the unanimous consent of the current Parties and execution of a written amendment to the MOU.
(c) No Third-Party Beneficiaries
Only the expressly designated Parties, or their duly authorized successors-in-interest, transferees, or assignees, are beneficiaries of this MOU. There are no third-party beneficiaries and this MOU is not intended and shall not be construed to benefit or be enforceable by any other entity or person whatsoever.
(d) Independent Relationship of Parties
This MOU shall not be construed to have established a joint powers authority, special district, community development corporation, non-profit corporation, or similar arrangement by the Parties. No Party shall undertake or assume any obligation or duty of another Party with respect to this MOU, unless specified in this MOU. No Party shall have authority to act as an agent of the other or to bind the other to any obligation or duty.
2. TERM / EARLY TERMINATION
The term of this MOU shall commence on the Effective Date, as set forth hereinabove, and shall remain in full force and effect through culmination of pre-development activities, as that term is referenced in Section 3 (“Termination Date”).
Any Party may terminate this MOU, mutually or unilaterally, with or without cause, at any time Agreement A-8676
prior to the Termination Date. In the event of a unilateral termination by a Party, the termination will become effective thirty (30) days after submission/transmission of written notice to the other Parties. Said notices shall otherwise comply with the procedural requirements for notices set forth hereunder.
3. GOALS OF THE PARTIES UNDER THIS MOU
The purpose of this MOU is to govern the relationship between Metro, LA County, and Palmdale regarding pre-development activities for the Center, including the following:
(a) Developing a “Governance Strategy” and/or governance structure for the entity developing the Center.
(b) Developing protocols associated with internal engagement among the Parties. (c) Determining members’ commitments regarding information/data sharing, etc. (d) Determining specifics of appointment of a Regional Innovation Officer to oversee the effort. (e) Developing protocols associated with the Parties’ engagement with stakeholders and community members, a broad communications strategy, and coordination on any communication with the media.
(f) Developing a financial plan to advance the project, including identification of potential financial incentives and programs and collaboration on future grant opportunities, with the potential involvement of the LA County Treasurer and Tax Collector, the LA County Department of Economic Opportunity, the LA County Development Authority, and other departments and agencies as deemed appropriate.
(g) Coordinate collaboration with the Antelope Valley Economic Development & Growth Enterprise and other Transit Tech Center Consortium members to advance the project. (h) Identifying a specific site for the Center and develop a site plan. (i) Developing a project description.
(j) Developing a strategy to address entitlement issues, including but not limited to, land use/planning and environmental regulations, with local, state and federal authorities, as may be applicable.
(k) Developing roles and responsibilities of the Parties in regard to executing an Exclusive Negotiation Agreement with LAWA.
(l) Determining recommendations to each of the members’ governing bodies regarding respective funding and staffing contributions to support pre-development activities.
Agreement A-8676
4. MUTUAL COMMITMENTS OF ALL PARTIES UNDER THIS MOU
(a) Negotiation of Governance Structure
The Parties shall cooperatively work together to negotiate and execute a governance structure and enabling agreement (Agreement), to support the delivery of the Center. The Agreement shall address all items necessary and appropriate for establishment, including but not limited to the terms set forth in Attachment 1.
(b) Termination of Negotiations
The Parties enter into this MOU to memorialize their mutual commitment to exercise good faith efforts to successfully negotiate an agreement and deliver the Center to benefit the public.
Notwithstanding, until such time as an Agreement is approved by their respective governing bodies, any Party may terminate negotiations under this MOU at any time for any reason upon reasonable written notice to the other Parties. Prior to terminating negotiations, the terminating Party shall notify the other Parties of its intention to terminate, and the Parties shall meet and confer to discuss their respective concerns. The suspension or termination of negotiations shall not give rise to liability to the other Parties.
(c) Confidentiality and Common Interest
The Parties acknowledge and agree that consideration, drafting, and negotiation of an Agreement is a mutual undertaking that requires the cooperation of the Parties’ respective legal counsel and representatives. The Parties, and their respective advisors and consultants, shall work together in confidence, and shall take all reasonable steps to protect the confidentiality of their advice and counsel, to the extent permissible by law regarding information disclosure such as the California Public Records Act, law regarding attorney work product and attorney-client communications, and law regarding the “Common Interest Doctrine.” To the extent consistent with relevant law, the Parties shall maintain security and control over all documents and emails containing proposals, correspondence, documents, information and data that is generated by any Party in connection with the Parties’ activities under this MOU (“Confidential Information”), and shall ensure that all of its advisors and consultants at any level maintain the confidentiality, security and control over any Confidential Information. The Parties shall inform all their officers, agents, subcontractors and others providing services hereunder of the confidentiality requirements under this MOU. If a Party gains access to personally identifiable information (“PII”), as broadly defined by Federal and State laws, in the records of another Party, said Party shall maintain the confidentiality of such records and information in accordance with all applicable Federal, State, and local laws and regulations. Unless mutually agreed in writing by all Parties or unless required by a Court of competent jurisdiction, no Party shall divulge any Confidential Information or PII to the media, any member of the public, or any other party.
The Parties acknowledge that any commitments or obligations regarding confidentiality of information under this MOU shall not supersede any legal responsibilities under the California Public Records Act or other generally applicable laws and regulations. Acting in good faith, each Party will comply with the California Public Records Act, as it determines legally appropriate in Agreement A-8676
its sole discretion. To the extent a Party may object to another Party’s release of information pursuant to the California Public Records Act, the objecting Party may commence litigation to enjoin said disclosure by the other Party.
Notwithstanding any contrary provision in this MOU, this section is a binding agreement among the Parties and this section’s terms shall survive termination or expiration of the MOU.
5. INDIVIDUAL COMMITMENTS OF EACH PARTY UNDER THIS MOU (a) Individual Commitments Specific to Metro
(i) Metro may hire/appoint a Regional Innovation Officer, in coordination with LA County and Palmdale.
(ii) Designation of key staff; commitment to meet regularly. (iii) Utilization of program management consultants to assist in the coordination and administration of activities associated with the goals of the MOU. (iv) Utilization of environmental services bench to select a consultant that can lead the CEQA/NEPA/Entitlements Process.
(b) Individual Commitments Specific to LA County
(i) Designation of key staff; commitment to meet regularly. (ii) Support the advancement of environmental clearances, entitlement and pre-development activities.
(iii) Leveraging the resources of the Department of Economic Opportunity to lead workforce development and other related efforts.
(c) Individual Commitments Specific to Palmdale
(i) Designation of key staff; commitment to meet regularly. (ii) Support the advancement of environmental clearances, entitlement and pre-development activities.
6. INDEMNIFICATION
Each Party shall indemnify the other Parties, to the extent that and in proportion to, a Party’s negligence or willful misconduct causes loss or damage, or liability for third-party loss or damage, to another Party. Such mutual and proportionate indemnification by each Party shall extend to the other Parties’ governing boards, executives, administrators, managers, attorneys or any other direct or indirect employees or agents (collectively, “Indemnitees”) for the liability, loss, damage and Agreement A-8676
expense (including reasonable attorneys’ fees) sustained by a Party arising out of negligence or willful misconduct by another Party in relation to this Agreement.
7. NOTICES
The following individuals and their successors are designated by each Party as its authorized representative(s) for implementation of this MOU. All correspondence and notices relative hereto shall be considered delivered when received by the duly designated individual(s) at the following addresses:
Metro:
Chief Executive Office
Los Angeles County Metropolitan Transportation Authority One Gateway Plaza
Los Angeles, CA 90012, 14th Floor
Attention: Stephanie Wiggins, Nicoe Englund and Sharon Gookin Email: [email protected], [email protected]
LA County:
Chief Executive Office
Attention: Assistant CEO, Asset Management
Email: [email protected]
Palmdale:
Attention: Ronda Perez, Luis Garibay
38300 Sierra Highway, Suite A
Palmdale, CA 93550
Email: [email protected], [email protected]
8. TIME OF ESSENCE
Time is of the essence for each provision of this MOU of which time is an element.
9. GOVERNING LAW AND VENUE
The validity, interpretation and performance of this MOU shall be determined in accordance with the laws of the State of California. Venue for any action commenced to enforce any right under the MOU shall be filed in the Superior Court of the County of Los Angeles.
10. INTERPRETATION
This MOU shall be construed according to its fair meaning and as if prepared by both Parties.
Titles and captions are for convenience only and shall not constitute a portion of this MOU. As used in this MOU, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates. As used in this MOU, the word “includes or “including” means including without limitation, the word “or” is Agreement A-8676
not exclusive and the words “herein,” “hereof,” “hereto” and “hereunder” refer to this MOU as a whole. Unless the context otherwise requires, references herein: (a) to articles, paragraphs, sections and exhibits mean the articles, paragraphs, sections and exhibits that are part of this MOU as amended, supplemented or modified from time to time to the extent permitted by the provisions thereof and by this MOU, (b) to an agreement, instrument or other document means such agreement, instrument or other document as amended, supplemented or modified from time to time to the extent permitted by the provisions thereof and by this MOU, and (c) to a statute means such statute as amended, supplemented or replaced from time to time. The exhibits, schedules, addenda, and attachments that are attached to this MOU are made a part of this MOU.
11. CONSTRUCTION OF TERMS
This MOU has been jointly prepared by all of the Parties. Therefore, this MOU shall not be construed against any one Party on the basis of such Party drafting this MOU or any specific provision(s) herein.
12. ENTIRE AGREEMENT
This MOU supersedes all prior agreements either oral or written, between the parties with respect to the subject of this MOU. Each Party to this MOU acknowledges that no representations, inducements, promises, or agreements, or otherwise, have been made by any Party which is not embodied herein.
13. AMENDMENTS AND MODIFICATIONS
Any amendment, modifications, or extensions to this MOU shall be in writing and will be deemed effective only upon full execution by all of the Parties.
14. SEVERABILITY
If any specific provision(s) of this MOU is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way.
15. WAIVER
No waiver of any provision of this MOU shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. No waiver of any right or remedy with respect to any occurrence or event shall be deemed a waiver of any right or remedy with respect to any other occurrence or event.
16. EXECUTION / COUNTERPARTS
This MOU may be executed in any number of counterparts, each of which when so executed shall be deemed to be original, but altogether shall constitute but one and the same agreement, and it is also understood and agreed that separate counterparts of this MOU may be separately executed by Agreement A-8676
the Parties, all with the same full force and effect as though the same counterpart has been executed simultaneously by all of the Parties.
[SIGNATURES FOLLOW ON NEXT PAGE]
Agreement A-8676
By their signatures below, the Parties have entered into and agreed to and accepted the terms and conditions of this Memorandum of Understanding.
LOS ANGELES COUNTY
METROPOLITAN TRANSPORTATION
AUTHORITY (“LACMTA” / “METRO”)
BY
NAME: _____________________________
POSITION: __________________________
Date:
COUNTY OF LOS ANGELES
BY
NAME: _____________________________
POSITION: __________________________
Date:
CITY OF PALMDALE
BY
NAME: _____________________________
POSITION: __________________________
Date:
Agreement A-8676
ATTACHMENT 1
OPERATIONAL DOCUMENTS TO BE DEVELOPED
1 Administrative Code
2 Bylaws
3 Conflict of Interest Code
4 Insurance coverage plan
5 Initial budget for the entity, showing sources and uses of funds 6 Plans for audit compliance, project controls and risk management 7 Organizational plan identifying:
(a) required employees and job descriptions, such as Chief Innovation Officer (“CIO”), Chief Executive Officer (“CEO”), Chief Financial Officer (“CFO”)/Director of Finance, Treasurer, Chief Engineer/Director of Engineering and Construction, Controller, Risk Manager, administrative support;
(b) consultant roles and scopes of work;
(c) to whom each position will report; and
(d) when each position needs to be phased
City Council Staff Report
DATE: JANUARY 24, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: PUBLIC WORKS DEPARTMENT
DISTRICT: ALL
SUBJECT: ACCEPT A DEPARTMENT OF RESOURCES RECYCLING AND
RECOVERY (CALRECYCLE) GRANT FOR THE REPLACEMENT OF
11 OR MORE DRINKING FOUNTAINS WITH DUAL BOTTLE-FILLING
DRINKING STATIONS LOCATED AT VARIOUS CITY PARKS IN THE
AMOUNT OF $92,183
RECOMMENDATION
Staff recommends that the City Council accept a CalRecycle grant for the replacement of 11 or more drinking fountains, with new dual bottle-filling drinking stations, at various City parks and facilities in the amount of $92,183.
BACKGROUND
At the October 18, 2023, Council meeting, Council approved a staff report authorizing the Director of Public Works to sign all necessary documents for submission of a grant from CalRecycle, and if awarded the grant , staff would bring the grant award back to Council for acceptance and authorization.
CalRecycle administers funding programs for several recycling and waste-related programs. This includes assisting organizations with establishing convenient beverage container recycling and litter abatement pro jects to promote increased recycling of beverage containers throughout California and to reduce beverage container litter in the waste stream.
DISCUSSION
The City of Palmdale was recently awarded a grant for the replacement of 11 or more drinking fountains with new dual bottle -filling drinking stations. The water fountain replacements include both floor and wall-mounted fountains. The goal of this project is to support the California Beverage Container Recycling and Litter Reduction Act by implementing dual bottle -filling stations for the Palmdale community, encouraging them to utilize reusable water containers at the filling stations and to become less dependent on one-time-use beverages. This project will provide next-generation practice solutions that will re -invent the minds of the members of our community to be environmentally conscious. The table below outlines the proposed fountain changeouts.
Report to Mayor and City Council
Re: Acceptance of CalRecycle Grant
January 24, 2024
Replacement Locations
Marie Kerr Park 1 – Floor
Domenic Massari 1 – Floor
Pelona Vista 1 – Floor
MKP Rec Center 1 – Wall
Oasis Rec Center 1 – Wall
Amphitheater 2 – type to be determined
Drytown 3 – type to be determined
Legacy Commons 1 – Wall
FISCAL IMPACT
$92,183; CalRecycle has awarded the City $92,183 through its Beverage Container Recycling Competitive Grant program. The grant will cover in its entirety the purchase of the units and their installation using a third-party contractor. A project account will be created upon approval by the Council.
STRATEGIC PLAN
Goal IV: Maintain a desirable community where everyone wants to live, work and play.
B. Provide inclusive access to a variety of supportive services that build a resilient and healthy community.
Prepared by: Lynn Glidden, P.E., Director of Public Works Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney
ATTACHMENTS
Atch 1 Proposed New Fountain
Atch 1 Proposed New Fountain
City Council Staff Report
DATE: JANUARY 24, 2024
TO: HONORABLE MAYOR AND CITY COUNCIL
FROM: PUBLIC WORKS DEPARTMENT
MAINTENANCE DIVISION
DISTRICT: ALL
SUBJECT: APPROVE AGREEMENT WITH SAMSARA , INC., UTILIZING
SOURCEWELL COOPERATIVE CONTRACT, FOR WEB-BASED
FLEET TELEMATICS SOFTWARE AND EQUIPMENT IN AN
AMOUNT NOT TO EXCEED $ 300,000 OVER A FIVE-YEAR
CONTRACT
RECOMMENDATION
Staff recommends that the City Council:
1. Approve Agreement No. A -8571 with Samsara, Inc. , utilizing Sourcewell Cooperative Contract No. 020221 -SAM, for web-based fleet tele matics software and equipment in an amount not to exceed $300,000 over a five -year contract; and,
2. Authorize the City Manager or her designee to execute Agreement No. A-8571 with Samsara, Inc., including minimal and/or non-substantial changes.
BACKGROUND
Public Works Fleet Maintenance currently uses Enterprise Asset Management (EAM) for fleet asset management of the City’s approximately 250 municipal vehicles and equipment. Enterprise Asset Management is a web -based software that fleet maintenance uses to track data for various fleet maintenance and repair activities to ensure operational safety and prolong asset life cycle . However, Enterprise Asset Management does not have the ability to provide telematics. Telematics is the technology used to monitor a wide range of information relating to an individual vehicle or an entire fleet. Telematics software provides vehicle performance, GPS location, fuel efficiency, vehicle speed and RPM data, and idle and power-take-off (PTO) times. It also provides safety data such as breaking/stopping suddenly, aggressive accelerating, and onboard diagnostics, which send engine alerts in real-time to fleet maintenance staff.
Public Works Fleet Maintenance has determined that implementing fleet telematics will positively impact staff, budget, and operations, improve employee safety and efficiency in field operations, and help prevent costly repairs and excessive vehicle or equipment downtime.
Report to Mayor and City Council
Re: Approve Agreement No. A-8571 Samsara, Inc.
January 24, 2024
DISCUSSION
City staff reviewed and had demonstrations with three (3) companies: Samsara, Inc., Verizon, and Michelin. It was determined that Samsara, Inc. provided the tools and software that the City was looking for. The fleet telematics software will allow the City to:
Access real-time data for decision support of operating crews and equipment, especially during wet weather events and disasters.
Perform inspections for verifiable and regulatory-compliant electric reports that increase vehicle uptime and lower maintenance costs.
Monitor vehicle idling, speeding, and hard braking or accelerating that may eliminate non-productive driving behaviors that result in immediate fuel efficiency and savings and improve operator safety.
Improve vehicle/driver and equipment maintenance communication to allow data- driven real-time vehicle servicing and diagnostics reporting, which leads to more efficient and effective maintenance, repair planning, and staff time allocation. Meet Advanced Clean Fleets requirements and exemptions. Enable insurance discounts through safe driving monitoring.
The Meet and Confer process with Teamsters Union Local 911 was conducted in December 2023, and all agreed that this was good for the organization. The City has agreed not to utilize telematics data on city fleet vehicles to initiate disciplinary actions.
Only as part of an active investigation that warrants management review can the telematics data be used to reconstruct events or validate claims. Further, any reasonable use of the telematics data, specifically for coaching or training resources and disciplinary actions, will be consistent with the existing City procedures and policies. The telematics data will be utilized to enhance efficient vehicle routing and support operational logistics.
There will be limited access to the system. Administration Rights will be assigned to Superintendents, the Maintenance Services Manager, the Director of Public Works, and Human Resources.
FISCAL IMPACT
$300,000; By entering into an agreement with Samsara, Inc., the City will receive the best available pricing from Samsara, Inc. The City is utilizing cooperative pricing with Samsara, Inc. through Sourcewell Contract No. 020221-SAM.
Sufficient funds for the equipment and web-based software to sustain these services over the contract term are budgeted in Fleet Maintenance Account No. 15433006-732100.
Report to Mayor and City Council
Re: Approve Agreement No. A-8571 Samsara, Inc.
January 24, 2024
STRATEGIC PLAN
Goal II: Ensure long-term fiscal health of the City and maintain funding for services.
A. Manage resources, costs, and liabilities to ensure the City’s long-term fiscal health.
Prepared by: Lynn Glidden, P.E., Director of Public Works Certified as to availability of Funds: Janelle Samson, Director of Operations Approved by: Ronda Perez, City Manager
Approved as to form: William P. Curley, III, City Attorney
ATTACHMENTS
Agrmt No. A-8571 Samsara Inc.
Samsara, Inc. Sourcewell Contract No. 020221
MEMO TO UTILIZE SOURCEWELL COOPERATIVE AGREEMENT 020221-SAM/ A-8571 BETWEEN
THE CITY OF PALMDALE AND SAMSARA INC.
The City of Palmdale has agreed to the terms and conditions of the above-stated contract with SAMSARA INC. (herinafter called "CONTRACTOR).
The parties agree to the use of Cooperative Contract 020221-SAM/A-8571.
The city shall pay the CONTRACTOR an amount not to exceed THREE HUNDRED THOUSAND dollars ($300000) for the completion of all the work and services, which sum shall include all costs or expenses incurred by CONTRACTOR, payable as follows:
Please see EXHIBIT A Scope of Work and EXHIBIT B Quotes for Equipment and Services EXHIBIT C Fee Schedule
The term of this Contract is FIVE (5) YEARS, commencing on the effective date, with CITY reserving the option to extend the agreement for 0 additional terms of one year each.
CITY OF PALMDALE: SAMSARA INC.
Ronda Perez
City Manager
38300 Sierra Highway
CITY OF PALMDALE
Palmdale, CA 93550
ADDRESS FOR NOTICE:
1-2Concord - Document ID: generated after first signature APPROVE AS TO FORM:
William P. Curley, III
City Attorney
ATTEST:
Roxanne Faber
Acting City Clerk
2-2Concord - Document ID: generated after first signature Samsara Scope of Work:
Samsara license subscription
Samsara’s fleet tracking solution includes hardware accessories and a per-gateway license.
Gateway licenses provide all ongoing elements of the service, including:
• Real-time loc
ation and vehicle telematics
• Dashboard access with unlimited administrator accounts • Driver App for iOS and Android devices with unlimited driver accounts • Over-the-air software feature upgrades
• API access related to integration features with 3rd party systems - Maintenance and phone support.
Samsara does not include hidden costs in its licenses. If you want access to Samsara’s full set of fleet features--including but not limited to Wi-Fi hotspot and ELD capabilities--you will need to upgrade your license. Samsara reserves the right to audit the usage of features unrelated to the solution as well as remove them from the Samsara Dashboard.
Samsara Hardware.
Samsara does not charge for hardware components that require a subscription. Examples of these components are Vehicle Gateways (VG), Cameras (CM), Camera Connector (CC), and Asset Gateways (AG).
Samsara does
charge a one-time annual cost for hardware products that do not require a subscription. Examples are Panic button, Tap card reader, and Environmental monitor.
Samsara Support.
Your Sams
ara Subscription includes 24/7/365 live Customer Support by Samsara badged employees. Additionally, customers have access to our live chat and knowledge base, which has a wealth of training and knowledge-based articles. Please see our Hardware warrant for more information: https://www.samsara.com/ support/hardware-warranty.
EXHIBIT A
Implementation support
Data Import
● Samsara will import all relevant data into the Samsara SaaS environment. ● The City will provide all relevant data to Samsara for import into the Samsara SaaS environment.
● Data to be provided from the City to Samsara includes but is not limited to; ○ Vehicle and Equipment ID
numbers
○ Vehicle and Equipment VIN numbers
○ Vehicle and Equipment License Plate Numbers
○ Roster of Driver’s Names
○ Roster of Driver’s License Numbers
○ Department Names
Dashboard Configuration
Samsara will assist the City of Palmdale with the following Dashboard configuration support:
● Admin Dashboard Configuration and Settings
Review Samsara das
hboard configuration settings and functionality,
including but not limited to:
• Organization-Wid
e Settings
• Managing Dashboard Users / Admins
• Tags
• Activating and Managing
Hardware
• Addresses / Geofences
• Managing Driver Accounts
The City is responsible for installing the Hardware and ongoing maintenance of any Equipment.
Depending on the City's intended use of the Products, the City may require professional installation of the Hardware or ongoing professional maintenance of any Equipment. If the City cannot install the Hardware or conduct such ongoing ma intenance, or if the City is uncertain that city fleet maintenance staff has the requisite skills and understanding, the City agrees to consult with a qualified installer or maintenance professional. If the City chooses to pursue professional installation with a qualified installer, The City is responsible for such additional costs. Improper installation of the Hardware or maintenance of the Equipment can lead to damage to such Equipment, or dangerous or life-threatening conditions can cause pr operty damage, bodily injury, and/or death.
The City may notify Samsara if the City did not order the correct Hardware cables for Hardware installation. For more information on Samsara's Cable Exchange Policy, please visit https://www.samsara.com/support/hardware-warranty.
EXHIBIT A
Training
The following areas of configuration within the Samsara dashboard will be covered during the configuration guidance session(s) and training enablement sessions. Provide up to 6 hours of virtual train-the-trainer sessions on the following topics to administrators and trainers. Unused training hours do not roll over or accrue.
● Admin Dashboard Functionality
○ Review basic navigation of the Samsara dashboard, including Fleet overview and trip history, Proximity, Reports, Alert incidents, and Support. ● Asset Tracking
○ Review trailers, powered assets, and unpowered asset tracking capa bilities, including temperature sensors, door monitors, and OEM integrations if applicable, and associated reports (i.e., utilization, dormancy, equipment)
● Safety Overview
○ Review the dash cam specific reports and functionality, including Safety inbox for harsh events, Safety report/score, Safety coaching workflow, Dash Cam Report, Video retrieval, etc.
○ Review vehicle gateway specific reports and functionality, including Harsh event detection, speeding, and safety report/score.
● Admin Driver App
○ Review the Samsara Driver App, including Sign in / Out, Vehicle selection, DVIR, Messages, Documents,
● Fuel and Maintenance Overview
○ Review the maintenance tab, including Maintenance status, Maintenance logs, managing and resolving DVIRs, Creating and managing Preventative Maintenance Schedules
○ Review the fuel and energy tab, including Fuel and energy overview, Fuel purchases, IFTA, and Driver efficiency.
Training Enablement
Provide on-demand access to Samsara Acade my video tutorials available 24/7 ● Enroll in relevant courses.
● Access directly from your Samsara Dashboard
● Available to every dashboard user in your organization Provide unlimited access to Samsara Knowledge Base articles and weekly live webinars:
● Getting Started with Samsara
● Settings & Alerts Essentials
● Cameras & Safety Essentials
● US Compliance Essentials
● Samsara for US Drivers
● Routing & Dispatch Essentials
● Asset Tracking Essentials
EXHIBIT A
samsara.com 1
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
Quote Summary Subtotal
Hardware and Accessories $0.00
Licenses
License Term – 36
Months
Shipping and Handling Pending
Upfront Hardware Sales Tax $0.00
If shipping is "Pending" - Amount is pending due to size of order; Shipping and Handling subject to change.
If Sales tax is “Pending” – Final amount will be provided prior to payment
*3% processing fee charged on credit
card transactions (fee waived for ACH (credit or debit), check, or wire) *Sales tax subject to change
Annual License Sales Tax $5,138.88
First Year Payment $55,274.28
Payments Beginning Year Two $55,274.28
Prepared For:
City of Palmdale
38300 Sierra Hwy
Palmdale, California
93550
Prepared By:
Taylor
Gershman
[email protected]
Issued 11-08-2023
Expires 02-12-2024
QUOTE #Q-963429
EXHIBIT B
samsara.com 2
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
SHIP TO Adam Dyer
39110 3rd Street East
Palmdale, California, 93550
United States
Hardware and Accessories Quantity Net Unit Price Total Price VG54 Aux Cable
CBL-VG-CAUX 156 $0.00 $0.00
Vehicle IoT Gateway, model VG54
HW-VG54-NA 142 $0.00 $0.00
Enhanced VG Series OBDII J1962 L-mount cable
CBL-VG-COBDII-Y1 140 $0.00 $0.00
Forward-facing dash-camera, series 3.
HW-CM31 33 $0.00 $0.00
AG52 Powered Asset Gateway
HW-AG52 17 $0.00 $0.00
CBL-AG-BPWR
CBL-AG-BPWR 17 $0.00 $0.00
Vehicle IoT Gateway, model VG54, for Heavy Duty Vehicles HW-VG54-NAH 14 $0.00 $0.00
Enhanced VG Series J1939 or J1708 (9-pin)
CBL-VG-CJ1939 13 $0.00 $0.00
AG26
HW-AG26 8 $0.00 $0.00
AG J1939 9pin cable
CBL-AG-A9PIN 7 $0.00 $0.00
Enhanced VG Series direct-wire non-diagnostic power cable CBL-VG-CPC 2 $0.00 $0.00
Enhanced VG Series J1939 cable for Volvo/Mack OBDII
connectors
CBL-VG-CJ1939-VM
1 $0.00 $0.00
9-pin Caterpillar cable
CBL-AG-ACT9 1 $0.00 $0.00
Hardware Due $0.00
Licenses Quantity Annual Unit
Price
Total Annual
Price
License for Asset Gateways
LIC-AG2-ENT 8 $214.20 $1,713.60
EXHIBIT B
samsara.com 3
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
License for Basic Powered Asset Tracker
LIC-AG-PWR-BASIC 17 $167.40 $2,845.80
License for Forward-Facing Dash Camera
LIC-CM1-ENT 33 $360.00 $11,880.00
Annual License
Due $16,439.40
Bundles Quantity Annual Unit
Price
Total Annual
Price
License for Vehicle Gateways - Public Sector Only, No WiFi, No ELD
LIC-VG-PS
156 $216.00 $33,696.00
Annual License
Due $33,696.00
EXHIBIT B
samsara.com 4
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
Thank you for considering Samsara for your fleet.
Samsara provides real-time visibility, business-relevant tools, and powerful analytics that enable customers to increase the productivity of their fleets and reduce operating costs. A solution for your fleet is proposed below.
What is included?
Samsara’s fleet tracking solution includes hardware accessories and a per- gateway license. Gateway licenses provide all ongoing elements of the service, including:
- Real-time location and vehicle telematics
- Dashboard access with unlimited administrator accounts - Driver App for iOS and Android devices with unlimited driver accounts - Over-the-air software feature upgrades
- API access as it relates to features for integration with 3rd party systems - Maintenance and phone support
Samsara does not include hidden costs in its licenses. If you want access to Samsara’s full set of fleet features--including but not limited to WiFi hotspot and ELD capabilities--you will need to upgrade your license. Samsara reserves the right to audit usage of features unrelated to the solution as well as remove them from the Samsara Dashboard.
EXHIBIT B
samsara.com 5
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
Payment Terms
This order form includes a license fee for the Samsara Software associated with the Hardware to be paid annually and, if applicable, a one-time Hardware cost to be paid annually (Net-30). The annual fees are payable by recurring transfer. All transfers are subject to a 3% processing fee, unless the transfer is done via ACH (credit or debit), check, or wire, in which case the 3% processing fee will be waived. Late payments are subject to 1.5% per month late fee. If license payments are delinquent by 60 days, Samsara may suspend the Service until late payments are remitted.
License Term
The license
term for the Samsara Software licenses purchased under this Order Form begins on the day Samsara activates the applicable Samsara Software license by providing you a claim number and access to the Hosted Software (“License Start Date”). If Hardware associated with a then-unactivated Samsara Software license will be shipped to you under this Order Form, such Samsara Software license will be activated on the day the Samsara Hardware ships.
Notwithstanding the foregoing, if you are renewing the license term for a previously-activated Samsara Software license under this Order Form, the License Start Date for the renewal license term shall be the day that Samsara extends your access to the Hosted Software for the renewal license term. Samsara Hardware requires a valid license to function.
Samsara may ship Hardware under this Order Form subject to a schedule as mutually agreed between the Parties or as determined by Samsara. To the extent such Hardware is associated with then-unactivated Samsara Software licenses, the Samsara Software license term for each such Hardware device will start on the day that device ships regardless of the shipment schedule for the other such Hardware devices. If all such Hardware is shipped in one shipment, the license term for all such Hardware will be the full license term under this Order Form. If such Hardware is shipped in multiple shipments, only the license term of such Hardware in the initial shipment will be such full license term. The license term of the remaining such Hardware shipped after the initial shipment will be set to match the then-remaining license term of the initial shipment, so that the license term for all such Hardware under this Order Form expires on the same date. The total cost of the licenses for such Hardware shipped after the initial shipment will be pro-rated based on their actual license term, rounded up to the nearest month, as compared to the full license term under this Order Form. Certain payment amounts under this Order Form assume that the entire order is fulfilled at the same time and are subject to potential reduction based on the actual schedule of order fulfillment.
Support and Warranty
Samsara stands behind its Products. Hardware Products that require a valid license to function come with a warranty that lasts as long as you maintain a valid license for such Hardware. All other Hardware Products, such as accessories, come with a one-year warranty, unless otherwise specified on the relevant Samsara data sheet. During the warranty period, Hardware exhibiting material defects will be replaced pursuant to our Hardware Warranty & RMA policy at www.samsara.com/support/hardware-warranty. Additional support information can be found at www.samsara.com/support.
Terms
Unless otherwise set forth herein, your use and access of the Hardware, Products, and Services specified herein are governed by Samsara’s terms of service found at https://www.samsara.com/legal/public-sector-customers-platform-terms-of-service, unless the Parties have entered into a separate terms of service agreement and/or a separate terms of service agreement is attached to this Order Form, in which case such separate terms of service
EXHIBIT B
samsara.com 6
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
agreement shall govern (the “Terms of Service”). You agree to be bound by the Terms of Service, and any capitalized terms not defined herein shall have the meaning set forth in the Terms of Service. You further agree that any other Order Forms you enter into for the purchase of Products shall also be governed by the Terms of Service unless otherwise set forth in the applicable Order Form. For clarity, unless otherwise agreed by the Parties or approved by Samsara, the pricing and payment terms under this Order Form shall not apply to any such other Order Forms.
The continuation
of this Order Form one (1) year after the license start date and annually thereafter is contingent upon the appropriation of sufficient funds by Customer. If sufficient funds fail to be appropriated by Customer to provide for the continuation of the Order Form for Customer’s then-subsequent fiscal year, Customer may terminate this Order Form with prior written notice effective as of the later of the date of the beginning of such subsequent fiscal year and the end of the then-current annual license period. If Customer so terminates this Order Form, Samsara shall be entitled to payment of and for: all amounts due as of the date of termination; deliverables in progress; liabilities, fees, or costs caused by such termination including for obligations that extend beyond the date of termination; and reasonable Order Form close-out costs.
EXHIBIT B
samsara.com 7
Samsara Inc
1 De Haro Street
San Francisco, CA 94107
www.samsara.com
Notification of Confidentiality
Except as legally required under applicable public records request laws, provided that you use reasonable efforts to provide Samsara with advance notice of any such disclosure, you agree that the pricing and payment terms specified in this Order Form shall (i) be held in strict confidence; (ii) not be disclosed to any Samsara competitor or other entity, except as pre-approved in writing by Samsara; and (iii) not be used except to evaluate the suitability of the Samsara Products for your business. You will immediately notify Samsara in the event of any unauthorized use or disclosure under these terms. Violation of these obligations will cause irreparable harm to Samsara for which Samsara may obtain compensatory and timely injunctive relief from a court, as well as any other remedies that may be available, including recovery of all reasonable attorney’s fees and costs incurred in seeking such remedies. Your obligations specified herein shall last until the pricing and payment terms herein are, through no fault or action by you, public. This Order Form is a legally binding agreement between you (“Customer”) and Samsara Inc. (“Samsara”). IN WITNESS WHEREOF, Customer has caused this Order Form to be executed by its duly authorized representative.
I confirm acceptance
of this Order Form on behalf of the Customer identified herein and represent and warrant that I have full and complete authority to bind the Customer to this Order Form, including all terms and conditions herein. Please confirm acceptance of this Order Form by signing below:
Signature: \s1\
Print Name: \n1\
Date: \d1\
Title: \t1\
EXHIBIT B
Product Name Description Product Code Discount List Price (Monthly) Discounted Price to Sourcewell (Monthly) List Price (Annual) Discounted Price to Sourewell (Annual)
Annual Recurring Cost or One-
Time/Replacement Cost
License for Asset Gateways
License for AG2-series gateways, includes
support, software updates, hosted service, and
cellular connectivity
LIC-AG2-ENT 15% $19.00 $16.15 $228.00 $193.80 Annual Recurring Cost Cargo Monitor License (ENT)
Wireless cargo sensor license for sensing the
presence of cargo in an enclosed trailer or
container.
LIC-CRGO-ENT 15% $4.00 $3.40 $48.00 $40.80 Annual Recurring Cost Door Monitor License (ENT) License for wireless door sensor for swing and roll-up doors LIC-DM11-ENT 15% $4.00 $3.40 $48.00 $40.80 Annual Recurring Cost License for Case SiteWatch integration License subscription for integrating with Case construction SiteWatch Telematics system LIC-OEM-CAS 15% $12.00 $10.20 $144.00 $122.40 Annual Recurring Cost License for Caterpillar VisionLink OEM
Software subscription for reading location and
diagnostics from Caterpillar's VisionLink
embedded telematics hardware, with no
Samsara hardware necessary.
LIC-OEM-CAT 15% $11.67 $9.92 $140.00 $119.00 Annual Recurring Cost License for Site Camera Stream Annual license for site camera stream LIC-SC1 5% $10.00 $9.50 $120.00 $114.00 Annual Recurring Cost License for Samsara Dome Camera Annual License for Samsara Dome Cameras LIC-SC11 5% $25.00 $23.75 $300.00 $285.00 Annual Recurring Cost License for Samsara Bullet Camera Annual License for Samsara Bullet Cameras LIC-SC21 5% $25.00 $23.75 $300.00 $285.00 Annual Recurring Cost License 16TB Storage Expansion for SG1 Additional 16TB storage for SG1 LIC-SG-STRG16 5% $41.67 $39.58 $500.00 $475.00 Annual Recurring Cost License for Site Gateway License for Site Gateway SG1-G LIC-SG1-G 5% $245.00 $232.75 $2,940.00 $2,793.00 Annual Recurring Cost License for Site Gateway w/ Extended Storage License for Site Gateway SG1-G32 LIC-SG1-G32 5% $286.67 $272.33 $3,440.00 $3,268.00 Annual Recurring Cost License for Site Gateway Lite Annual License for Site Gateway Lite LIC-SG1x 5% $150.00 $142.50 $1,800.00 $1,710.00 Annual Recurring Cost Cellular License for Site Camera Stream Cellular license for SC-series cameras or 3rd party cameras
LIC-SC-CELL 5% $10.00 $9.50 $120.00 $114.00 Annual Recurring Cost WiFi Hotspot - 1GB Total Data License for 1GB total WiFi data for VG-series vehicle gateway priced at $10/month LIC-1GB-WIFI-DATA 15% $10.00 $8.50 $120.00 $102.00 Annual Recurring Cost WiFi Hotspot - 2GB Total Data License for 2GB total WiFi data for VG-series vehicle gateway priced at $30/month LIC-2GB-WIFI-DATA 15% $30.00 $25.50 $360.00 $306.00 Annual Recurring Cost License for powered Asset Trackers
Enterprise license for the AG46P powered
asset tracker. This includes support, software
updates, hosted service, and cellular
connectivity.
LIC-AG4P-ENT 15% $12.00 $10.20 $144.00 $122.40 Annual Recurring Cost License for Unpowered Asset Trackers
License for AG4-series unpowered asset
tracker (including the AG46) and powered
asset tracker (including the AG46P). This
includes support, software updates, hosted
service, and cellular connectivity.
LIC-AG4-ENT 15% $10.00 $8.50 $120.00 $102.00 Annual Recurring Cost Camera Connector License
License for the Samsara Camera Connector
(ACC-CM-ANLG). Provides the ability to
connect analog camera feeds (up to 4) to our
Cloud Dashboard for instant video retrieval
and 360 degree camera review on events.
LIC-CM-ANLG 15% $25.00 $21.25 $300.00 $255.00 Annual Recurring Cost License for Environmental Monitors
12-month license for EM-series environmental
monitors, includes support, software updates,
and hosted cloud service
LIC-EM-ENT 15% $8.00 $6.80 $96.00 $81.60 Annual Recurring Cost Safety Event Review
Harsh event video review service (option for
enterprise fleets with >500 vehicle)
LIC-SVC-CM-Review-ENT 15% $5.00 $4.25 $60.00 $51.00 Annual Recurring Cost License for Vehicle Gateways
License for VG-series gateways, includes
support, software updates, hosted service, and
cellular connectivity.
The Vehicle Gateway provides live GPS
tracking, FMCSA-registered ELD capabilities,
engine diagnostics, a built-in WiFi hotspot,
driver workflows, advanced analytics,
customizable reports, and mobile app access
for fleet admins and drivers.
LIC-VG-ENT 15% $39.00 $33.15 $468.00 $397.80 Annual Recurring Cost WiFi Hotspot - 500MB Additional Data, 12MO 500MB additional WiFi data for VG-series vehicle gateway (12MO)
LIC-WIFI-DATA 15% $10.00 $8.50 $120.00 $102.00 Annual Recurring Cost License for Ford OEM (Enterprise)
Software subscription for reading diagnostics
from Ford embedded telematics with ELD
capabilities.
LIC-OEM-FORD 15% $39.00 $33.15 $468.00 $397.80 Annual Recurring Cost License for industrial asset gateway (IG15) License for industrial asset gateway (IG15) only LIC-IG15-ENT 15% $30.00 $25.50 $360.00 $306.00 Annual Recurring Cost License for Vehicle Gateways - Public Sector Only, No WiFi, No ELD Vehicle Gateway License without ELD and
without WiFi that should be sold to Public
Sector customers within a singled bundled
price.
LIC-VG-PS 15% $23.00 $19.55 $276.00 $234.60 Annual Recurring Cost
EXHIBIT C
``
GM Onstar OEM data integration OEM integration with General Motors (GM) LIC-OEM-GM 15% $39.00 $33.15 $468.00 $397.80 Annual Recurring Cost License for John Deere VisionLink OEM
Software subscription for reading location and
diagnostics from John Deere's JDLink
embedded telematics hardware, with no
Samsara hardware necessary.
LIC-OEM-JD 15% $12.00 $10.20 $144.00 $122.40 Annual Recurring Cost License for Komatsu Komtrax Integration
Software subscription for reading location and
diagnostics from Komatsu's Komtrax
embedded telematics hardware, with no
Samsara hardware necessary.
LIC-OEM-KOM 15% $12.00 $10.20 $144.00 $122.40 Annual Recurring Cost License for Navistar Gateway Integration
Software subscription for reading diagnostics
from Ford embedded telematics, with no
Samsara hardware necessary.
LIC-OEM-NVI 15% $39.00 $33.15 $468.00 $397.80 Annual Recurring Cost License for Volvo Construction CareTrack Integration License subscription for integrating with Volvo Construction's CareTrack Telematics system LIC-OEM-VCT 15% $12.00 $10.20 $144.00 $122.40 Annual Recurring Cost License for Vermeer Telematics integration
License subscription for integrating with
Vermeer Telematics
LIC-OEM-VER 15% $12.00 $10.20 $144.00 $122.40 Annual Recurring Cost License for Dual-Facing Camera
License for dual-facing dash cam, includes
support, software updates, and hosted cloud
service
Full HD video with Infrared LED for night vision
Built-in audio speaker supports optional in-cab
alerts for driver coaching. Advanced edge
computing allows for live scene analysis and
object detection.
On-demand video available for up to 100
hours of drive time
LIC-CM2-ENT 15% $55.00 $46.75 $660.00 $561.00 Annual Recurring Cost License for Forward-Facing Dash Camera
License for forward-facing dash cam, includes
support, software updates, and hosted cloud
service.
Full HD video with low-light recording for night
vision. Built-in audio speaker supports optional
in-cab alerts for driver coaching. Advanced
edge computing allows for live scene analysis
and object detection. On-demand video
available for up to 75 hours of drive time.
LIC-CM1-ENT 15% $39.00 $33.15 $468.00 $397.80 Annual Recurring Cost Live Streaming Monthly Live Streaming License (10 hours of live streaming per camera per month)
LIC-CM-STRM 15% $5.00 $4.25 $60.00 $51.00 Annual Recurring Cost Camera Connector Accessory to connect analog backup or side cameras
ACC-CM-ANLG 15% $16.58 $14.10 $199.00 $169.15 One-Time/Replacement Cost Camera Connector for Provision DVRs --REQUIRED FOR PROVISION DVRs--Modified camera connector without inline isolator ACC-CM-ANLG-M 15% $16.58 $14.10 $199.00 $169.15 One-Time/Replacement Cost Wireless Cargo Sensor
Wireless cargo sensor for sensing the presence
of cargo in an enclosed trailer or container ACC-CRGO 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost Wireless Door Monitor Wireless door sensor for swing and roll-up doors
ACC-DM11 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost Worldwide 12V 4A AC/DC Power Supply 12V 4A AC/DC power supply with 100V-240V worldwide input voltage
ACC-4A12-WW 15% $1.17 $0.99 $14.00 $11.90 One-Time/Replacement Cost Auxiliary Input Hub
USB accessory to accommodate eight
additional auxiliary inputs to the Vehicle
Gateway
ACC-AUX 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost Samsara Panic Button
Vehicle Gateway panic/event button
accessory. When pushed, the button
immediately sends an alert to managers with
captured video footage (for customers
equipped with a Samsara AI dash cam). This
accessory plugs directly into the Vehicle
Gateway.
ACC-BPB 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost Privacy Button
EA version of the privacy button.
The button currently hides the GPS
coordinates and has no effect on the video.
The button has an LED indicating the privacy
mode status. It requires a VG to be mounted.
ACC-BPR 15% $5.00 $4.25 $60.00 $51.00 One-Time/Replacement Cost ID Card Passenger ID Cards; ACC-CARD 15% $0.21 $0.18 $2.50 $2.13 One-Time/Replacement Cost Engine Immobilizer Remotely disable and enable engine. ACC-EI 15% $6.58 $5.60 $79.00 $67.15 One-Time/Replacement Cost Driver ID Token Wireless Driver ID token for use with a VG gateway to identify drivers in vehicles.
ACC-DRIVERID 15% $0.83 $0.71 $9.99 $8.49 One-Time/Replacement Cost ID Card Reader ID Card Reader for use with VG34 ACC-IDRDR 15% $16.58 $14.10 $199.00 $169.15 One-Time/Replacement Cost
EXHIBIT C
Array Antenna w/ cellular, GPS Array Antenna w/ cellular and passive GPS.
Compatible with IG15 hardware. ACC-AANT-CG 15% $12.42 $10.55 $149.00 $126.65 One-Time/Replacement Cost Wall adapter PSU and Cable
Wall Adapter PSU
Plug to wire cable
Din Rail
Ziplock + Samsara brand label
ACC-IG-CWPS 15% $12.42 $10.55 $149.00 $126.65 One-Time/Replacement Cost CM inward camera-lens cover CM32 lens cover, which blocks the inward- facing lense only
ACC-CM3-CVR1 15% $0.83 $0.71 $10.00 $8.50 One-Time/Replacement Cost CM3x Mounting Bracket CM3x Mounting Bracket (incl. VHB Tape and set of mounting screws)
ACC-CM3-MNT 15% $0.83 $0.71 $9.99 $8.49 One-Time/Replacement Cost CM Dual-lens cover
CM31 and CM32 lens cover, which blocks both
the forward and inward-facing lenses (for use
in areas where cameras are forbidden)
ACC-CM3-CVR2 15% $0.83 $0.71 $10.00 $8.50 One-Time/Replacement Cost Vehicle IoT Gateway, model VG54, for use with FirstNet
Enhanced Vehicle IoT Gateway for use in North
America, providing full support for the AT&T
FirstNet Network. Requires CBL-VG-Cxx class
cables.
HW-VG54-FN 15% $10.75 $9.14 $129.00 $109.65 One-Time/Replacement Cost Vehicle IoT Gateway, model VG54 Enhanced Vehicle IoT Gateway for use in North America. Requires CBL-VG-Cxx class cables. HW-VG54-NA 15% $14.92 $12.68 $179.00 $152.15 One-Time/Replacement Cost Vehicle IoT Gateway, model VG54, for Heavy Duty Vehicles Enhanced Vehicle IoT Gateway for use in North
America, for Heavy Duty vehicles only.
Requires CBL-VG-Cxx class cables.
HW-VG54-NAH 15% $10.75 $9.14 $129.00 $109.65 One-Time/Replacement Cost Site Camera Arm Mount Arm mount accessory for site camera ACC-SC-MNT-A1 5% $11.92 $11.32 $143.00 $135.85 One-Time/Replacement Cost Site Camera Junction Box Mount Junction box mount accessory for site camera ACC-SC-MNT-J1 5% $4.75 $4.51 $57.00 $54.15 One-Time/Replacement Cost Site Camera Pole Mount Pole mount accessory for site camera ACC-SC-MNT-P1 5% $9.33 $8.87 $112.00 $106.40 One-Time/Replacement Cost IG15 Industrial Asset Gateway
Samsara industrial asset gateway with external
cellular and GPS antenna connections, battery
backup, and ruggedized enclosure.
HW-IG15 15% $25.00 $21.25 $300.00 $255.00 One-Time/Replacement Cost IG15 Individual Antenna Individual Antennas (w/ LTE and GPS) ACC-IANT-CG $149.00 Forward-facing dash-camera, series 3. Forward-facing AI Dash Cam HW-CM31 15% $24.92 $21.18 $299.00 $254.15 One-Time/Replacement Cost Dual-facing dash-camera, series 3. Dual-facing AI Dash Cam HW-CM32 15% $33.25 $28.26 $399.00 $339.15 One-Time/Replacement Cost AG26 Gateway
Samsara powered asset gateway with cellular
connectivity, real-time GPS location, and
compatibility with wireless sensors and 3rd
party integrations
HW-AG26 15% $24.92 $21.18 $299.00 $254.15 One-Time/Replacement Cost AG46 Unpowered Asset Tracker
Samsara pocket sized unpowered asset tracker
with cellular connectivity, GPS logging and
weatherproof, ruggedized enclosure
HW-AG46 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost AG46P Gateway
Samsara powered asset gateway for basic
trailer tracking with cellular connectivity and
real-time GPS location
HW-AG46P 15% $12.42 $10.55 $149.00 $126.65 One-Time/Replacement Cost Wireless Environmental Monitor Samsara wireless environmental monitor for temperature and humidity
HW-EM21 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost Site Camera - Dome Domed site camera - 5 megapixels HW-SC11 5% $58.33 $55.42 $700.00 $665.00 One-Time/Replacement Cost Site Camera - Bullet - High Temperature Bullet site camera - 5 megapixels - High Temperature
HW-SC21-HT 5% $58.33 $55.42 $700.00 $665.00 One-Time/Replacement Cost Site Camera - Bullet Bullet site camera - 5 megapixels HW-SC21 5% $58.33 $55.42 $700.00 $665.00 One-Time/Replacement Cost Site Gateway AI network video recorder with support for up to 25 streams and 30 days of video storage. HW-SG1-G 5% $750.00 $712.50 $9,000.00 $8,550.00 One-Time/Replacement Cost Site Gateway w/ Extended Storage
AI network video recorder with support for up
to 25 streams and 32TB of storage
HW-SG1-G32 5% $0.00 $0.00 $0.00 $0.00 One-Time/Replacement Cost Site Gateway Lite AI network video recorder with support for up to 8 streams and 30 days of video storage. HW-SG1x 5% $416.67 $395.83 $5,000.00 $4,750.00 One-Time/Replacement Cost AG26 14-pin Caterpillar cable
This 14-pin caterpillar connector allows us to
read engine diagnostics from caterpillar
equipment with 14-pin port
CBL-AG-ACT14 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost
EXHIBIT C
AG26 CAT 9-pin cable
This 9-pin connector allows us to read engine
diagnostics from caterpillar equipment with 9-
pin port
CBL-AG-ACT9 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost AG26 J1939 9-pin cable bundle This 9-pin connector allows us to read engine diagnostics equipment with J1939 9-pin port CBL-AG-A9PIN 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost AG26 AOPEN (open wire) Cable
An open wire cable used to connect across any
powered equipment to pull engine diagnostics
over CAN. This cable is the alternative to the
A9PIN cable when the equipment does not
have a common 9pin port. This cable can also
be used with CAT equipment if the ACT9 and
the ACT14 cables do not match the port in the
equipment.
CBL-AG-AOPEN 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost AG26 APWR Cable
Connects AG to powered equipment enabling
logs of engine hours with the ability to track
power take off.
CBL-AG-APWR 15% $4.08 $3.47 $49.00 $41.65 One-Time/Replacement Cost AG26 ARTK (Thermo King) Cable
AG 7-way cable specifically for reefer control
capabilities on select Thermo King and
connects the AG to a TK reefer via an officially
supported 3rd party access module designed
by TK toallow consistent 3rd party access and
control of the reefer unit.
CBL-AG-ARTK 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost AG26 ATPM cable AG 7-way cable specifically for tire pressure monitoring (requires TPM integration) CBL-AG-ATPM 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost AG24 7-Way Y-Cable for European Trailers
Asset Gateway Cable with 7-Way Y-Cable for
power from European Dry Van Trailers
CBL-AG-AEPC 15% $5.75 $4.89 $69.00 $58.65 One-Time/Replacement Cost AG Carrier VT Reefer Cable AG cable for Carrier Vector model reefers. CBL-AG-ARCR-VT 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost AG Carrier X4 Reefer Cable AG cable for Carrier X4 model reefers. CBL-AG-ARCR-X4 15% $8.25 $7.01 $99.00 $84.15 One-Time/Replacement Cost VG54 Aux Cable Breakout Cable for Auxiliary inputs on VG54 CBL-VG-CAUX 15% $1.25 $1.06 $15.00 $12.75 One-Time/Replacement Cost Enhanced VG Series FMS cable Enhanced VG Series cable for connecting to FMS interfaces
CBL-VG-CFMS 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series Tachograph Cable - Heavy Goods Vehicles Enhanced VG Series Tachograph Cable for Heavy Goods Vehicles
CBL-VG-CHGV 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series Isuzu cable Enhanced VG Series Isuzu cable CBL-VG-CIZU 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series J1708 (6-pin) Enhanced VG Series J1708 (6-pin) cable CBL-VG-CJ1708 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series J1939 or J1708 (9-pin) Enhanced VG Series J1939 or J1708 (9-pin) cable.
CBL-VG-CJ1939 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series J1939 cable for Volvo/Mack OBDII connectors Enhanced VG Series J1939 cable for 2013+ Volvo/Mack vehicles with OBDII connection CBL-VG-CJ1939-VM 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced Universal OBD-Y2 Cable Enhanced Universal OBD-Y2 Cable CBL-VG-COBDII-Y0S 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series OBDII J1962 L-mount cable Enhanced VG Series OBDII J1962 L-mount cable CBL-VG-COBDII-Y1 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series OBDII J1962 L-mount cable for Ram Promaster and similar
Enhanced VG Series OBDII J1962 L-mount cable
for use with vehicles which use secondary CAN
on pins 1 and 9 (including Ram Promaster)
CBL-VG-COBDII-Y2 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced VG Series direct-wire non-diagnostic power cable Enhanced VG Series direct-wire non-diagnostic power cable
CBL-VG-CPC 15% $1.58 $1.35 $19.00 $16.15 One-Time/Replacement Cost VG54 Wall Power Adapter
VG54 connector for use with ACC-2A12-WW
power adapter (included) for powering a VG54
from a standard wall outlet. Also compatible
with ACC-BDH and ACC-BDHE
CBL-VG-CPWR 15% $0.50 $0.43 $6.00 $5.10 One-Time/Replacement Cost VG Carrier Supra Reefer Cable Cable to connect EU Carrier Supra families of reefers to a Vehicle Gateway via USB.
CBL-VG-CRCR-Y1 15% $7.92 $6.73 $95.00 $80.75 One-Time/Replacement Cost Enhanced VG Series RP1226 Cable
Enhanced VG Series RP1226 cable for use with
2019+ Peterbilt, Freightliner, Volvo, Mack or
Kenworth vehicles equipped with an RP1226
port.
CBL-VG-CRP1226 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost OBDII J1962 plus CAN C cable for VG54
Cable with two connectors: one OBD
connector and one CAN C connector for back
of tachograph. Cable for VANs with tachograph
CBL-VG-CTDC-Y0 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced Tesla Model 3/Y 2019+ Cable VG54 Cable for Tesla 3/Y CBL-VG-CTSLA3-19 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced Tesla Model 3/Y 2019+ Cable VG54 Cable for Tesla 3/Y CBL-VG-CTSLA3Y-19 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced Tesla Model X/S 2016+ Cable VG54 Cable for Tesla X/S 2016+ CBL-VG-CTSLAXS-16 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced Tesla Model X/S 2016+ Cable and Enhanced Tesla Model 3/Y 2017-18 Cable
VG54 Cable for Teslas (Enhanced Tesla Model
X/S 2016+ Cable and Enhanced Tesla Model
3/Y 2017-18 Cable)
CBL-VG-CTSLAXS-18 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost Enhanced Heavy Duty VG Series J1939 cable for year and model- specific PACCAR engines
Enhanced Heavy Duty VG Series J1939 cable
for MX-13 and PX-9 engines from specific years CBL-VG-HJ1939-PAC 15% $3.25 $2.76 $39.00 $33.15 One-Time/Replacement Cost
EXHIBIT C
020221-SAM
Rev. 10/2020 1
Solicitation Number: 020221
CONTRACT
This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Samsara Inc., 1990 Alameda Street, 5 th Floor, San Francisco, CA 94103
(Vendor).
Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21) that offers cooperative procurement solutions to government entities. Participation is open to federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada.
Sourcewell issued a public solicitation for Fleet Management Technologies with Related Software Solutions from which Vendor was awarded a contract.
Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell’s cooperative purchasing contracts (Participating Entities).
1. TERM OF CONTRACT
A. EFFECTIVE DATE. This Contract is effective upon the date of the final signature below.
B. EXPIRATION DATE AND EXTENSION. This Contract expires March 26, 2025, unless it is cancelled sooner pursuant to Article 22. This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor.
C. SURVIVAL OF TERMS. Articles 11 through 14 survive the expiration or cancellation of this Contract.
2. EQUIPMENT, PRODUCTS, OR SERVICES
A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above.
Vendor’s Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract.
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All Equipment and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor’s product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity’s site.
This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed.
B. WARRANTY. Vendor will extend to the Participating Entity the return and warranty terms set forth in Vendor’s Hardware Warranty and RMA Policy, subject to the related limitations set forth therein. Vendor’s dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with the manufacturer.
C. DEALERS, DISTRIBUTORS, AND/OR RESELLERS. Upon Contract execution, Vendor will make available to Sourcewell a means to validate or authenticate Vendor’s authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract. This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor’s responsibility to ensure Sourcewell receives the most current version of this list.
3. PRICING
All Equipment, Products, or Services under this Contract will be priced as stated in Vendor’s Proposal.
When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity’s total cost of acquisition. This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity’s requested delivery location.
Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase.
A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery, Vendor must permit the Equipment and Products to be returned within 30 days of the date of delivery at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery.
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Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition.
Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products, the Participating Entity will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity.
B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity.
C. HOT LIST PRICING. At any time during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract.
When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below.
Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities.
4. PRODUCT AND PRICING CHANGE REQUESTS
Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time. All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator. This form is available from the assigned Sourcewell Contract Administrator. At a minimum, the request must:
x Identify the applicable Sourcewell contract number;
x Clearly specify the requested change;
x Provide sufficient detail to justify the requested change; x Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and x Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion. The new pricing restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged.
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A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and be incorporated by reference.
5. PARTICIPATION, CONTRACT ACCESS, AND PARTICIPATING ENTITY REQUIREMENTS
A. PARTICIPATION. Sourcewell’s cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education, tribal government, and other public entities.
The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity’s authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access. Vendor understands that a Participating Entity’s use of this Contract is at the Participating Entity’s sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source.
Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract.
B. PUBLIC FACILITIES. Vendor’s employees may be required to perform work at government- owned facilities, including schools. Vendor’s employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws.
6. PARTICIPATING ENTITY USE AND PURCHASING
A. ORDERS AND PAYMENT. To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor. Typically, a Participating Entity will issue an order directly to Vendor. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration of this Contract; however, Vendor performance, Participating Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract.
Vendor’s acceptable forms of payment are included in Attachment A. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. By accessing the Contract, Participating Entities agree not to file any claims or causes of action against Sourcewell, or otherwise seek to hold Sourcewell, including
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its agents and employees, liable in connection with Vendor’s Equipment, Products, and Services.
B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Vendor, such as job or industry-specific requirements, legal requirements (e.g., affirmative action or immigration status requirements), or specific local policy requirements. Vendor will require Participating Entity’s acceptance of Vendor’s then-current Terms of Service. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract.
C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract, the Participating Entity and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement.
D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events:
1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased, provided that such termination will be effective as of the date of the beginning of the period for which funds have not been appropriated;
2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity’s requirements; or
3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity, and such breach continues for a period of 30 days following receipt of written notice to cure.
E. GOVERNING LAW AND VENUE. The governing law and venue for any action related to a Participating Entity’s order will be determined by the Participating Entity making the purchase.
7. CUSTOMER SERVICE
A. PRIMARY ACCOUNT REPRESENTATIVE. Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed. The Account Representative will be responsible for:
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x Maintenance and management of this Contract;
x Timely response to all Sourcewell and Participating Entity inquiries; and x Business reviews to Sourcewell and Participating Entities, if applicable.
B. BUSINESS REVIEWS. Vendor must perform a minimum of one business review with Sourcewell per contract year. The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees, supply issues, customer issues, and any other necessary information.
8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT
A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract sales activity report (Report) to the Sourcewell Contract Administrator assigned to this Contract. A Report must be provided regardless of the number or amount of sales during that quarter (i.e., if there are no sales, Vendor must submit a report indicating no sales were made).
The Report must contain the following fields:
x Customer Name (e.g., City of Staples Highway Department); x Customer Physical Street Address;
x Customer City;
x Customer State/Province;
x Customer Zip Code;
x Customer Contact Name;
x Customer Contact Email Address;
x Customer Contact Telephone Number;
x Sourcewell Assigned Entity/Participating Entity Number; x Item Purchased Description;
x Item Purchased Price;
x Sourcewell Administrative Fee Applied; and
x Date Purchase was invoiced/sale was recognized as revenue by Vendor.
B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities. The Administrative Fee must be included in, and not added to, the pricing. Vendor may not charge Participating Entities more than the contracted price to offset the Administrative Fee.
The Vendor will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Vendor’s name and Sourcewell-assigned contract number in the memo; and must be
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mailed to the address above “Attn: Accounts Receivable” or remitted electronically to Sourcewell’s banking institution per Sourcewell’s Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter.
Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract.
In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract’s expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date.
9. AUTHORIZED REPRESENTATIVE
Sourcewell's Authorized Representative is its Chief Procurement Officer.
Vendor’s Authorized Representative is the person named in the Vendor’s Proposal. If Vendor’s Authorized Representative changes at any time during this Contract, Vendor must promptly notify Sourcewell in writing.
10. AUDIT, ASSIGNMENT, AMENDMENTS, WAIVER, AND CONTRACT COMPLETE
A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5, the books, records, documents, and accounting procedures and practices relevant this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract. This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract.
B. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement, except in the case of a merger, acquisition, or sale of all or substantially all of the assets of Vendor. Such consent will not be unreasonably withheld.
C. AMENDMENTS. Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties.
D. WAIVER. If either party fails to enforce any provision of this Contract, that failure does not waive the provision or the right to enforce it.
E. CONTRACT COMPLETE. This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract, whether written or
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oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22, the terms of Articles 1-22 will govern.
F. RELATIONSHIP OF THE PARTIES. The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their respective businesses. This Contract does not create a partnership, joint venture, or any other relationship such as master-servant, or principal-agent.
11. LIABILITY
Vendor must indemnify, save, and hold Sourcewell, including its agents and employees, harmless from any claims or causes of action, including attorneys’ fees, arising out of the breach of this Contract by the Vendor or its agents or employees; this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. In no event will Vendor be liable to Sourcewell for incidental, special, exemplary, or consequential damages, including lost profits, loss of data or goodwill, service interruption, computer damage or system failure, or the cost of substitute services. Vendor’s indemnification and liability obligations to a Sourcewell Participating Entity will be as set forth in Vendor’s Terms of Service, subject to the limitations set forth therein.
Vendor’s indemnification and hold harmless obligations under this Section 11 and Section 13 below are contingent upon: (a) Sourcewell providing Vendor with prompt written notice of a claim; (b) Sourcewell providing reasonable cooperation to Vendor, at Vendor’s expense, in the defense and settlement of such claim; and (c) Vendor having sole authority to defend or settle such claim. Notwithstanding subsection (c) of this provision, Sourcewell may employ, at its sole cost and expense, separate counsel of its own choosing, but in no event Vendor will be liable for any damages or liability arising out of Sourcewell's employment of its own counsel.
12. GOVERNMENT DATA PRACTICES
Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract.
If the Vendor receives a request to release the data referred to in this article, the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request.
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13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING, AND ENDORSEMENT
A. INTELLECTUAL PROPERTY
1. Grant of License. During the term of this Contract:
a. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use theTrademark(s) provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Vendor.
b. Vendor grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Vendor’s Trademarks in advertising and promotional materials for the purpose of marketing Vendor’s relationship with Sourcewell.
2. Limited Right of Sublicense. The right and license granted herein includes a limited right of each party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively “Permitted Sublicensees”) in advertising and promotional materials for the purpose of marketing the Parties’ relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article.
Each party will be responsible for any breach of this Article by any of their respective sublicensees.
3. Use; Quality Control.
a. Sourcewell must not alter Vendor’s Trademarks from the form provided by Vendor and must comply with Vendor’s removal requests as to specific uses of its trademarks or logos.
b. Vendor must not alter Sourcewell’s Trademarks from the form provided by Sourcewell and must comply with Sourcewell’s removal requests as to specific uses of its trademarks or logos.
c. Each party agrees to use, and to cause its Permitted Sublicensees to use, the other party’s Trademarks only in good faith and in a dignified manner consistent with such party’s use of the Trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated.
4. As applicable, Vendor agrees to indemnify and hold harmless Sourcewell against any and all suits, claims, judgments, and costs instituted or recovered against Sourcewell by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Vendor in violation of applicable patent or copyright laws (“IP Claim”). Vendor will have no liability under this section to the extent that any IP Claim results from: (a) modifications to the Equipment or Products made by a party other than Vendor or a party acting on Vendor’s behalf; (b) the combination, operation or use of the Equipment or Products with equipment, devices, software or data not supplied by Vendor nor reasonably contemplated by this Contract; (c) a party’s failure to use updated or modified versions of the Equipment or Products provided by Vendor to avoid a claim; (d) Vendor’s compliance with any designs, specifications or plans provided by Sourcewell or a Participating Entity; or (e) use of the Products other than in accordance with this Contract, any additional terms agreed between Vendor and a Participating Entity, or any
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documentation provided by Vendor. Vendor’s indemnification and liability obligations to a Sourcewell Participating Entity will be as set forth in Vendor’s Terms of Service, subject to the limitations set forth therein.
5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees, will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party’s name or logo (excepting Sourcewell’s pre-printed catalog of vendors which may be used until the next printing). Vendor must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell’s written directions.
B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors, with respect to the program, publications, or services provided resulting from this Contract.
C. MARKETING. Any direct advertising or marketing campaigns with Participating Entities regarding Vendor’s Sourcewell Contract must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract.
D. ENDORSEMENT. The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services.
14. GOVERNING LAW, JURISDICTION, AND VENUE
Minnesota law governs this Contract. Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota.
15. FORCE MAJEURE
Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party’s reasonable control. A party defaulting under this provision must provide the other party prompt written notice of the default.
16. SEVERABILITY
If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed.
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17. PERFORMANCE, DEFAULT, AND REMEDIES
A. PERFORMANCE. During the term of this Contract, the parties will monitor performance and address unresolved contract issues as follows:
1. Notification. The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties.
2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management. The Vendor will have 30 calendar days to cure an outstanding issue.
3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor.
B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default:
1. Nonperformance of contractual requirements, or
2. A material breach of any term or condition of this Contract.
Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default. Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure, the non-defaulting party may:
x Exercise any remedy provided by law or equity, or
x Terminate the Contract or any portion thereof, including any orders issued against the Contract.
18. INSURANCE
A. REQUIREMENTS. At its own expense, Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an “AM BEST” rating of A- or better, with coverage and limits of insurance not less than the following:
1. Workers’ Compensation and Employer’s Liability.
Workers’ Compensation: As required by any applicable law or regulation.
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Employer's Liability Insurance: must be provided in amounts not less than listed below:
Minimum limits:
$500,000 each accident for bodily injury by accident
$500,000 policy limit for bodily injury by disease
$500,000 each employee for bodily injury by disease
2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office (“ISO”) Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent. At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract.
Minimum Limits:
$1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury
$2,000,000 aggregate for Products-Completed operations
$2,000,000 general aggregate
3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below. The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001 (2010 edition or newer), or equivalent.
Minimum Limits:
$1,000,000 each accident, combined single limit
4. Umbrella Insurance. During the term of this Contract, Vendor will maintain umbrella coverage over Workers’ Compensation, Commercial General Liability, and Commercial Automobile.
Minimum Limits:
$2,000,000
5. Network Security and Privacy Liability Insurance. During the term of this Contract, Vendor will maintain coverage for network security and privacy liability. The coverage may be endorsed on another form of liability coverage or written on a standalone policy. The insurance must cover claims which may arise from failure of Vendor’s security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data – including but not limited to, confidential or private information, transmission of a computer virus, or denial of service.
Minimum limits:
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$2,000,000 per occurrence
$2,000,000 annual aggregate
Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default.
B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract, Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract. The certificates must be signed by a person authorized by the insurer(s) to bind coverage on their behalf.
Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract.
C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell and its Participating Entities that place orders with Vendor, including their officers, agents, and employees, as an additional insured under the Vendor’s commercial general liability insurance policy with respect to liability arising out of activities, “operations,” or “work” performed by or on behalf of Vendor, and products and completed operations of Vendor. The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds.
D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors. The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Vendor or its subcontractors. Where permitted by law, Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors.
E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION. The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention.
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19. COMPLIANCE
A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold.
B. LICENSES. Vendor must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Participating Entities.
20. BANKRUPTCY, DEBARMENT, OR SUSPENSION CERTIFICATION
Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing.
Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota; the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract. Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time.
21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER
UNITED STATES FEDERAL AWARDS OR OTHER AWARDS
Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may also require additional requirements based on specific funding specifications. Within this Article, all references to “federal” should be interpreted to mean the United States federal government.
The following list only applies when a Participating Entity accesses Vendor’s Equipment, Products, or Services with United States federal funds.
A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-
1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing
020221-SAM
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regulations at 41 C.F.R. § 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” The equal opportunity clause is incorporated herein by reference.
B. DAVIS-BACON ACT, AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of $2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-federal entity must report all suspected or reported violations to the federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations (29 C.F.R. § 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-federal entity must report all suspected or reported violations to the federal awarding agency. Vendor must be in compliance with all applicable Davis-Bacon Act provisions.
C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT (40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5).
Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. This provision is hereby incorporated by reference into this Contract. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.
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Rev. 10/2020 16
D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of “funding agreement” under 37 C.F.R. § 401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 C.F.R. § 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above.
E. CLEAN AIR ACT (42 U.S.C. § 7401-7671Q.) AND THE FEDERAL WATER POLLUTION CONTROL ACT (33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of $150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401- 7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above.
F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689). A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency.
G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352). Vendors must file any required certifications. Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Vendors must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award. Such disclosures are forwarded from tier to tier up to the non-federal award. Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352).
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H. RECORD RETENTION REQUIREMENTS. To the extent applicable, Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333. The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed.
I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE. To the extent applicable, Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.
J. BUY AMERICAN PROVISIONS COMPLIANCE. To the extent applicable, Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition.
K. ACCESS TO RECORDS (2 C.F.R. § 200.336). Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor’s discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions. The right also includes timely and reasonable access to Vendor’s personnel for the purpose of interview and discussion relating to such documents.
L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322). A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency (EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired during the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines.
22. CANCELLATION
Sourcewell or Vendor may cancel this Contract at any time, with or without cause, upon 60 days’ written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor’s Proposal.
Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation.
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Rev. 10/2020 18
Sourcewell Samsara Inc.
By: __________________________ By: __________________________ Jeremy Schwartz Adam Eltoukhy
Title: Chief Procurement Officer Title: VP & General Counsel
Date: ________________________
Date: ________________________
Approved:
By: __________________________
Chad Coauette
Title: Executive Director/CEO
Date: ________________________
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ௐLQIRUPDWLRQௐDERXWௐKRZௐ6DPVDUDௐPD\ௐFROOHFWௐDQGௐXVHௐVXFKௐSHUVRQDOௐGDWDௐ Bid Number: RFP 020221 Vendor Name: Samsara Networks Inc
Bid Number: RFP 020221 Vendor Name: Samsara Networks Inc please see our Privacy Policy.
DPA: Under the GDPR, Samsara will serve as the data processor for our customers, who in turn act as the data controller.
To learn more about how Samsara processes customer data as part of this controller-to-processor relationship and our customer contracts, please see our DPA here.
Data Transfers: To comply with EU data protection legislation on international data transfer mechanisms, we self-certify under the EU-US Privacy Shield and the Swiss- US Privacy Shield as set by the U.S. Department of Commerce. These frameworks were developed to establish a way for companies to comply with data protection requirements when transferring personal data from the European Union, UK, and Switzerland to the United States. To the extent these frameworks are deemed invalid or no longer apply to Samsara, we agree to abide by and process your data in accordance with the European Commission approved Standard Contractual Clauses we include within our Data Protection Addendum to provide adequate protection for such personal data transfers.
DPIA: The GDPR requires organizations to undertake a data protection impact assessment (DPIA) where using new technologies is likely to result in a high risk to individuals. Samsara can provide supporting materials to help demonstrate your compliance with carrying out such DPIAs where you believe they are required before using our products.
Marketing Communications: Samsara collects personal data for marketing purposes only pursuant to GDPR and other applicable local laws. Marketing communications are easily opted out of at any time via this page or through the unsubscribe feature on our emails.
Security:
Protecting our customers' privacy and respecting confidential information is fundamental to our core values. Samsara products are built from the ground up with security and privacy in mind. As part of our commitment to privacy and security, we've adopted the highest standards and also conduct regular audits pursuant to the Service Organization Controls (SOC 2) reporting process to ensure our customers' data is safe and available.
Security Practices: Samsara implements the highest industry standards for encryption, storage, privacy, network, and endpoint security.
Audits: Samsara regularly conducts security audits to ensure our systems are properly safeguarded. For example, our SOC 2 reports include descriptions of our software infrastructure and the processes we have in place to keep our customers' data safe and available. We also engage independent entities to conduct application- , infrastructure-, and hardware-level penetration tests at least annually.
Incident Response: We have implemented a data breach and incident response plan. In case of an incident involving your customer data, we will inform you per the terms of your agreement with us.
Learn More: To learn more about Samsara's commitment to upholding the highest security standards, please visit www.samsara.com/security
Exceptions to Terms, Conditions, or Specifications Form
Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text.
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Bid Number: RFP 020221 Vendor Name: Samsara Networks Inc
Sourcewell Contract # 020221-SAM | Amendment #1