Agenda packet, regular meeting, first session — Santa Fe Springs City Council, June 6, 2023 (part 1 of 2)

Agenda
06-06-2023 AGENDA.PDF
Meeting Materials
06-06-2023 AGENDA PACKET.PDF

1. Documents:

2. Documents:

AGENDA

REGULAR MEETINGS OF THE SANTA FE SPRINGS

HOUSING SUCCESSOR

SUCCESSOR AGENCY

AND CITY COUNCIL
June 6, 2023
6:00 P.M.

Annette Rodriguez, Councilmember
William K. Rounds, Councilmember
Joe Angel Zamora, Councilmember
Jay Sarno, Mayor Pro Tem
Juanita Martin, Mayor
Council Chambers
11710 Telegraph Road
Santa Fe Springs, CA 90670
You may attend the City Council meeting telephonically or electronically using the following means:

Electronically using Zoom: Go to Zoom.us and click on “Join A Meeting” or use the following link:
https://zoom.us/j/521620472?pwd=U3cyK1RuKzY1ekVGZFdKQXNZVzh4Zz09 Zoom Meeting ID: 521620472 Password: 659847
Telephonically: Dial: 888-475-4499 Meeting ID: 521620472 Public Comment: The public is encouraged to
address City Council on any matter listed on the
agenda or on any other matter within its
jurisdiction. If you wish to address the City
Council, please use the "Raise Hand" function via
Zoom once the Mayor opens Public Comment
during the meeting. You may also submit
comments in writing by sending them to the City
Clerk's Office at [email protected]. All
written comments received by 12:00 p.m. the day
of the City Council Meeting will be distributed to
the City Council and made a part of the official
record of the meeting. Written comments will not
be read at the meeting, only the name of the
person submitting the comment will be
announced.

Americans with Disabilities Act: In compliance
with the ADA, if you need special assistance to
participate in a City meeting or other services
offered by this City, please contact the City Clerk’s
Office. Notification of at least 48 hours prior to the
meeting or time when services are needed will
assist the City staff in assuring that reasonable
arrangements can be made to provide accessibility
to the meeting or service.

SB 1439: Effective January 1, 2023, City Council
Members are subject to SB 1439 and cannot
participate in certain decisions for a year after
accepting campaign contributions of more than
$250 from an interested person. The Council
Member would need to disclose the donation and
abstain from voting.

Pursuant to provisions of the Brown Act, no action
may be taken on a matter unless it is listed on the
agenda, or unless certain emergency or special
circumstances exist. The City Council may direct
staff to investigate and/or schedule certain
matters for consideration at a future City Council
meeting.

Please Note: Staff reports, and supplemental
attachments, are available for inspection at the
office of the City Clerk, City Hall, 11710 E.

Telegraph Road during regular business hours
7:30 a.m.-5:30 p.m., Monday-Thursday and every
other Friday. Telephone: (562) 868-0511.

1. CALL TO ORDER

2. ROLL CALL
City of Santa Fe Springs
Regular Meetings June 6, 2023
2 Annette Rodriguez, Councilmember
William K. Rounds, Councilmember
Joe Angel Zamora, Councilmember
Jay Sarno, Mayor Pro Tem
Juanita Martin, Mayor

3. INVOCATION

4. PLEDGE OF ALLEGIANCE

5. INTRODUCTIONS

HOUSING SUCCESSOR

6. CONSENT AGENDA
Consent Agenda items are considered routine matters which may be enacted by one motion and vote. Any item may be removed from the Consent Agenda and considered separately by the Housing Successor.

Minutes of the May 2, 2023 Housing Successor Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.

SUCCESSOR AGENCY

7. CONSENT AGENDA
Consent Agenda items are considered routine matters which may be enacted by one motion and vote. Any item may be removed from the Consent Agenda and considered separately by the Successor Agency.

Minutes of the May 2, 2023 Successor Agency Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.

CITY COUNCIL

8. CONSENT AGENDA
Consent Agenda items are considered routine matters which may be enacted by one motion and vote. Any item may be removed from the Consent Agenda and considered separately by the City Council.
a. Minutes of the May 2, 2023 Special and Regular City Council Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.
b. Approval of Batting Cage Facility Concession Agreement (Community Services) Recommendation:
• Authorize the Mayor to execute the Concession Agreement with Henry Hernandez for the Operation of the Batting Cage Facility located at Little Lake Park.
c. Approval of Agreement between City of Santa Fe Springs and the Boys and Girls Club of Whittier for College Bound Program (Community Services) City of Santa Fe Springs
Regular Meetings June 6, 2023
3 Recommendation:
• Authorize the Director of Community Services to execute and sign the Agreement between the City of Santa Fe Springs and the Boys and Girls Club of Whittier to offer a College Bound Program.
d. Approval of In-kind Services Agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority (SASSFA) for Fiscal Year (FY) 2023-24 for Congregate Senior Meal Program (Community Services) Recommendation:
• Approve In-kind services agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority (SASSFA) for FY 2023-2024; and
• Authorize the Mayor to execute the In-kind services agreement. e. Exemplary Performance of Active Network Vendor Agreement (Community Services)
Recommendation:
• Continue the services with Active Network for Recreation Management Software subject to periodic review by Community Services staff. f. Approval of Code of Conduct for Community Services City Facilities, Parks and Programs (Community Services)
Recommendation:
• Authorize the Director of Community Services to adopt the Code of Conduct Administrative Policy for Community Services City Facilities, Parks and Programs in the City of Santa Fe Springs.
g. Adoption of the City’s Fiscal Year 2023-24 Investment Policy (Finance) Recommendation:
• Adopt the Investment Policy for fiscal year 2023-24.
h. Resolution No. 9870 – Adoption of Annual Appropriation (GANN) Limit for Fiscal Year 2023-24 (Finance)
Recommendation:
• Adopt Resolution No. 9870 setting the appropriation limit for Fiscal Year 2023-24.
i. Introduction of Ordinance No. 1129 Repealing and Replacing Sections 53.45 to

53.52 of Chapter 53 of Title V of the Santa Fe Springs Municipal Code Relating to Cross-Connection Control Devices (Public Works)
Recommendation:
• Introduce by title only and waive further reading of Ordinance No. 1129:

AN ORDINANCE OF THE CITY OF SANTA FE SPRINGS
REPEALING AND REPLACING SECTIONS 53.45 TO 53.52 OF
City of Santa Fe Springs
Regular Meetings June 6, 2023
4 CHAPTER 53 OF TITLE V OF THE CODE OF SANTA FE SPRINGS RELATING TO CROSS-CONNECTION CONTROL DEVICES.
j. Resolution Nos. 9866 and 9867 – Approval of Engineer’s Report (Fiscal Year 2023/24) in Conjunction with Annual Levy of Assessment for Heritage Springs Assessment District No. 2001-1 (Hawkins Street and Palm Drive) (Public Works) Recommendation:
• Adopt Resolution No. 9866, approving the Engineer’s Report (Fiscal Year 2023/24) in conjunction with the annual levy of assessments for the Heritage Springs Assessment District No. 2001-01; and
• Adopt Resolution No. 9867 declaring the City of Santa Fe Springs’ intention to provide for an annual levy and collection of assessments for Heritage Springs Assessment District No. 2001-01, and setting the public hearing for the Council meeting of July 18, 2023.
k. Resolution Nos. 9868 and 9869 – Approval of Engineer’s Report (Fiscal Year 2023/24) in Conjunction with Annual Levy of Assessments for Street Lighting District No. 1 (Public Works)
Recommendation:
• Adopt Resolution No. 9868, approving the Engineer’s Report (Fiscal Year 2023/24) in conjunction with the annual levy of assessments for Street Lighting District No. 1; and
• Adopt Resolution No. 9869, declaring the City of Santa Fe Springs’ intention to provide for an annual levy and collection of assessments for Lighting District No. 1, and setting the public hearing for the Council meeting of July 18, 2023.
l. Municipal Services Yard Warehouse and Administration Office Roof Replacement – Final Payment (Public Works)
Recommendation:
• Approve the Final Payment (less 5% Retention) to Four Seasons Roofing Inc. of Montebello, California in the amount of $270,191.36 for the subject project.
m. On-Call Professional Engineering Services for the Designs of Commercial Street Improvement Shoemaker Avenue and Broadway Avenue – Approval of Task Orders (Public Works)
Recommendation:
• Accept the Request For Quotes (RFQ’s);
• Approve Task Order No. 1 to BKF Engineers for the Design of Commercial Street Improvement Shoemaker Ave in the amount of $54,574.00; • Approve Task Order No. 24 to Onward Engineering for the Design of Commercial Street Improvement Broadway Ave in the amount of $46,825.00;
• Authorize the Interim Director of Public Works to execute two Task Orders for On-Call Professional Engineering Services with BKF Engineers and City of Santa Fe Springs
Regular Meetings June 6, 2023
5 Onward Engineering.
n. Authorization to Bid a New/Unused Ford Escape Hybrid for the Department of FireRescue Fire and Environmental Safety Inspector (Fire) Recommendation:
• Authorize the Director of Purchasing Services to solicit bids on behalf of the Department of Fire/Rescue for (1) new Ford Escape Hybrid to replace a City vehicle that was a total loss following an accident on April 26, 2023. o. Award to Regency Lighting for the Purchase of LED Roadway Street Lighting Fixtures (Finance)
Recommendation:
• Award to Regency Lighting for the purchase of LED roadway street lighting fixtures; and
• Authorize the Director of Purchasing Services to process a Purchase Order in the amount of $669,375.91 to Regency Lighting. p. Fire Station Headquarters Roof Replacement – Authorization to Advertise for Construction Bids (Public Works)
Recommendation:
• Approve adding the Fire Station Headquarters Roof Replacement Project to the Capital Improvement Plan;
• Appropriate $1,449,000 from the Capital Improvement Plan / Utility Users Tax (UUT) Fund to the Fire Station Headquarters Roof Replacement Project;
• Approve the Specifications; and
• Authorize the Interim City Engineer to advertise for construction bids. q. Adopt Resolution No. 9863 Approving the Zero Emission Bus Rollout Plan (Public Works)
Recommendation:
• Adopt Resolution No. 9863.
r. Approval of Side Letter #1 (Certification Pay) to the 2021-2024 Memorandum of Understanding Between the City of Santa Fe Springs and the Santa Fe Springs Employees Association (SFSEA) (Finance/HR)
Recommendation:
• Approve side letter #1 (Certification Pay) to the 2021-2024 Memorandum of Understanding between the City of Santa Fe Springs and the Santa Fe Springs Employees Association (SFSEA).

NEW BUSINESS

9. Introduction and Discussion of City’s Proposed Fiscal Year 2023-24 Budget (Finance) City of Santa Fe Springs
Regular Meetings June 6, 2023
6 Recommendation:
• Provide staff direction regarding revenue and expenditure matters included in the fiscal year 2023-24 proposed budget.

10. City Clerk’s Office Renovation – Authorization to Advertise for Construction Bids (Finance) Recommendation:
• Approve the Specifications for the City Clerk’s Office Renovation project; and
• Authorize the City Engineer to advertise for construction bids.

11. PRESENTATIONS
a. Introduction of the 2023 Memorial Scholarship Program Recipients and Chamber of Commerce Youth Enrichment Fund Destiny Scholarships Recipients (City Manager) b. Recognition of 2023 SFS Art Fest Sponsors and Volunteers (Community Services) c. Fire Department’s 65th Anniversary (Fire)

12. PUBLIC COMMENTS This is the time when comments may be made by members of the public on matters within the jurisdiction of the City Council, not on the agenda. The time limit for each speaker is three minutes unless otherwise specified by the Mayor.

13. CITY MANAGER’S AND EXECUTIVE TEAM REPORTS

14. APPOINTMENTS TO BOARDS, COMMITTEES, COMMISSIONS

15. COUNCIL COMMENTS/ AB1234 COUNCIL CONFERENCE REPORTING

AGENDA

REGULAR MEETINGS OF THE SANTA FE SPRINGS

HOUSING SUCCESSOR

SUCCESSOR AGENCY

AND CITY COUNCIL
June 6, 2023
6:00 P.M.

Please Note: Staff reports, and supplemental
attachments, are available for inspection at the
office of the City Clerk, City Hall, 11710 E.

Telegraph Road during regular business hours
7:30 a.m.-5:30 p.m., Monday-Thursday and every
other Friday. Telephone: (562) 868-0511.

City of Santa Fe Springs Regular Meetings June 6, 2023
2 1. CALL TO ORDER

2. ROLL CALL
Annette Rodriguez, Councilmember
William K. Rounds, Councilmember
Joe Angel Zamora, Councilmember
Jay Sarno, Mayor Pro Tem
Juanita Martin, Mayor

3. INVOCATION

4. PLEDGE OF ALLEGIANCE

5. INTRODUCTIONS

HOUSING SUCCESSOR

Minutes of the May 2, 2023 Housing Successor Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.

SUCCESSOR AGENCY

Minutes of the May 2, 2023 Successor Agency Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.

CITY COUNCIL

City of Santa Fe Springs Regular Meetings June 6, 2023
3 c. Approval of Agreement between City of Santa Fe Springs and the Boys and Girls Club of Whittier for College Bound Program (Community Services) Recommendation:
• Authorize the Director of Community Services to execute and sign the Agreement between the City of Santa Fe Springs and the Boys and Girls Club of Whittier to offer a College Bound Program.
d. Approval of In-kind Services Agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority (SASSFA) for Fiscal Year (FY) 2023-24 for Congregate Senior Meal Program (Community Services) Recommendation:
• Approve In-kind services agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority (SASSFA) for FY 2023-2024; and
• Authorize the Mayor to execute the In-kind services agreement. e. Exemplary Performance of Active Network Vendor Agreement (Community Services)
Recommendation:
• Continue the services with Active Network for Recreation Management Software subject to periodic review by Community Services staff. f. Approval of Code of Conduct for Community Services City Facilities, Parks and Programs (Community Services)
Recommendation:
• Authorize the Director of Community Services to adopt the Code of Conduct Administrative Policy for Community Services City Facilities, Parks and Programs in the City of Santa Fe Springs.
g. Adoption of the City’s Fiscal Year 2023-24 Investment Policy (Finance) Recommendation:
• Adopt the Investment Policy for fiscal year 2023-24.
h. Resolution No. 9870 – Adoption of Annual Appropriation (GANN) Limit for Fiscal Year 2023-24 (Finance)
Recommendation:
• Adopt Resolution No. 9870 setting the appropriation limit for Fiscal Year 2023-24.
i. Introduction of Ordinance No. 1129 Repealing and Replacing Sections 53.45 to

AN ORDINANCE OF THE CITY OF SANTA FE SPRINGS
REPEALING AND REPLACING SECTIONS 53.45 TO 53.52 OF
CHAPTER 53 OF TITLE V OF THE CODE OF SANTA FE SPRINGS
City of Santa Fe Springs Regular Meetings June 6, 2023
4 RELATING TO CROSS-CONNECTION CONTROL DEVICES.
j. Resolution Nos. 9866 and 9867 – Approval of Engineer’s Report (Fiscal Year 2023/24) in Conjunction with Annual Levy of Assessment for Heritage Springs Assessment District No. 2001-1 (Hawkins Street and Palm Drive) (Public Works) Recommendation:
• Adopt Resolution No. 9866, approving the Engineer’s Report (Fiscal Year 2023/24) in conjunction with the annual levy of assessments for the Heritage Springs Assessment District No. 2001-01; and
• Adopt Resolution No. 9867 declaring the City of Santa Fe Springs’ intention to provide for an annual levy and collection of assessments for Heritage Springs Assessment District No. 2001-01, and setting the public hearing for the Council meeting of July 18, 2023.
k. Resolution Nos. 9868 and 9869 – Approval of Engineer’s Report (Fiscal Year 2023/24) in Conjunction with Annual Levy of Assessments for Street Lighting District No. 1 (Public Works)
Recommendation:
• Adopt Resolution No. 9868, approving the Engineer’s Report (Fiscal Year 2023/24) in conjunction with the annual levy of assessments for Street Lighting District No. 1; and
• Adopt Resolution No. 9869, declaring the City of Santa Fe Springs’ intention to provide for an annual levy and collection of assessments for Lighting District No. 1, and setting the public hearing for the Council meeting of July 18, 2023.
l. Municipal Services Yard Warehouse and Administration Office Roof Replacement – Final Payment (Public Works)
Recommendation:
• Approve the Final Payment (less 5% Retention) to Four Seasons Roofing Inc. of Montebello, California in the amount of $270,191.36 for the subject project.
m. On-Call Professional Engineering Services for the Designs of Commercial Street Improvement Shoemaker Avenue and Broadway Avenue – Approval of Task Orders (Public Works)
Recommendation:
• Accept the Request For Quotes (RFQ’s);
• Approve Task Order No. 1 to BKF Engineers for the Design of Commercial Street Improvement Shoemaker Ave in the amount of $54,574.00; • Approve Task Order No. 24 to Onward Engineering for the Design of Commercial Street Improvement Broadway Ave in the amount of $46,825.00;
• Authorize the Interim Director of Public Works to execute two Task Orders for On-Call Professional Engineering Services with BKF Engineers and Onward Engineering.

City of Santa Fe Springs Regular Meetings June 6, 2023
5 n. Authorization to Bid a New/Unused Ford Escape Hybrid for the Department of FireRescue Fire and Environmental Safety Inspector (Fire) Recommendation:
• Authorize the Director of Purchasing Services to solicit bids on behalf of the Department of Fire/Rescue for (1) new Ford Escape Hybrid to replace a City vehicle that was a total loss following an accident on April 26, 2023. o. Award to Regency Lighting for the Purchase of LED Roadway Street Lighting Fixtures (Finance)
Recommendation:
• Award to Regency Lighting for the purchase of LED roadway street lighting fixtures; and
• Authorize the Director of Purchasing Services to process a Purchase Order in the amount of $669,375.91 to Regency Lighting. p. Fire Station Headquarters Roof Replacement – Authorization to Advertise for Construction Bids (Public Works)
Recommendation:
• Approve adding the Fire Station Headquarters Roof Replacement Project to the Capital Improvement Plan;
• Appropriate $1,449,000 from the Capital Improvement Plan / Utility Users Tax (UUT) Fund to the Fire Station Headquarters Roof Replacement Project;
• Approve the Specifications; and
• Authorize the Interim City Engineer to advertise for construction bids. q. Adopt Resolution No. 9863 Approving the Zero Emission Bus Rollout Plan (Public Works)
Recommendation:
• Adopt Resolution No. 9863.
r. Approval of Side Letter #1 (Certification Pay) to the 2021-2024 Memorandum of Understanding Between the City of Santa Fe Springs and the Santa Fe Springs Employees Association (SFSEA) (Finance/HR)
Recommendation:
• Approve side letter #1 (Certification Pay) to the 2021-2024 Memorandum of Understanding between the City of Santa Fe Springs and the Santa Fe Springs Employees Association (SFSEA).

NEW BUSINESS

9. Introduction and Discussion of City’s Proposed Fiscal Year 2023-24 Budget (Finance) Recommendation:
• Provide staff direction regarding revenue and expenditure matters included in the fiscal year 2023-24 proposed budget.

City of Santa Fe Springs Regular Meetings June 6, 2023
6 10. City Clerk’s Office Renovation – Authorization to Advertise for Construction Bids (Finance) Recommendation:
• Approve the Specifications for the City Clerk’s Office Renovation project; and
• Authorize the City Engineer to advertise for construction bids.

13. CITY MANAGER’S AND EXECUTIVE TEAM REPORTS

14. APPOINTMENTS TO BOARDS, COMMITTEES, COMMISSIONS

15. COUNCIL COMMENTS/ AB1234 COUNCIL CONFERENCE REPORTING

16. ADJOURNMENT I, Janet Martinez, City Clerk for the City of Santa Fe Springs, do hereby certify under penalty of perjury under the laws of the State of California, that the foregoing agenda was posted at the following locations; City’s website at www.santafesprings.org; Santa Fe Springs City Hall, 11710 Telegraph Road; Santa Fe Springs City Library, 11700 Telegraph Road; and the Town Center Plaza (Kiosk), 11740 Telegraph Road, not less than 72 hours prior to the meeting. 06/02/2023
Janet Martinez, CMC, City Clerk Date Posted
FOR ITEM NO. 6
PLEASE SEE ITEM NO. 8A
FOR ITEM NO. 7
PLEASE SEE ITEM NO. 8A
City Council Meeting June 6, 2023
Report Submitted By: Janet Martinez, City Clerk/ Date of Report: June 1, 2023 Fernando Munoz, Deputy City Clerk
City of Santa Fe Springs

CONSENT AGENDA
Minutes of the May 2, 2023 Special and Regular City Council Meetings

BACKGROUND
Staff has prepared minutes for the following meetings:
• Special City Council Meeting of May 2, 2023
• Regular City Council Meeting of May 2, 2023
Staff hereby submits the minutes for Council’s approval.

Tom Hatch
Interim City Manager
Attachment:

1. May 2, 2023 Special Meeting Minutes

2. May 2, 2023 Regular Meeting Minutes

RECOMMENDATION(S)
• Approve the minutes as submitted.

ITEM NO. 8A
APPROVED:

MINUTES OF THE SPECIAL MEETINGS OF THE

CITY COUNCIL
May 2, 2023

1. CALL TO ORDER
Mayor Martin called the meeting to order at 4:31 p.m.

2. ROLL CALL
Members present: Councilmembers: Rodriguez, Rounds, Zamora, Mayor Pro Tem Sarno, and Mayor Martin
Members absent: None

3. PUBLIC COMMENTS
There was no one wishing to speak during public comments.

CITY COUNCIL

CLOSED SESSION

4. PUBLIC EMPLOYMENT
(Pursuant to California Government Code Section 54957)
TITLE: City Manager
Mayor Martin recessed the meeting at 4:32 p.m.

Mayor Martin convened the meeting at 5:57 p.m.

5. CLOSED SESSION REPORT
City Attorney, Ivy M. Tsai provided a closed session report: Direction was given to staff and no reportable action was taken.

6. ADJOURNMENT
Mayor Martin adjourned the meeting at 5:57 p.m.
_____________________
Juanita Martin
Mayor
ATTEST:
_____________________
Janet Martinez Date
City Clerk
APPROVED:

MINUTES OF THE REGULAR MEETINGS OF THE

CITY COUNCIL
May 2, 2023

1. CALL TO ORDER
Mayor Martin called the meeting to order at 6:02 p.m.

2. ROLL CALL
Members present: Councilmembers/Directors: Rodriguez, Rounds, Zamora, Mayor Pro Tem/Vice Chair Sarno and Mayor/Chair Martin.

Members absent: None.

3. INVOCATION
Invocation was led by Jeffrey Alvarado from Santa Fe Springs Christian Church to lead the invocation.

4. PLEDGE OF ALLEGIANCE
Municipal Services Manager, Kevin Periman led the Pledge of Allegiance.

5. INTRODUCTIONS
Mayor Martin introduced Santa Fe Springs Chamber of Commerce members:

Diego de Lama from Farmers Insurance and Santa Fe Springs Chamber of Commerce CEO Kathie Fink.

HOUSING SUCCESSOR

Minutes of the April 4, 2023 Housing Successor Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.

It was moved by Mayor Pro Tem Sarno, seconded by Councilmember Rodriguez, to approve the minutes as submitted, by the following vote:

Ayes: Rodríguez, Rounds, Zamora, Sarno and Martin.

Nayes: None

Absent: None

SUCCESSOR AGENCY

7. CONSENT AGENDA
Consent Agenda items are considered routine matters which may be enacted by one motion and Minutes of the May 2, 2023 Housing Successor, Successor Agency, and City Council Meetings

Page 2 ends

vote. Any item may be removed from the Consent Agenda and considered separately by the Successor Agency.

Minutes of the April 4, 2023 Successor Agency Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.

It was moved by Councilmember Rounds, seconded by Councilmember Zamora, to approve the minutes as submitted, by the following vote:

Ayes: Rodríguez, Rounds, Zamora, Sarno and Martin.

Nayes: None

Absent: None

CITY COUNCIL

8. CONSENT AGENDA
Consent Agenda items are considered routine matters which may be enacted by one motion and vote. Any item may be removed from the Consent Agenda and considered separately by the City Council.
a. Minutes of the April 4, 2023 Regular City Council Meetings (City Clerk) Recommendation:
• Approve the minutes as submitted.
b. Department of Fire-Rescue, Medical Director – Award of Contract (Fire) Recommendation:
• Authorize the City Manager to enter into professional services agreement with Kevin Andruss, MD, FACEP, and award contract for the position of Medical Director for the Department of Fire-Rescue in the amount of $36,000 per contract year.
c. Amendment Number 1 to Agreement with Merchants Landscape Services, Inc. to Exercise One-Year Extension (Public Works)
Recommendation:
• Approve Amendment Number 1 to exercise a one-year extension to the agreement with Merchants Landscape Services, Inc.; and
• Authorize the Mayor to execute Amendment Number One.
d. Local Return Funds – Approve the Allocation of Local Transit Return Funds to the Residential Street Improvements Slurry Seal 2022, and Residential Street Improvements South of Florence Avenue (Triangle), and Longworth Avenue (Orr & Day Road to Harvest Avenue) (Public Works)
Recommendation:
• Approve the allocation of Measure R and Prop C Local Transit Return Funds in the amount of $297,300 to the Utility User Tax (UUT) Capital Improvement fund for Residential Street Improvements Slurry Seal 2022 project (PW220008); and
• Approve the allocation of Measure M Local Transit Return Funds in the amount of $258,900 to the Utility User Tax (UUT) Capital Improvement fund Residential Street Improvements South of Florence Avenue (Triangle) and Minutes of the May 2, 2023 Housing Successor, Successor Agency, and City Council Meetings

Page 3 ends

Longworth Avenue (Orr & Day Road to Harvest Ave) (PW220002). e. Rosecrans/Marquardt Avenues Grade Separation Project - Cooperative and Funding Agreement Amendment No. 1 (Public Works)
Recommendation:
• Authorize the Mayor to sign a Cooperative Amendment No. 1 in final form reviewed and approved by the City Attorney to the Funding Agreement for the Rosecrans/Marquardt Grade Separation Project between the Los Angeles County Metropolitan Transportation Authority and the City of Santa Fe Springs.
f. Los Nietos Playground Improvements – Final Payment (Public Works) Recommendation:
• Approve the Final Payment to Miracle Recreation of Dallas Texas for the full amount of $410,441.61 for the subject project; and
• Authorize the Interim Director of Public Works to approve the Miracle Recreation invoice No. 849573 for Purchase Order No. 2220110 as the Final Payment for this playground improvement project (PW220103). g. Backflow Prevention and Cross Connection Control Specialist Services - Professional Services Agreement with waterTALENT (Public Works) Recommendation:
• Approve and authorize the Mayor to execute the Professional Services Agreement with waterTALENT for a Cross Connection Control Specialist. h. Authorize the Purchase of One (1) 2023 Electric Ford Transit Van from A-Z Bus Sales and Appropriate $106,900 from AQMD Funds to Fund this Purchase (Public Works)
Recommendation:
• Authorize the purchase of (1) Electric Ford Transit Van by awarding an order to A-Z Bus Sales; and
• Appropriate $106,900 from AQMD funds to fully fund this purchase; and • Authorize the Director of Purchasing Services to process a Purchase Order in the amount of $106,900 to A-Z Bus Sales.
i. City Hall LED Lighting Retrofit Project (Public Works) Recommendation:
• Appropriate $60,000 from General Funds to a 9000 account; and • Approve the transfer of funds to a 9000 account.
j. Quarterly Treasurer’s Report of Investments for the Quarter Ended March 31, 2023 (Finance)
Recommendation:
• Receive and file the report.
k. Authorize the Purchase of Microsoft Office Software Licenses (Finance) Recommendation:
• Authorize the Director of Purchasing Services to issue a purchase order to Minutes of the May 2, 2023 Housing Successor, Successor Agency, and City Council Meetings

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GovConnection, Inc. in the amount of $42,883.05 to acquire 105 software licenses for Microsoft Office software.
l. Appropriate Funds for and Authorize the Purchase of a 3-Year Enterprise Protection Contract (Finance)
Recommendation:
• Authorize the purchase of a 3-year Enterprise Protection service contract; and
• Appropriate $60,000 from the General Fund unassigned reserves to account number 10129000-521000; and
• Authorize the Director of Purchasing Services to issue a purchase order to GovConnection, Inc. in the amount of $59,902.28 for this purchase. m. Approval and Adoption of City of Santa Fe Springs Transportation Study Guidelines (Planning)
Recommendation:
• Find and determine that the project is Statutorily Exempt pursuant to Sections 15378(b)(5) and 15061(b)(3) of the California Environmental Quality Act (CEQA); and
• Adopt Resolution No. 9861 to approve and adopt the City of Santa Fe Springs Transportation Study Guidelines, based on the information and findings contained within the staff report.
n. Introduction of Ordinance No. 1128 Amending Chapter 95 of Title IX of the Santa Fe Springs Municipal Code Relating to Public Nuisances (Police Services) Recommendation:
• Introduce by title only and waive further reading of Ordinance No. 1128:

AN ORDINANCE OF THE CITY OF SANTA FE SPRINGS AMENDING
CHAPTER 95 (PROPERTY MAINTENANCE) OF TITLE IX OF THE CODE OF SANTA FE SPRINGS RELATING TO PROPERTY MAINTENANCE.

It was moved by Councilmember Rodriguez, seconded by Mayor Pro Tem Sarno to approve Items 8A through 8N, by the following vote:

Ayes: Rodríguez, Rounds, Zamora, Sarno and Martin.

Nayes: None

Absent: None

NEW BUSINESS

9. Resolution No. 9862 – Increasing the Compensation for Members of the Planning Commission and Traffic Commission (City Manager/Finance) Recommendation:
• Adopt Resolution No. 9862 increasing the compensation to Planning Commission and Traffic Commission members from $50 dollars to $100 dollars, per meeting attended.

Finance and Administrative Intern, Oscar Jimenez provided a brief presentation on Item No. 9
Minutes of the May 2, 2023 Housing Successor, Successor Agency, and City Council Meetings

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It was moved by Councilmember Rounds, seconded by Councilmember Rodriguez, to adopt Resolution No 9862 increasing the compensation to Planning Commission and Traffic Commission members from $50 dollars to $100 dollars, per meeting attended, by the following vote:

Ayes: Rodríguez, Rounds, Zamora, Sarno and Martin.

Nayes: None

Absent: None

10. PRESENTATIONS
a. Introduction of Dr. Ramiro Rubalcaba, Superintendent of Los Nietos School District (Community Services)
b. Proclaiming May 14-20, 2023 as “National Police Week” (Police Services) c. Proclaiming May 15, 2023 as Santa Fe Springs History Day – Celebrating 66th Anniversary as a Municipal Government Agency (Community Services) d. Proclaiming the month of May 2023 as “Older Americans Month” in the City of Santa Fe Springs (Community Services)

11. PUBLIC COMMENTS
The following members of the public were present to make a comment: Bruce Crow, Lee Squire, Ryan Greenhat, and Stella Bastida.

12. CITY MANAGER’S AND EXECUTIVE TEAM REPORTS
• Director of Community Services, Maricela Balderas spoke in regards to the Volunteer Recognition Dinner and the SFS Art Fest. She provided and updated schedule for the City’s Wading Pools, and spoke about the number of taxes returns completed by the tax assistance program. Lastly, she spoke about the “Rockets & Robots” event at the City Library.
• Director of Finance and Administration, Travis Hickey spoke about the quarterly treasurer’s report. He also spoke about sales tax and incoming revenues. Lastly, he covered current market themes and briefly elaborated on portfolio performance. • Fire Chief, Chad Van Meeteren spoke about the paramedic program audit. • Director of Police Services, Dino Torres spoke in regards to the household bulky item pickup program.
• Director of Planning, Wayne Morrell provided an update on the Melia Homes that are currently being constructed off Florence Avenue.
• Interim Director of Public Works, Yvette Kirrin provided a brief update on the Capital & Maintenance projects such as Roof Replacement Projects at the Municipal Services Yard and Betty Wilson Center. She also spoke in regards to the City Hall LED Retrofit project, which includes a Southern California Edison one-time incentive for $10k. She also provided an update on the Los Angeles County Led – Carmenita Rd/Telegraph Rd Intersection Improvements which is slated to start in May 2023. Lastly, she provided an update on the I-5 Excess Parcels Weed Abatement Activity.

13. APPOINTMENTS TO BOARDS, COMMITTEES, COMMISSIONS
No appointments were made.

14. COUNCIL COMMENTS
Councilmember Rodriguez thanked staff, Council and volunteers for the Volunteer Recognition Dinner. She expressed her condolences to the Arias family for their loss. She Minutes of the May 2, 2023 Housing Successor, Successor Agency, and City Council Meetings

Page 6 ends

thanked staff for Art Fest and everyone that attended the event. She expressed her gratitude to the police officers for their attendance. She also expressed her appreciation for the weed abatement by the I-5 Freeway. Lastly, wished everyone a Happy Mother’s Day.

Councilmember Rounds recognized Director of Finance and Administrative Services, Travis Hickey managing the City’s investments. He recognized and expressed the appreciation and support to the police officers who serve the City. He wished everyone a Happy Mother’s Day.

Councilmember Zamora wished everyone a Happy Mother’s Day. He also spoke in regards to National Police Week and recognized police officers for their service. He also recognized the military for their service. Lastly, he expressed his condolences to the Arias family for their loss.

Mayor Pro Tem Sarno expressed his condolences to the Arias family. He also thanked the police officers for protecting the community. He wished everyone a Happy Mother’s Day and recognized staff for the Art Fest event.

Mayor Martin thanked all officers for their service, also recognized the Fire Department and public safety officers. She also expressed her condolences to the Arias family for their loss.

15. ADJOURNMENT
Mayor Martin adjourned the meeting at 7:24 p.m.in memory of Enrique Arias and Josie Madrid.
_____________________
Juanita Martin
Mayor
ATTEST:
_____________________
Janet Martinez Date
City Clerk
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Gus Hernandez Date of Report: June 1, 2023 Community Services Department
City of Santa Fe Springs

CONSENT AGENDA
Approval of Batting Cage Facility Concession Agreement

BACKGROUND
At the City Council meeting held on January 8, 2015, the City Council entered into a Concession Agreement with Henry Hernandez for the operation of the City’s Batting Cages Facility located at Little Lake Park. The original concession agreement term with Mr. Hernandez was five years, with two one-year extensions totaling seven years.

Mr. Hernandez has contributed extensive time, money, and labor to the restoration of the batting cages per the terms of the agreement. The current concession agreement expired on January 8, 2023.

At the City Council meeting held on October 4, 2022, the City Council directed staff to negotiate a contract renewal with the current contractor. Staff has negotiated a new agreement, and that agreement is before you at tonight’s meeting.

The term of the agreement is for five years, with (2) two one-year extensions, totalling (7) seven years.

FISCAL IMPACT
Mr. Hernandez will invest approximately $90,000 over the term of the agreement to make improvements to the batting cages. Additionally, Mr. Hernandez will pay the City a monthly flat-rate fee of $250 per month ($3,000 annually), and will continue to pay for electricity at the end of each month. The City will save approximately $70,000 annually by having Mr. Hernandez operate the batting cages.

INFRASTRUCTURE IMPACT
Mr. Hernandez will make substantial improvements to the batting cages throughout the course of the agreement. Those improvements include installing new pitching wheels and all pitching machines, installing new motors on all pitching machines, installing new feeders and motors, installing new pinch rollers, installing new pitching machines, installing new light boxes, installing new circuit boards, installing new ball troughs, ball sorter and ball hopper, installing a new conveyer system, installing new netting, procuring new baseballs and softballs regularly, procuring new bats and helmets as needed, and installing new home plate mats. Additionally, Mr. Hernandez will continue to paint the wrought iron fencing around the perimeter as needed, and will continue to remove trash, empty trash bags, and procure trash bags daily.

RECOMMENDATION(S)
• Authorize the Mayor to execute the Concession Agreement with Henry Hernandez for the Operation of the Batting Cage Facility located at Little Lake Park.

ITEM NO. 8B
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Gus Hernandez Date of Report: June 1, 2023 Community Services Department
City of Santa Fe Springs
The City will maintain the common area outside the batting cages, including the restrooms, walkway, walkway lighting, and landscaping. The City will also maintain landscaping in the common area inside of the facility.

LEGAL REVIEW
The City Attorney has reviewed the proposed Concession Agreement between Mr.

Henry Hernandez and the City of Santa Fe Springs.

Tom Hatch
Interim City Manager
Attachment(s):

1. Agreement
1 CITY OF SANTA FE SPRINGS

CONCESSION AGREEMENT
This Concession Agreement (“AGREEMENT”) is made and entered into as of June 7, 2023 (“the EFFECTIVE DATE”), by and between the City of Santa Fe Springs, a California municipal corporation (“CITY”), and Henry Hernandez (“CONCESSIONAIRE”).

RECITALS
A. CITY and CONCESSIONAIRE previously entered into a concession agreement on January 8, 2015, for CONCESSIONAIRE to operate a batting cages facility in a CITY park.

B. The CITY and CONCESSIONAIRE desire to enter into this AGREEMENT for CONCESSIONAIRE to continue operating the batting cages facility subject to the terms and conditions of this AGREEMENT.

AGREEMENT

1. PREMISES
CONCESSIONAIRE shall be allowed to operate the premises described in Exhibit “A,” subject to the terms and conditions of this AGREEMENT. CONCESSIONAIRE will manage and administer CITY's batting cages facility at Little Lake Park located at 10900 Pioneer Boulevard, Santa Fe Springs, CA at the north end of the park, adjacent the parking lot just east of Pioneer Boulevard. The batting cages opened in 1994 and has nine (9) batting stations. Five (5) stations have dual pitching machines, which allows the batter a choice of baseballs or softballs; two (2) stations are for solely fast pitch baseball and the remaining two (2) stations are fast pitch softball. Adjacent to the cages is a pitching and hitting area with three (3) separated bull pen areas that are ideal for private lessons. There is also an office building on the premises. The public will be authorized the use of and ingress and egress across all the premises and also to buildings and facilities subject to reasonable restrictions and conditions.

2. TERM AND OPTION
A. Term.

The term of this AGREEMENT is from the EFFECTIVE DATE of this AGREEMENT and shall continue for a term of five (5) years.

B. Period of Extension.

CITY may, at CITY’s option, extend the term of this AGREEMENT for a maximum of two one-year extensions.

3. NATURE OF CONCESSION
CONCESSIONAIRE agrees to comply with all the following conditions:
2 A. Hours of Operation.

CONCESSIONAIRE must at all times maintain a written schedule delineating the operating hours of the batting cages facility. The hours of operation must comply with Exhibit “B.”
B. Rent.

CONCESSIONAIRE will pay a flat rate monthly rent of $250.00, not including electricity, due at the end of each month.

C. Capital Improvements.

CONCESSIONAIRE agrees to make the following capital improvements at its own expense and in accordance with Section 7 of this AGREEMENT.

Unless otherwise agreed to in writing by CITY and CONCESSIONAIRE, all improvements made must permanently remain at the Little Lake Park Batting Cages, and become property of the City of Santa Fe Springs. The following identifies the capital improvements needed and that will be conducted by CONCESSIONAIRE:
1) Install new pitching wheels on all pitching machines (total of 28) 2) Install new motors for pitching machines
3) Install new feeders with motors
4) Install new pinch rollers as needed
5) Replace and install new pitching machines (total of 9) 6) Install new Light Boxes (total of 9)
7) Install New Circuit Boards (total of 9)
8) Install new ball troughs and ball sorter
9) Install new ball hopper
10) Install new conveyer system
11)Install new netting, including canopy netting, side panel netting, backstop netting, and netting in front of pitching machines as needed 12)New balls for all cages (replaced regularly, as needed) 3 13)New rental bats and helmets (replacing any broken, damaged, or unsafe equipment as needed)
14)Replace home plate mats as needed
15)Paint wrought iron fence around perimeter as needed
16)Ensure that safety signage, including cage numbers, and rules, are installed to manufacturers specifications
17) Ensure that security cameras are in working condition 18) Install one monitor for viewing of televised games and ensure that the monitors are in working condition
19) Clean-up facility (removal of accumulated trash, leaves, etc.) 20) Ensure that vending machine(s) for drinks and snacks are available for the public.
21)Ensure that advertising signage located at the entrance of the batting cages, and at the parking lot, is in good working condition and to the City’s sign standards.

D. Operation of Facilities.

CONCESSIONAIRE will operate and manage the facilities in a competent and efficient manner at least comparable to other well-managed batting cages facilities and practice facilities of similar type in the Greater Los Angeles vicinity.

E. Maintenance of Facilities.

CONCESSIONAIRE will maintain and perform all repairs to the facility, including maintenance of pitching machines, netting, timers, and lighting and will perform basic maintenance to the facility including walkways and seating areas, as well as trash removal.

F. Personnel.
1) CONCESSIONAIRE will at all times retain active, qualified, competent, and experienced personnel to supervise CONCESSIONAIRE’s operations at the premises and to represent and act for CONCESSIONAIRE at the premises.
2) CONCESSIONAIRE agrees that in order to ensure a safe sports program and to protect participants, CONCESSIONAIRE will conduct criminal background checks at CONCESSIONAIRE’s expense on all employees, or 4 volunteers, 18 years and older. CONCESSIONAIRE also agrees that failure of an individual to submit to a required criminal background check will result in prohibiting said individual from employment. CONCESSIONAIRE agrees to make every effort to prevent an individual with a history of dangerous criminal behavior from having contact with children or vulnerable adults who are participating in the League.
3) CONCESSIONAIRE must require its attendants and employees to be dressed properly, clean, courteous, efficient, and neat in appearance at all times.
4) CONCESSIONAIRE must maintain a close check of attendants and employees to ensure the maintenance of a high standard of service to the public. CONCESSIONAIRE must replace any employee for good cause pursuant to applicable federal and state laws.

G. Cost of Operation.

CONCESSIONAIRE will assume the full cost of operating the facility, including staff, insurance, electricity, telephone/internet access, custodial, minor building and facility maintenance (under $500 per incident) and upkeep.

H. Common Area.

CITY will maintain the common area outside the batting cages, including the restrooms, walkway, walkway lighting, and landscaping. CITY will maintain landscaping in the common area inside of the batting cage areas CONCESSIONAIRE to empty all trash bags daily, and to procure trash bags for trash cans on a daily basis.

I. Coordination of Concessions.

CONCESSIONAIRE will be responsible for the coordination of any concessions within the facility. CONCESSIONAIRE must obtain the approval of the Director of Community Services prior to the installation any vending machine(s) on the premises. If approval if granted by the Director of Community Services, the installation and maintenance of aforementioned vending machine(s) will be done at the cost of CONCESSIONAIRE.

J. Publicity and Programs.

CONCESSIONAIRE is responsible for the marketing of its programs and facility and all costs associated with said marketing, with the exception of the City's Quarterly Activities, Class Schedule & Programs Guide. CONCESSIONAIRE will be notified of the due dates for all information contained in the Quarterly Guide, and will be expected to submit information as required to meet the CITY’s publication schedule.
5 K. Prices.

A schedule of prices charged for all goods and/or services supplied to the public on the premises must also be maintained. All prices charged for goods and/or services supplied to the public must be fair and reasonable, based upon the following considerations:
1) CITY’s primary purpose for entering into this AGREEMENT is to promote development of, and make available, recreational facilities and services for the benefit of the public; and
2) CONCESSIONAIRE will be entitled to charge prices for the goods, accommodations, and services offered in accordance with this AGREEMENT that are reasonable and consistent with market prices charged but other competing and/or comparable businesses in the greater Los Angeles vicinity provided, however, that charges for the use of the batting cages and practice facilities must comply with Exhibit “B.”

4. INDEPENDENT CONTRACTOR
In its performance hereunder, CONCESSIONAIRE shall at all times be deemed an independent contractor and not an agent or employee of the CITY.

CONCESSIONAIRE, its employees, agents, subcontractors, and volunteers shall have no power to bind or commit the CITY to any decision or course of action, and shall not represent to any person that they have such power and/or authority.

5. INSURANCE
A. CONCESSIONAIRE agrees that at all times during the term of this agreement it will maintain, at his own expense, a policy or policies of insurance that will insure and indemnify CITY, the City Council, both present and future, and each member thereof, and every officer, employee, and member of Commissions, Advisory Committees, and Boards of the CITY against liability or financial loss resulting from injury occurring to persons and property in or about the property in or about the property by reason of the use and occupation by CONCESSIONAIRE or by any other person or persons on the property in an amount not less than $1,000,000 combined single limit bodily injury and property damage each damage or occurrence.

B. The CONCESSIONAIRE must maintain Worker’s Compensation limits as required by the State of California and Employers Liability with limits of at least $1,000,000.

C. The policy will be the primary coverage for CONCESSIONAIRE and additional insureds.
6 D. The policy must provide Comprehensive General Liability Protection and must include, among other types of coverage, Contractual Liability and Products Liability.

E. The policy must provide insurance in the aforementioned amount on account of liability imposed upon the CONCESSIONAIRE by law for damage caused by negligent act, error or omission of CONCESSIONAIRE or any person for whose acts CONCESSIONAIRE is liable arising out of the conduct of the terms of this AGREEMENT.

F. The CITY, the City Council and each member thereof, present and future, and every officer, agent and employee of the CITY and every member of its Commissions, Advisory Committees, and Boards must be named as additional insureds on the policies. The policy must be issued by an insurer rated in Best’s Insurance Guide with a financial rating of Class V or better. The policy must provide that the insurance coverage will not be canceled or reduced by the insurance carrier without the CITY having been given thirty (30) days prior written notice by the carrier. CONCESSIONAIRE agrees that it will not cancel or reduce insurance coverage without CITY having been given thirty (30) days prior written notice by CONCESSIONAIRE.

G. At all times during the term of this AGREEMENT, CONCESSIONAIRE must maintain on file with the CITY, a certificate of the insurance carrier or carriers showing that the insurance is in effect in the amount required above.

Notwithstanding any other provisions of this AGREEMENT to the contrary, CONCESSIONAIRE does not have the right to possession of the property until the certificate is filed with the CITY.

H. The Certificate of Insurance should be submitted annually fifteen (15) days prior to expiration of the insurance, to the Community Services Department for verification.

6. IDEMNITY
CONCESSIONAIRE will indemnify, defend (by legal counsel reasonably acceptable to the City Attorney), and hold harmless CITY, the City Council, each member thereof, present and future, its officers, agents and employees, and every member of its Commissions, Advisory Committees, and Boards, from and against any and all liability, expenses, including defense costs and legal fees, and claims for damages whatsoever, including, but not limited to, bodily injury, personal injury, death, or property loss or damage arising from or related to acts or omissions of CONCESSIONAIRE, his employees, agents, invitees, subcontractors or vendors, of its services, except for liability resulting solely from the negligence or willful misconduct of CITY, its officers, employees, or agents.
7 7. ALTERATIONS AND IMPROVEMENTS
CONCESSIONAIRE agrees to make the alterations and improvements identified in Section 3(C) of this AGREEMENT in accordance with the following terms and conditions:

A. Construction Approval.

CONCESSIONAIRE may not construct any building, structure, or other improvement on the premises unless the plan showing the location and construction plans and specifications are first approved by the Director of Community Services, the Director of Planning, and the Director of Public Works.

B. Standards.
1) Any construction must be done in accordance with CITY’s Building Code and must be constructed of all new or commercially-acceptable material, as approved by CITY.
2) CONCESSIONAIRE must obtain building permits from the Director of Planning as required by CITY’s Code of Ordinances.
3) CONCESSIONAIRE must prepare final plans and specifications substantially conforming to the preliminary approved by the Director of Community Services and deliver to the Department of Planning one complete set as approved by all government agencies of CITY having jurisdiction over the project. Changes from the preliminary plans will be considered to be within the scope of the preliminary plans if they are not substantial or if they are made to comply with suggestions, requests, or requirements of a governmental agency of CITY in connection with the application for permit approval. Any work that does not comply with the approval final plans and specifications, or that does not comply with all applicable laws and regulations, including, but not limited to, building and safety codes and environmental laws, will be promptly redone at CONCESSIONAIRE’s cost and expense.
4) CONCESSIONAIRE must notify the Director of Community Services of CONCESSIONAIRE’s intention to commence construction or bring any building materials onto the premises. CITY will have the right to post and maintain on the premises any notices of non-responsibility provided for under applicable law, and to inspect the premises in relation to the construction at all reasonable times.

C. Changes and Alterations.

All changes and alterations will be of such a character that, when completed, the value and utility of the building, structure, or other improvement 8 changed or altered by the changes or alterations, will not be less than the value and utility immediately before the change or alteration.

D. Workmanlike Manner.

All work done in connection with any changes or alterations must be performed in a good and workmanlike manner and with due diligence.

E. Improvements.

CONCESSIONAIRE may not remove or demolish, in whole or in part, any improvement upon the premises without the prior written consent of CITY, which may, at its sole discretion, condition its consent upon the obligation of CONCESSIONAIRE to replace the improvement, in whole or in part.

F. Further Acts.

CITY, upon written request of CONCESSIONAIRE, will execute any instruments as may be reasonably necessary to subject CITY’s fee interest in the premises to easements for the installation, maintenance, repair, and replacement of normal utilities to service the premises; provided, however that CITY will incur no out-of-pocket costs, liabilities, obligations, or expenses as a result of the granting for the installation, maintenance, repair, or replacement of utilities during the term of this AGREEMENT.

G. Payment for Utility Services.

CONCESSIONAIRE must pay all charges for electricity and telephone services. All utility services must be billed in CONCESSIONAIRE’s name.

H. Damage to or Destruction of Improvements.

In the event of damage to, or destruction of, CONCESSIONAIREconstructed facilities, or if improvements located within the premises are declared unsafe or unfit for use or occupancy by a public entity with the authority to make and enforce declaration, CONCESSIONAIRE must within fifteen days, commence and diligently pursue to complete the repair, replacement, or reconstruction of improvements necessary to permit full use and occupancy of the premises for the purposes required by this AGREEMENT. Repair, replacement, or reconstruction of improvements within the premises must be accomplished according to plans approve by the Director of Community Services.
9 8. LIENS
A. Payment of Liens.

Subject to CONCESSIONAIRE’s right to contest the same as provided herein, CONCESSIONAIRE agrees that it will pay as soon as due all mechanics, laborers, materialmen, contractors, subcontractors, or similar charges, and all other charges whatever nature which may become due, attached to or payable on the premises for any structure or other improvements thereon, from and after the date that this AGREEMENT is executed, or as a result of any work performed on the premises by CONCESSIONAIRE or any of CONCESSIONAIRE’s agents, employees, or contractors prior to that date. CONCESSIONAIRE will not be responsible for any charges arising from work performed on the premises by the CITY’s employees or agents.

B. No Agency.

CONCESSIONAIRE is not in any respect an agent of CITY, nor is CONCESSIONAIRE authorized to do any act or to make any contract encumbering or in any manner affecting the title or rights of CITY in or to reversionary interest of CITY in the premises or the improvements thereon.

C. Discharge of Liens
If any mechanics’ or other liens are filed against the premises or an interest therein, which are caused by CONCESSIONAIRE’s conduct, CONCESSIONAIRE must cause the same to be discharged of record within ninety (90) days after the date of filing the same, or otherwise free the premises from the effect of the claim of lien and any action brought to foreclose the lien; or CONCESSIONAIRE must promptly furnish to CITY a bond in an amount and issued by a surety company satisfactory to CITY, securing CITY against payment of the lien and against any and all loss or damage whatsoever in any way arising from the failure of CONCESSIONAIRE to discharge the lien.

D. Contest of Liens.

CONCESSIONAIRE will have the right to contest any liens in good faith and with due diligence, provided that during the time CONCESSIONAIRE contests the liens, CONCESSIONAIRE must furnish CITY with a bond in an amount and issued by a surety company satisfactory to CITY securing CITY against payment of the lien and against any and all loss or damage whatsoever in any way arising from the failure of CONCESSIONAIRE to discharge the lien, and provided further the CONCESSIONAIRE must fully pay and immediately discharge the amount of any final judgment rendered against CITY or CONCESSIONAIRE in any litigation involving the enforcement of the liens or their validity, provided that the lien(s) arose from CONCESSIONAIRE’s conduct.
10 E. Failure to Discharge.

In the event of CONCESSIONAIRE’s failure to discharge liens arising from its conduct, to satisfy any uncontested lien within the ninety (90) day period, or to pay and satisfy any judgment, CITY may, but is not obligated to, pay the amount inclusive of any interest and any costs assessed against CONCESSIONAIRE in the litigation, or may discharge the lien by contesting its validity, or by any other lawful means.

9. SAFETY REQUIREMENTS AND OPERATIONS
A. Safety Hazards.

All work performed under this AGREEMENT must be performed in a manner that meets or exceeds all State of California safety regulations. The CITY reserves the right under California law to issue restraining or cease and desist orders to CONCESSIONAIRE when unsafe or harmful acts are observed or reported relating to, or connected with CONCESSIONAIRE’s performance under this AGREEMENT.

B. Hazard Free Premises.

CONCESSIONAIRE must maintain the premises free of hazards to persons and/or property resulting from operations. Any hazardous condition noted by the CONCESSIONAIRE, at any place on the premises that is not a result of CONCESSIONAIRE’s operations, must be reported to CITY as soon as reasonably possible.

10. MAINTENANCE AND REPAIR
A. Preservation of Premises.

CONCESSIONAIRE must at its sole cost and expense, throughout the term of this AGREEMENT, maintain, and as reasonably necessary, remodel, refurbish, or otherwise preserve the buildings, structures, other improvements, equipment, fixtures and signs on the premises in a safe, clean, and sanitary condition and in compliance with all requirements of law. CONCESSIONAIRE must also conduct its operations on the premises, using the best known available and practical devices and facilities, to reduce as much as is reasonably able to, considering the nature and extent of CONCESSIONAIRE’s operations, the emanating from the premises of noise, vibration, movements of air, fumes, and odors so as not to interfere unreasonably with the use of other adjoining premises. 11 B. Inspection.

CITY, by its officers, employees, agents, representatives, and contractors, has the right at all reasonable times to enter upon the premises for the purpose of inspecting the premises for any maintenance violations. CONCESSIONAIRE must correct each and every violation as soon as possible but no later than seventy-two (72) hours after being informed in writing by the CITY of the maintenance violations.

C. Corrections.

If CONCESSIONAIRE fails to correct any unsafe, unclean, or unsanitary condition within seventy-two (72) hours after being notified in writing to do so by CITY, CITY has the right, but not the obligation, to enter the premises and remedy the condition or conditions and charge the cost to CONCESSIONAIRE without any liability for any resulting business loss or damage. In the event of an emergency, CITY has the right, but not the obligation, to immediately enter the premises to remedy any unsafe, unclean, or unsanitary condition and charge the cost to CONCESSIONAIRE. CITY will notify CONCESSIONAIRE of the emergency as soon as reasonably possible.

D. Maintenance.

CONCESSIONAIRE must paint, clean, and reasonably preserve and refurbish the surfaces of the interior and exteriors of all buildings, structures, and work areas on the premises.

11. TITLE
A. Surrender of Possession.

At the expiration of the term of this AGREEMENT or upon earlier termination, this AGREEMENT will terminate without further notice and CONCESSIONAIRE must immediately surrender possession of the premises to CITY, and all structures and other improvements must remain.

B. Removal.

No structures or other improvements may be removed from the premises or voluntarily destroyed or damaged during the term of this AGREEMENT without prior written consent of the City Manager, which may be granted or withheld in the sole discretion of the City Manager.
12 C. Personal Property.

Any and all personal property, not attached to or installed in any building, structure, or other improvement that CONCESSIONAIRE places in, upon, or about the premises during the term may be removed prior to the expiration of the term of this AGREEMENT and will, as between CITY and CONCESSIONAIRE, be and remain the personal property of CONCESSIONAIRE.

D. Utility Fixtures.

Notwithstanding any terms to the contrary contained in this AGREEMENT, any and all lighting, plumbing, air cooling, air conditioning, heating and ventilating equipment (“Utility Fixtures”) are deemed to be part of the realty, and regardless of whether or not any item or equipment can be removed without structural damage to the building, structure, or improvement in which it is installed, no Utility Fixture may be removed from any buildings, structures, or other improvements, except for repairs, alterations, and replacement with like equipment, without the consent of CITY, and all Utility Fixtures must remain as a part of the realty at the expiration or termination of the term of this AGREEMENT.

12. ASSIGNMENT AND SUBLETTING
CONCESSIONAIRE may not sublet all or any part of the premises, or assign this AGREEMENT or any interest in the premises, without first obtaining the written consent of CITY. The giving of any consent will not be a waiver of any right to object to further or future assignments or subleases, consent to which must be first obtained in writing from CITY. Any assignment of this AGREEMENT to an assignee approved by CITY will not relieve the assignor of any liability under this AGREEMENT arising after the effective date of the assignment unless CITY expressly and in writing releases the assignor, assignor will remain fully liable under this AGREEMENT during the entire unexpired term. CITY will have forty-five (45) days to approve or disapprove any proposed sublease, assignment, or transfer submitted by CONCESSIONAIRE.

13. COMPLIANCE WITH LAW
A. Operation.

CONCESSIONAIRE must conduct all operations in accordance with, and comply with, and must cause all sub-leases, permitees, licensees, assignees, and/or concessionaires to conduct all operations in accordance with, and comply with, all federal, state, and local laws, ordinances, and rules and regulations applicable to the business, whether now in effect or hereafter adopted (including, without limitation, those of the City of Santa Fe Springs, the County of Los Angeles, the State of California, and the United States of America), including, but not limited to, compliance with all technical construction codes adopted by the City of Santa Fe Springs, and all rules and regulations adopted for the operation of the premises, 13 to the extent CONCESSIONAIRE is able to control the conduct of third parties by means of reasonable efforts.

B. Notice of Default.

If CITY determines that CONCESSIONAIRE is in default in the performance of any of the terms or conditions of this AGREEMENT, CITY shall serve CONCESSIONAIRE a written notice of the default. CONCESSIONAIRE shall have thirty (30) days after service of said notice to cure the default. If, however, any default cannot be physically corrected within thirty (30) days, and if CONCESSIONAIRE has commenced to remedy the default promptly after the receipt of notice, and continuously and diligently proceeds in good faith to eliminate the default, then the period for correction will be extended as reasonably necessary to correct the default. If CONCESSIONAIRE fails to cure the default pursuant to this section, CITY shall have the right to immediately terminate this AGREEMENT.

14. NOTICES
A. All notices, requests, demands, or other communications under this AGREEMENT must be in writing. Notice will be sufficiently given for all purposes as follows:
1) Personal Delivery. When personally delivered to the recipient, notice is effective on delivery.
2) First-class Mail. When mailed first-class to the last address of the recipient known to the party giving notice, notice is effective three (3) mail delivery days after deposit in a United States Postal Service office or mailbox.
3) Certified Mail. When mailed certified mail, return receipt requested, notice is effective on receipt, if delivery is confirmed by a return receipt. 4) Overnight Delivery. When delivered by an overnight delivery service, charges prepaid or charged to the sender’s account, notice is effective on delivery, if delivery is confirmed by the delivery service.

Addresses for purposes of giving notice are as follows:

CONCESSIONAIRE: CITY:

Mr. Henry Hernandez
1020 S. Cypress, Suite “A”
La Habra, CA 90631
City of Santa Fe Springs
Attn: Director of Community Services
9255 S. Pioneer Boulevard
Santa Fe Springs, CA 90670
14 B. Any correctly addressed notice that is refused, unclaimed, or undeliverable because of an act or omission of the party to be notified will be deemed effective as of the first date the notice was refused, unclaimed, or deemed undeliverable by the postal authorities, messenger, or overnight delivery service.

C. Any party may change its address its address by giving the other party notice of the change in any manner permitted by this AGREEMENT.

15. AMENDMENTS AND MODIFICATIONS
This AGREEMENT may not be amended or modified in any way, except in writing signed by both parties.

16. APPROVALS BY CITY
No consent, approval, or satisfaction of CITY, and no waiver by CITY of any provision will be effective unless in writing specifically referring to this AGREEMENT and executed by the City Manager or his designee for CITY; no consent, approval, or satisfaction with respect to this AGREEMENT will be inferred or implied form any other act or omission of CITY or any agent or employee of CITY. Similarly, unless expressly provided, no approval, consent, or other action taken by CITY under or pursuant to this AGREEMENT will in any way restrict or diminish the rights, powers, or jurisdiction of CITY, its City Council, its Commissions, and other agencies with respect to the governance of the premises and all improvements, business, and activities located on or conducted on the premises.

17.GENERAL PROVISIONS
A. No Exclusive Remedy.

No remedy or election provided by any provisions in this AGREEMENT will be deemed exclusive unless so indicated, but will whenever possible be cumulative with all other remedies in law or equity, except as otherwise specifically provided herein.

B. Covenant and Condition.

Each provision will be deemed both a covenant and condition.

C. Time and Essence.

Time is of the essence of this AGREEMENT and of each and every provision of this AGREEMENT where time is a factor.
15 D. Paragraph Headings.

The paragraph and subparagraph headings in this AGREEMENT are for convenience and reference only, and are not intended to and do not define, govern, limit, modify, or in any manner affect the scope, meaning or intent of any provision in this AGREEMENT.

E. Severability.

If any part of this AGREEMENT is found to be in conflict with applicable law, that part will be inoperative, null and void insofar as it is in conflict with the law, but the remainder of this AGREEMENT will remain in full force and effect.

F. Consent or Approval.

In the event any provision under this AGREEMENT requires or anticipates that either party make judgment, give consent or approval, or exercise discretion, that party agrees to do so reasonably and in good faith, with due diligence, except in those specific instances where an AGREEMENT provision specifically sets forth a different standard of approval, in which case the specific standard of that AGREEMENT provision will govern.

G. Jurisdiction.

This AGREEMENT will be administered and interpreted under the laws of the State of California. Jurisdiction of any litigation arising from the AGREEMENT will be in Los Angeles County, California.

H. Security.

CONCESSIONAIRE hereby acknowledges that the CITY has no obligation to provide security. CONCESSIONAIRE assumes all responsibility for the protection of the CONCESSIONAIRE, its employees, agents, invitees, customers, and property from acts of third parties.

I. Relationship.

Nothing contained in this AGREEMENT will be deemed or construed to create the relationship of principal and agent or of partnership or of joint venture or of any association between CITY and CONCESSIONAIRE or any other relationship other than grantor and concessionaire.

J. Attorney’s Fees.

If an action is instituted to enforce any provision or for damages by reason of an alleged breach of any provision of this AGREEMENT, the prevailing party will 16 be entitled to receive from the other party all costs and expenses and an amount as the court may adjudge to be reasonable attorneys’ fees and costs.

K. Complete Understanding.

This AGREEMENT represents the full and complete understanding between the parties with respect to the subject matter. No verbal agreements or representations or implied covenants will be held to vary the provisions of this AGREEMENT.

L. Further Assurances.

CONCESSIONAIRE and CITY will execute any and all additional papers, documents, and other assurances and will do any and all acts or things reasonably necessary in connection with the performance of their obligations to carry out the express intent of the parties to this AGREEMENT in a timely manner.

M. Force Majeure.

If the performance by CONCESSIONAIRE of any of its obligations or undertakings under this AGREEMENT is interrupted or delayed by an occurrence not occasioned by the conduct of either party to this AGREEMENT, whether that occurrence is an act of God or public enemy, or whether that occurrence is caused by war, riot, storm, earthquake, or other natural forces, or by the acts of anyone not a party to this AGREEMENT, then CONCESSIONAIRE will be excused from any further performance for whatever period of time after the occurrence is reasonably necessary to remedy the effects of the occurrence.

N. Exhibits.

All exhibits identified in this AGREEMENT are incorporated into the AGREMENT by this reference.
17 IN WITNESS WHEREOF, the parties have executed this AGREEMENT on the date first written above.

CITY OF SANTA FE SPRINGS CONCESSIONAIRE
By
Juanita Martin, Mayor Henry Hernandez
ATTEST:

Janet Martinez, City Clerk
APPROVED AS TO FORM:

Ivy M. Tsai, City Attorney
18 EXHIBIT A – LITTLE LAKE PARK BATTING CAGES

LITTLE LAKE PARK BATTING CAGES
10900 PIONEER BLVD.

SANTA FE SPRINGS, CA 90670
N
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19 EXHIBIT B – PERFORMANCE OF SERVICES
The Concessionaire shall perform the services in accordance with the provisions of these specifications in a professional, ethical, courteous, and orderly manner as a best effort to obtain and keep the confidence of the community.

Days and Hours of Operation
Day Hours of Operation
Monday-Thursday 12:00-9:30 p.m.

Friday 12:00-10:00 p.m.

Saturday 9:00 a.m.-7:00 p.m.

Sunday 10:00 a.m.-5:00 p.m.

Days and hours may change upon Concessionaire’s request.

Charges
Tokens will not be utilized. Users will rent the cage and pay for the time (see below):

Time Cost
10 Minutes $8
15 Minutes $12
20 Minutes $15
30 Minutes $20
60 Minutes $35
90 Minutes $55
Specialized hitting, pitching, and fielding instruction and clinics will also be offered by Mr.

Hernandez and his staff. The pricing of these services will be comparable and competitive to other batting cages and baseball/softball academies. Charges for any merchandise to be determined by Concessionaire. Pricing may change upon Concessionaire’s request.

City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Gus Hernandez Date of Report: June 1, 2023 Community Services Department
City of Santa Fe Springs

CONSENT AGENDA
Approval of Agreement between the City of Santa Fe Springs and the Boys and Girls Club of Whitter for College Bound Program

BACKGROUND
The Boys & Girls Club of Whittier provides after-school and summer programs for youth ages 6 to 18 years old that emphasize Academic Success, the development of good Character & Citizenship, and the formation of Healthy Lifestyles. The City of Santa Fe Springs and Boys and Girls Club of Whittier initially entered into a partnership at the beginning of the 2015-2016 school year to offer a College Bound program for teens. Both organizations recognized the shared values and benefits from working together to serve the youth of the community. The agreement before you is to reestablish the College Bound Program to the participants of The Club at Town Center Hall. The College Bound program, targets all 9th through 12th grade Club members.

The program is designed to assist and guide students through the college preparation process. Club members participating in the program are counseled on appropriate high school and college prep curriculum choices, testing protocols, information on the Cal Grant program, as well as other financial aid opportunities, and SAT preparation.

In addition they receive instruction and assistance with submitting college applications, and identifying potential scholarships within the higher education environment.

Throughout the year, members are given the opportunity to participate in weekly workshops and visit and experience a variety of college campuses through tours and classroom audits.

FISCAL IMPACT
The College Bound Program will be provided at no cost to the City.

LEGAL REVIEW
The City Attorney has reviewed the proposed Agreement between the City of Santa Fe Springs and the Boys and Girls Club of Whittier for the College Bound Program.

Tom Hatch
Interim City Manager
Attachment(s):

1. Agreement

RECOMMENDATION
• Authorize the Director of Community Services to execute and sign the Agreement between the City of Santa Fe Springs and the Boys and Girls Club of Whittier to offer a College Bound Program
ITEM NO. 8C

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COMMUNITY SERVICES DEPARTMENT

PARKS & RECREATION SERVICES DIVISION

AGREEMENT BY AND BETWEEN THE CITY OF SANTA FE SPRINGS

AND THE BOYS AND GIRLS CLUB OF WHITTIER
THIS AGREEMENT is made and entered into this 1st day of July 2023, by and between the City of Santa Fe Springs, a municipal corporation duly organized and existing under the laws of the State of California (hereinafter referred to as “CITY”) and The Boys and Girls Club of Whittier (BGCW), (hereinafter referred to as "ORGANIZATION”).

RECITALS:

A. It is CITY's desire to serve the public interest of the community by providing a college bound program for teens through a collaboration with the ORGANIZATION; and
B. The goal and purpose of ORGANIZATION in entering this AGREEMENT is to provide a college bound program for teens.

1. TERM OF AGREEMENT

CITY grants ORGANIZATION use of the Town Center Hall Teen Lounge (The Club), meeting room and conference room (“Subject Facilities”) from July 1, 2023 through June 30, 2025, upon request and provided facilities are available. ORGANIZATION’s requests will never supersede CITY’s internal use of facilities for CITY programs, classes, or events.

This AGREEMENT shall remain in effect through June 30, 2025. The term of this AGREEMENT may be extended for up to two additional one-year periods upon mutual agreement of the parties.

2. USE OF FACILITIES
CITY must receive the following in order for ORGANIZATION to begin using the Subject Facilities:

A. 501(c)(3) designation from the I.R.S. or a nonprofit designation from the California Franchise Tax Board and/or the California Secretary of State.

B. Name and contact information of ORGANIZATION’s liaison or designee who will work directly with designated City staff. All correspondence will be made through liaison.

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C. One copy of the Certificate of Insurance ($2 million liability) listing CITY as an additional insured and a copy of the policy endorsement including verbiage verifying CITY is named as an additional insured, in a form approved by CITY.

3. RESPONSIBILITY FOR ACTIVITIES
ORGANIZATION shall provide the personnel necessary to supervise and conduct the activities as set forth in this AGREEMENT at the Subject Facilities, and shall furnish and supply equipment and material, which may be necessary for such activities conducted at the Subject Facilities.

4. ORGANIZATION’S RESPONSIBILITIES
A. ORGANIZATION agrees to observe all rules and regulations as set forth in this AGREEMENT and any rules and regulations of the Subject Facilities.

B. ORGANIZATION representatives will meet with CITY staff on a monthly basis to discuss curriculum and any activities.

C. ORGANIZATION shall provide one (1) staff who will work collaboratively with CITY staff in providing College Bound services.

D. ORGANIZATION agrees to provide a minimum of two (2) hours of College Bound Services per week at a date to be mutually agreed to by ORGANIZATION and CITY representatives.

E. ORGANIZATION agrees to work collaboratively with CITY staff to offer one (1) workshop per month.

F. ORGANIZATION agrees to work collaboratively with CITY staff to offer one (1) field trip per quarter.

G. ORGANIZATION shall provide Case Management services with a target case load of 12-15 students.

H. ORGANIZATION shall work collaboratively with CITY staff on the completion of College Bound Program registration applications, which include obtaining release information from guardianship (if applicable).

I. ORGANIZATION shall certify that its staff has completed a criminal background check of all staff.ORGANIZATION’S staff must clear a LiveScan prior to commencing the implementation of programming and/or working with youth (administered by ORGANIZATION).

J. ORGANIZATION shall certify that its staff has completed a TB test prior to commencing the implementation of programming and/or working with youth (administered by ORGANIZATION).

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5. CITY’S RESPONSIBILITIES
A. CITY is to provide a minimum of two (2) staff/designees who will work collaboratively with ORGANIZATION to provide College Bound services.

B. CITY staff will make a strong commitment to support the services provided by ORGANIZATION for the benefit of clients.

C. CITY will provide supplies and equipment as follows:
i. Full access to the The Club at Town Center Hall.
ii. Access to a working space/cubicle at Town Center Hall. iii. Filing space for archives of registered students.
iv. Access to a phone, internet, copy machine, fax machine as needed.
v. Access to the employee break room as needed.

D. CITY will support the marketing of all scheduled programs, activities and workshops through CITY publications and the various methods of marketing and promotion.

6. LEGAL COMPLIANCE
ORGANIZATION shall keep itself informed of City, State and Federal Laws, ordinances and regulations, which in any manner affect the performance of its activities pursuant to this AGREEMENT. ORGANIZATION shall at all times observe and comply with all such laws, ordinances and regulations. Neither CITY, nor its officers, volunteers, attorneys, agents, or employees shall be liable at law or in equity as a result of ORGANIZATION's failure to comply with this section.

7. TERMINATION OF THIS AGREEMENT
Notwithstanding the TERM, ORGANIZATION or CITY may, at any time, terminate this AGREEMENT by serving on the other party such written termination at least thirty (30) days in advance of such termination.

8. NOTICE
All notices respecting this AGREEMENT shall be served by certified mail, postage prepaid, addressed as follows:

To CITY: City of Santa Fe Springs
Community Services Department
Attention: Director of Community Services
9255 S. Pioneer Boulevard
Santa Fe Springs, CA 90670

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To ORGANIZATION: Boys and Girls Club of Whittier
Attention: Oscar Hernandez___
7929 Greenleaf Ave__ ______
Whittier, CA 90602 ________
Notice shall be deemed to have been served seventy-two (72) hours after the same has been deposited in the United States Postal Service.

9. ASSIGNMENT
Neither this AGREEMENT nor any duties, rights or obligations under this AGREEMENT may be assigned by ORGANIZATION, either voluntarily or by operation of law without the express written consent of CITY.

10. INSURANCE
ORGANIZATION shall maintain insurance in conformance with the requirements set forth below. ORGANIZATION will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth herein, ORGANIZATION agrees to amend, supplement or endorse the existing coverage to do so.

ORGANIZATION acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required ($2 million). Any insurance proceeds available to ORGANIZATION in excess of the limits and coverage identified in this AGREEMENT and which is applicable to a given loss, claim or demand, will be equally available to CITY.

ORGANIZATION shall provide the following types and amounts of insurance:

A. Commercial General Liability Insurance: ORGANIZATION shall maintain commercial general liability insurance including coverage for premises, products and completed operations, independent contractors/vendors, personal injury and contractual obligations. The limits of ORGANIZATION’s insurance shall apply to this Agreement as if set forth herein, but in no event shall provide combined single limits of coverage of not less than $1,000,000 per occurrence, $2,000,000 general aggregate. There shall be no cross liability exclusion for claims or suits by one insured against another.

ORGANIZATION and CITY agree to the following with respect to insurance provided by ORGANIZATION:

Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Best’s rating of A- or better and a minimum financial size VII.

1. ORGANIZATION agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insured CITY, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to

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1992 or similarly worded endorsement. ORGANIZATION also agrees to require all contractors, and subcontractors to do likewise.

2. No liability insurance coverage provided to comply with this AGREEMENT shall prohibit ORGANIZATION, or ORGANIZATION‘s employees, or agents, from waiving the right of subrogation prior to a loss. ORGANIZATION agrees to waive subrogation rights against CITY regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise.

3. All insurance coverage and limits provided by Contractor and available or applicable to this AGREEMENT are intended to apply to the full extent of the policies. Nothing contained in this AGREEMENT or any other agreement relating to CITY or its operations limits the application of such insurance coverage.

4. None of the coverage required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to CITY and approved of in writing.

5. No liability policy shall contain any provision or definition that would serve to eliminate so-called “third party action over” claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor.

6. All coverage types and limits required are subject to approval, modification and additional requirements by CITY, as the need arises. ORGANIZATION shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect CITY’s protection without CITY’s prior written consent.

7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverage required and an additional insured endorsement to ORGANIZATION’s general liability policy, shall be delivered to CITY at or prior to the execution of this AGREEMENT. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, CITY has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by CITY shall be charged to and promptly paid by ORGANIZATION or deducted from sums due ORGANIZATION, at CITY option.

8. Certificate(s) are to reflect that the insurer will provide 30 days’ notice to CITY of any cancellation of coverage. ORGANIZATION agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will “attempt” (as opposed to being required) to comply with the requirements of the certificate.

9. It is acknowledged by the parties of this AGREEMENT that all insurance coverage required to be provided by ORGANIZATION or any subcontractor, is intended to apply first and on a primary, non-contributing basis in relation to any other insurance or self-

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insurance available to CITY. ORGANIZATION shall ensure that each policy of insurance required herein reflects this AGREEMENT and is written into each policy.

10.ORGANIZATION agrees to ensure that its sub consultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by ORGANIZATION, provide the same minimum insurance coverage required of ORGANIZATION. ORGANIZATION agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section.

11.ORGANIZATION agrees not to self-insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein. If ORGANIZATION’s existing coverage includes a deductible or self-insured retention, the deductible or selfinsured retention must be declared to CITY. At that time CITY shall review options with ORGANIZATION, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. To the extent CITY agrees to any deductible or self-insured retention under any policy required under this AGREEMENT to which CITY is named as an additional insured, ORGANIZATION shall be required to modify the policy to permit CITY to satisfy the deductible or selfinsured retention in the event ORGANIZATION is unable or unwilling to do so as a means to ensure CITY can avail itself to the coverage provided under each policy.

12.CITY reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving ORGANIZATION ninety (90) days advance written notice of such change. If such change results in substantial additional cost to ORGANIZATION, CITY will negotiate additional compensation proportional to the increased benefit to CITY.

13.For purposes of applying insurance coverage only, this AGREEMENT will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this AGREEMENT.

14.ORGANIZATION acknowledges and agrees that any actual or alleged failure on the part of CITY to inform ORGANIZATION of non-compliance with any insurance requirement in no way imposes any additional obligations on CITY nor does it waive any rights hereunder in this or any other regard.

15.ORGANIZATION will renew the required coverage annually as long as CITY, or its employees or agents face an exposure from operations of any type pursuant to this AGREEMENT. This obligation applies whether or not the AGREEMENT is canceled or terminated for any reason. Termination of this obligation is not effective until CITY executes a written statement to that effect.

16.ORGANIZATION shall provide proof that policies of insurance required herein expiring during the term of this AGREEMENT have been renewed or replaced with other policies providing at least the same coverage and upon the same terms and conditions herein. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from ORGANIZATION’s insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement

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as required in these specifications applicable to the renewing or new coverage must be provided to CITY within five days of the expiration of the coverage.

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

18.These insurance requirements are intended to be separate and distinct from any other provision in this AGREEMENT and are intended by the parties here to be interpreted as such.

19.The requirements in this Section supersede all other sections and provisions of this AGREEMENT to the extent that any other section or provision conflicts with or impairs the provisions of this Section.

20.ORGANIZATION agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge CITY or ORGANIZATION for the cost of additional insurance coverage required by this AGREEMENT. Any such provisions are to be deleted with reference to CITY. It is not the intent of CITY to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against CITY for payment of premiums or other amounts with respect thereto.

ORGANIZATION agrees to provide immediate notice to CITY of any claim or loss against ORGANIZATION arising out of the work performed under this AGREEMENT. CITY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve CITY.

13. INDEMNIFICATION
ORGANIZATION shall indemnify, defend, and hold harmless CITY, its City Council, each member thereof, present and future, members of boards and commissions, its officers, agents, employees and volunteers from and against any and all liability, claims, allegations, expenses, including defense costs and legal fees, and claims for damages whatsoever, including, but not limited to, those arising from breach of contract, bodily injury, economic loss, death, personal injury, property damage, loss of use, or property loss however the same may be caused and regardless of the responsibility for negligence.

ORGANIZATION’s obligation to indemnify, defend and hold harmless includes, but is not limited to, any liability or expense, including defense costs and legal fees, arising from the negligent acts or omissions, or willful misconduct of ORGANIZATION, its officers, employees, agents, participants, representative or vendors. It is further agreed, ORGANIZATION’s obligations to indemnify, defend and hold harmless will apply even in the event of concurrent active or passive negligence on the part of CITY, its City Council, each member thereof, present and future, or its officers, agents and employees, except for liability resulting from the sole negligence or willful misconduct of CITY, its officers, employees or agents relating to ORGANIZATION’s use of the Subject Facilities under this AGREEMENT. In the event CITY, its officers, employees, agents and/or volunteers

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are made a party to any action, lawsuit, or other adversarial proceeding arising from the performance of the services encompassed by this AGREEMENT, and upon demand by CITY, ORGANIZATION shall have an immediate duty to defend CITY at ORGANIZATION’s cost or at CITY’s option, to reimburse CITY for its costs of defense, including reasonable attorney’s fees and costs incurred in the defense of such matters.

14. INDEPENDENT CONTRACTOR
Volunteer administrators, volunteer coaches, parents, contractors, employees and/or officers and directors of ORGANIZATION shall not be deemed to be employees or agents of CITY as a result of the performance of this AGREEMENT.

15. ENTIRE AGREEMENT OF THE PARTIES
This AGREEMENT supersedes any and all agreements, either oral or written, between the parties hereto with respect to the subject matter of this AGREEMENT. Each party to this AGREEMENT acknowledges that no representations, inducements, promises or agreement, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement, or promise not contained in this AGREEMENT has been made by the parties. Modification of this AGREEMENT can only be made in writing, signed by both parties to this AGREEMENT.
(SIGNATURES FOR THIS AGREEMENT APPEAR ON THE NEXT PAGE.)

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ORGANIZATION: BOYS AND GIRLS CLUB OF WHITTIER
By:

Oscar Hernandez

(Print Name)

Executive Director

CITY OF SANTA FE SPRINGS
A Municipal Corporation

Juanita Martin
Mayor
ATTEST:

Janet Martinez, CMC
City Clerk
APPROVED AS TO FORM:

Ivy M. Tsai
City Attorney
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Ed Ramirez Date of Report: June 2, 2023 Department of Community Services
City of Santa Fe Springs

CONSENT AGENDA
Approval of In-kind Services Agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority (SASSFA) for FY 2023-2024

BACKGROUND
The City of Santa Fe Springs partners with the Southeast Area Social Services Funding Authority (SASSFA) to provide a daily congregate and homebound delivered meal program to its senior citizen population. The meal programs are funded in part by a grant from the Los Angeles County Area Agency on Aging (AAA) acquired by SASSFA.

The SASSFA congregate meal program also obtains some funding from the City and through participant donations which have significantly decreased since the start of the pandemic. The meal programs provide daily nutritious lunches to older adults at the Gus Velasco Neighborhood Center (GVNC), and also prepares, packages, and delivers meals to homebound frail elderly, and disabled residents in the community.

The renewal of the In-kind Services Agreement between SASSFA and the City of Santa Fe Springs occurs annually. This agreement will allow SASSFA the continued use of kitchen space at the GVNC for the in-person congregate meal and preparation and delivery of the homebound meals, and will support all services listed in the agreement.

SASSFA operates at the GVNC Monday through Friday between the hours of 8:00 a.m. and noon. Furthermore, the In-kind Services Agreement serves as required documentation for SASSFA’s auditing purposes and fulfills the Los Angeles County AAA grant requirement.

The term of the agreement is July 1, 2023 through June 30, 2024. The agreement is categorized by type of service - facility, office space, utilities, equipment and custodial services, which are all provided regularly to SASSFA by the City at the GVNC. The services are broken down by monthly rates, with an estimated usage space of 3,100 sq. ft., totaling an estimated value of $34,734.

FISCAL IMPACT
The In-kind Services Agreement has no direct fiscal impact to the general fund. The agreement allows for additional resources to be offered to community residents.

RECOMMENDATIONS
• Approve In-kind Services Agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority (SASSFA) for FY 2023- 2024; and
• Authorize the Mayor to execute the In-kind Services Agreement.

ITEM NO. 8D
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Ed Ramirez Date of Report: June 2, 2023 Department of Community Services
City of Santa Fe Springs

LEGAL REVIEW
The City Attorney’s office has reviewed the In-kind Services Agreement between the City of Santa Fe Springs and Southeast Area Social Services Funding Authority.

Tom Hatch
Interim City Manager
Attachment:

1. Agreement
Attachment No. 1
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Gus Hernandez Date of Report: June 2, 2023 Community Services Department City of Santa Fe Springs

CONSENT AGENDA
Exemplary Performance of Active Network Vendor Agreement

BACKGROUND
Active Network is one of the premiere recreation software management systems in the industry. It is used by hundreds of municipal recreation agencies not only throughout the state, but across the country. Agencies located within a 20 mile radius that use Active Network include:
• Bell • Downey • Norwalk
• Bellflower • LA County • Paramount
• Brea • La Habra • Placentia
• Buena Park • Long Beach • Temple City
• Carson • Monterey Park • Yorba Linda
The City of Santa Fe Springs entered into an agreement with Active Network in May 2021, with the initial 3 year term of the agreement set renew in May 2024. Staff is very satisfied with this software as it manages everything that the department requires: Activity Registration, Facility Reservations, Point of Sale, Memberships, Account Management, and more. Additionally, since inception of this software in 2005, there has been an extensive investment in the hardware required to effectively operate this software (credit card readers, signature pads, membership printers and scanners, iPad’s, and external cameras). Moreover, Active Network integrates seamlessly with the financial software currently used by the Finance Department, Tyler Munis, allowing both departments to track financials consistently, harmoniously, and transparently.

The agreement renews automatically for 3 year-terms in perpetuity, unless either party provides written notice 12 months prior to the expiration of the agreement.

Community Services staff has reviewed, and will continue to periodically review, the performance of Active Network and the agreement. Under the agreement, Active Network reserves the right to change fees at any time once per calendar year; however, they cannot increase fees by more than 12.5% per year. It is staff’s experience working with Active Network that fees are typically not raised in consecutive years. Additionally, since working with Active Network in 2005, fees have only increased by 3.5% in the total 18-year period.

RECOMMENDATION
• Continue the services with Active Network for Recreation Management Software subject to periodic review by Community Services staff ITEM NO. 8E
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Gus Hernandez Date of Report: June 2, 2023 Community Services Department City of Santa Fe Springs
The current rates under this extension are as follows:

Fee Rate
In-Person Cash or Check 2.6%
In-Person Credit Card 5.5%
*Online Transaction Fee 5%
*Paid by customer

LEGAL REVIEW
The City Attorney has reviewed the proposed agreement with Active Network.

FISCAL IMPACT
The amount paid to Active Network is budgeted annually in contractual services under several accounts in Community Services. On average, the Community Services Department pays approximately $42,000-$45,000 annually.

Tom Hatch
Interim City Manager
Attachments

1. Agreement
Products & Services Terms > Recreation and Membership Management Product Attachment Recreation and Membership Management Product Attachment This document is a “Product Attachment” as defined in the General Terms entered into by Client and Active and is subject to and incorporates by reference the provisions of the General Terms. This Product Attachment is effective as of the date it is “accepted” (in accordance with the Preamble to the General Terms). Any capitalized terms not defined herein have the meaning ascribed to them in the General Terms.

1. SERVICES. Active will provide Services related to events, camps, licenses, classes, tickets, contests, permits, facility/equipment use, transactions, sales, memberships, reservations, donations, and/or activities (together, “Events”), including without limitation access to its SaaS.

Client agrees to cooperate with Active and to provide Active with certain information relating to Client’s organization as necessary for Active to provide the Services and SaaS. SaaS provided hereunder are deemed delivered when access is made available to Client.

2. LICENSE TO INTELLECTUAL PROPERTY/PROMOTION.

2.1. Active hereby grants to Client a limited, non-exclusive, non-transferable, non-sublicensable license during the term of this Product Attachment (a) to use the SaaS for the purposes of offering, promoting, managing, tracking, and collecting fees in connection with Client’s Event(s) solely in accordance with the Agreement and the Schedule, which for purposes hereof will include the support and maintenance handbook applicable to the Products, as may be updated from time to time, such handbook being available for review in the Client portal, and (b) to display, reproduce, distribute, and transmit in digital form Active’s name and logo solely for the purposes set forth in this Section 2. Client hereby grants to Active a limited license to use information provided by Client relating to Client’s organization and Event, which may include content regarding the Event, Client’s organization’s name, trademarks, service marks, and logo, in connection with the promotion of Client’s organization or Events and the Services that Active provides.

2.2. Client will make reasonable efforts to promote and encourage the use and availability of the SaaS in connection with the promotion of Events. During the term of this Product Attachment, Active will be the sole and exclusive provider of registration software and other services similar to the Software and Services provided to Client hereunder for all of Client’s Events for which registration begins during the term of this Product Attachment until the Event occurs. Client expressly understands and agrees that the exclusivity set forth in this Section 2.2 is consideration in exchange for the pricing and other benefits being provided to Client hereunder.

2.3. Active may present commerce offers to users who register for, sign up, or otherwise use the SaaS in connection with the Events (“End Users”). Any such End Users may opt in to receive information, items, or promotions/deals from Active or third parties, in which case, Active or such third party will be responsible for fulfillment and providing customer service for any such offers. Client will not present any competing offers to End Users.

2.4. Client will: (a) not use the SaaS to transmit, publish, or distribute any material or information: (i) for which Client does not have all necessary rights and licenses, including any material or information that infringes, violates, or misappropriates the intellectual property rights of any third party; (ii) that contains a computer virus or other code, files, or programs designed to disrupt or interfere with the functioning of the SaaS; (iii) that is inaccurate or misleading; (iv) that is or that may reasonably be perceived as being harmful, threatening, offensive, obscene, or otherwise objectionable; (v) that contains a virus or malicious code; or (vi) that includes the private information of another without express permission, including but not limited to contact information, social security numbers, credit card numbers or other information which a reasonable person would consider private in nature; (b) not attempt to gain access to any systems or networks that connect to the Services and SaaS except for the express purpose of using the SaaS for their intended use; (c) not engage in any activity that interferes with or disrupts the SaaS; (d) not use the SaaS in violation of the CAN-SPAM Act, Canadian Anti-Spam Legislation, or any other applicable laws pertaining to unsolicited email, SMS, text messaging or other electronic communications.

3. INFORMATION COLLECTION.

3.1. Active collects certain information from End Users (collectively, “Participant Information”). Client may login to Active’s data management system to access the Participant Information. Client is responsible for the security of its login information and for the use or misuse of such ATTACHMENT 1
information. Client will immediately disable a user’s access who is using the SaaS on its behalf or notify Active in writing if any such user is no longer authorized or is using such information without Client’s consent. Active may rely, without independent verification, on such notice, and Client, inclusive of Client’s parent, subsidiaries, and affiliated entities, as applicable, and each of their respective officers, directors, managers, shareholders, owners, agents, employees, contractors, and representatives covenant not to sue and agree to defend, indemnify, and hold harmless Active from any claims arising from Active providing, denying, suspending, or modifying access to or use of the SaaS and Services of any individual as directed by Client or by someone who Active reasonably, under the circumstances, believes is authorized to act on behalf of Client. In the event of any dispute between two or more parties as to account ownership, Client agrees that Active will be the sole arbiter of such dispute in its sole discretion and that Active’s decision (which may include termination or suspension of any account subject to dispute) will be final and binding on all parties. Client agrees not to use the Software or Services to collect or elicit (a) any special categories of data (as defined in the European Union Data Protection Directive, as may be amended from time to time), including, but not limited to, data revealing racial or ethnic origin, political opinions, religious or other beliefs, trade-union membership, as well as personal data concerning health or sexual life or criminal convictions other than as expressly directed by Active, and in such event, only in pre-defined fields within the Software that are intended for that purpose; or (b) credit card information other than in pre-defined fields within the Software that are intended for that purpose.

3.2. Both parties agree to use the collected information in compliance with (a) all applicable laws, rules and regulations, including, without limitation, those governing privacy and personal information (e.g., by including an appropriate CAN-SPAM Act and Canadian Anti-Spam Legislation opt out mechanism in email communications) and the use of credit card data (e.g., using credit card information only for purposes authorized by the cardholder); (b) applicable credit card network rules and Payment Card Industry Data Security Standards; and (c) Active’s privacy policy, as published on its website or otherwise provided by Active from time to time.

4. FEES.

4.1. Client will pay the fees as more fully described in the applicable Schedule. Unless otherwise set forth in the applicable Schedule, Active will charge registration fees to individuals who register for the Events or purchase goods or services online, and will process and collect such fees as a merchant of record according to the card networks. On a bi-weekly basis, unless otherwise set forth in the applicable Schedule, Active will pay Client sums due to Client based on the total fees collected, net of Active’s service fees as set forth in the applicable Schedule and any other deductions provided herein. The applicable currency will be set forth in the Schedule.

4.2. Active may suspend its performance hereunder, including remitting payments, or terminate the Agreement or this Product Attachment in the event it reasonably believes that Client’s use of the Services or SaaS is not in compliance with applicable law or the Agreement, is fraudulent, or is otherwise suspect, or if there is a dispute as to the legal authority of a Client-associated party to perform hereunder. If Active reasonably believes that a transaction may be fraudulent or otherwise contrary to law, Active may issue an invoice or offset an equivalent amount from Client’s account or any payment Active owes to Client and return the value to the End User (as set forth below) and if sufficient funds are not available, Client must reimburse Active on demand. Active will notify Client of the reason for such offset provided that it is lawful to do so.

4.3. If the Schedule indicates that Client is paying on a subscription basis, Client will be invoiced for the first year of subscription fees upon the date of the first live operational use of the SaaS for the Event(s) (“Go-Live Date”), with subsequent annual subscription fees being invoiced upon each anniversary of the Go-Live Date.

4.4. If (a) there are any overdue amounts owed by Client; or (b) there are returned charges or items, including those resulting from any error or complaint related to an Event, Active has the right to charge fees owed to Active by Client by issuing an invoice, or by offsetting the deficiency from any account balance Client maintains with Active or any payment Active owes Client.

4.5. All fees described in the applicable Schedule are in consideration of the SaaS and Services that Active provides. Active and Client acknowledge that certain credit card network rules and laws prohibit imposing a surcharge that is based on the type of payment method used (e.g., having a different fee for the use of a credit card vs. debit card), and therefore, each agrees not to impose such a surcharge on any end user.

4.6. In the event Client is entering into this Product Attachment and using the Services and/or SaaS for the benefit of a third-party Event or organization (“Third Party Recipient”), Client agrees that Active can remit amounts directly to the Third Party Recipient identified by Client. In addition, Client will cause each Third Party Recipient to agree to and comply with provisions that are at least as protective of Active as Section 4 of the General Terms and Section 5 of this Product Attachment in Client’s agreement with such Third Party Recipient. Should Client fail to obtain such agreement to such provisions and the failure results in costs or damages to Active, Client agrees to defend, indemnify, and hold Active harmless from any such costs and damages, including, without limitation, reasonable attorneys’ fees. In addition, Client is responsible and liable for each Third Party Recipient’s compliance with the terms and conditions of the Agreement.

4.7. It is Client’s responsibility to notify End Users of Client’s refund policy. Client must ensure that Client’s refund policies are consistent with the Agreement. Client agrees that all fees for a given Event are earned by Client only following either the conclusion or delivery of the applicable Event (as applicable) and all amounts ultimately due to Client will be net of all service fees, reversals, refunds, disputed charges, chargebacks and other deductions whether due to customer complaints, allegations of fraud, discrepancies related to the applicable Event or otherwise. No payments will be made to Client with respect to any Event that is cancelled. If payments have already been made by Active to Client for a cancelled Event or if Active reasonably determines that it is prudent or otherwise necessary to pay a refund to or honor a chargeback request from an End User, Active may issue an invoice or offset an equivalent amount from Client’s account or payment owed by Active to Client and return the value to the End User, and if sufficient funds are not available, Client must reimburse Active on demand. Active will notify Client of the reason for such offset provided that it is lawful to do so.

4.8. When Active is acting as the merchant of record and Client elects to include an additional fee in the End Users’ cart that is identified as a “sales tax” or similar designation, then, no more frequently than once per calendar year during the term of the Agreement, Active may, upon at least 5 business days’ prior written notice, (i) require Client to send to Active Client’s books and records related to its sales tax payments, and/or (ii) visit Client’s premises during Client’s normal business hours to review Client’s sales tax payments.

5. INDEMNIFICATION. Client will defend, indemnify, and hold Active harmless from and against any third party claim, demand, cause of action or proceedings (whether threatened, asserted, or filed) (“Claims”) against Active to the extent that such Claim is (a) based upon (i) injury or death to a person or damage to property resulting from the participation in an Event operated by Client in connection with the Services and/or SaaS; (ii) Client’s provision to Active of materials, products, or services as part of Client’s obligations hereunder that infringe the intellectual property rights of any third party provided that such materials, products, or services are used by Active in accordance with the Agreement; (iii) use or unauthorized disclosure of Participant Information by Client or other third parties to whom access is given to Participant Information as provided hereunder; (iv) Client’s use of the Services and/or SaaS in violation of Section 2.4 of this Product Attachment; (v) any claims for refunds, reversals or chargeback requests from End Users; or (b) brought by a Third Party Recipient or brought in connection with Active’s payment to a Third Party Recipient of any fees due hereunder in accordance with the Agreement.

6. TERM AND TERMINATION.

6.1. Unless otherwise set forth in the applicable Schedule, the initial term of this Product Attachment will be for 3 years from the Effective Date with automatic renewals for 3 year terms thereafter (each, a “Renewal Term”), unless either party gives written notice to the other party to terminate this Product Attachment no less than 12 months prior to the expiration of the then-current term. Unless otherwise set forth in the applicable Schedule, to the extent that Client enters into a Schedule for additional Services and/or SaaS that are related to or interoperable with Services or SaaS set forth in a previously entered into Schedule, the term of such subsequent Schedule will be concurrent and coterminous with the term of the previously entered into Schedule.

6.2. If Client has entered into a sub-merchant agreement for payment processing services, and such agreement is terminated by the applicable acquiring bank, Active may terminate this Product Attachment and the effected Schedule.

6.3. Notwithstanding the termination or expiration of this Product Attachment or the Agreement under any circumstance other than in the event of Active’s material, uncured breach of the Agreement, the parties agree that Active will continue to be the exclusive provider of registration software and other services similar to the Services and SaaS for all of Client’s Events for which registration begins during the term of this Product Attachment until the Event occurs.

7. ASSIGNMENT.

7.1. Client may not resell, assign, or transfer any of its rights or obligations hereunder except as expressly provided herein, and any attempt to resell, assign, or transfer such rights or obligations without Active’s prior written approval will be null and void.

7.2. Client will cause each Schedule hereunder to be assigned to (a) the purchaser of all or substantially all of Client’s assets or equity securities or (b) to any successor by way of merger, consolidation, or other corporate reorganization of Client ((a) and (b) together, a “Change of Control”).

7.3. Client will provide written notice to Active of any proposed or completed Change of Control as soon as permissible and in any event within 5 days of the public announcement or close of the transaction, whichever occurs first. Within the 30 day period following such notice, Active will have the right to immediately terminate each applicable Schedule if Active determines, in its reasonable good faith discretion that the purchaser or assignee is a competitor of Active or a party with whom Active does not want to do business. Client agrees to require that the purchaser or assignee (as outlined in this Section 7) agree, in writing, to be bound by the terms and conditions of the Agreement and each applicable Schedule.

8. MISCELLANEOUS.

8.1. Sections 5, 6, and 8 of this Product Attachment and any fees owed by Client will survive any termination or expiration of the Agreement.

8.2. The “Liquidated Damage Amount” equals the “Annual Projected Contract Value” (to the extent such amount is specified in the applicable Schedule(s)) times the number of years in the then-current term, minus the amount of revenue already paid to Active during the then-current term, net of all refunds, credit card chargebacks, and all other deducted amounts. Client agrees that (a) it will pay Liquidated Damages to Active if (i) Client breaches its exclusivity obligations under Section 2.2 of this Product Attachment; (ii) Active terminates a Schedule and/or the Agreement in accordance with Section 5.2 of the General Terms; (iii) Client fails to cause an assignment as specified in Section 7 of this Product Attachment; and/or (iv) Active terminates a Schedule and/or the Agreement pursuant to Section 7.3 of this Product Attachment; (b) all Liquidated Damage Amounts set forth in the Agreement will automatically reset during each Renewal Term; (c) Active may offset any Liquidated Damages Amount set forth in the Agreement from any account balance Client maintains with Active or any payment Active owes Client; (d) because of the difficulty in making a precise determination of actual damages incurred by Active, the Liquidated Damage Amount will be assessed, not as a penalty, but as a reasonable approximation of costs incurred by Active and Active’s loss of revenue; and (e) that in any suit or other action or proceeding involving the assessment or recovery of liquidated damages, the reasonableness of the Liquidated Damage Amount will be presumed and the liquidated damages assessed will be in addition to every other remedy now or hereinafter enforceable at law, in equity, by statute, or under the Agreement.

ACTIVE Network is on a mission to make the world a more active place. With deep expertise in activity and participant management , our ACTIVE Works cloud technology and online event registration software powers the world’s activities and connects people with the things they love, want and need to do.

ACTIVE Network, LLC
717 North Harwood Street
Suite 2500
Dallas, TX 75201
™ ®
Products & Services General Terms > General Terms
Products and Services General Terms
Your relationship with Active and your use of Active’s products and services (including your licensing of Active’s SaaS and/or Desktop Software, your use of Services, and/or your purchase or leasing of Hardware) are subject to the terms and conditions set forth herein and are between you and Active. Capitalized terms are defined in Section 7 below, unless otherwise defined within the body of this Agreement, the applicable Product Attachment, or Schedule. In order to use the Products, you (referred to herein as “Client”) must first agree to this Agreement. You represent and warrant that you have the necessary and full right, power, authority, and capability to accept this Agreement, to bind your organization, and to perform your obligations hereunder. You can accept this Agreement by: (a) clicking to accept or agree to this Agreement, where this option is made available to you by Active in the user interface for any Product; (b) where a link to this Agreement appears in an order form, Schedule, or other document provided to you by Active, by signing such document; (c) by signing this Agreement, if there is a designated area to sign; or (d) by actually using the Products. In the case of (d), you understand and agree that Active will treat your use of the Products as acceptance of this Agreement from that point onwards. You may not use the Products and may not accept this Agreement if (i) you are not of legal age to form a binding contract with Active, or (ii) you are a person barred from receiving the Products under the laws of the United States or other countries, including the country in which you are a resident or from which you use the Products. You may not use the Products if you do not accept this Agreement. By accepting this Agreement, you agree as follows:

1. AGREEMENT STRUCTURE AND SCOPE.

1.1. General Terms and Incorporation of Product Terms. This Agreement establishes the general terms and conditions to which the parties have agreed to in order to facilitate the licensing of Software and the provision of Products. Additional Product-specific terms and conditions are set forth in one or more documents referenced in the applicable Schedule, each of which is incorporated herein (each, a “Product Attachment”). All references to the “General Terms” mean this document, exclusive of Product Attachments and Schedules.

1.2. Incorporation of Schedules. The parties may enter into new Schedules from time to time. Each Schedule incorporates the terms of these General Terms and the applicable Product Attachment.

1.3. Incorporation of EULAs. Client’s use of any Third Party Products hereunder may be subject to, and Client will comply with, this Agreement and any applicable Third Party EULA(s).

1.4. Affiliates. Client’s Affiliates may order Products from Active (or one of Active’s Affiliates) by entering into a Schedule. In the event that a Client Affiliate enters into a Schedule with Active (or an Affiliate of Active), reference in this Agreement to “Client” and “Active” will mean the respective entity that accepts (as described in the Preamble) the applicable Schedule. Each such Schedule will be deemed to be a separate agreement.

2. FINANCIAL TERMS.

2.1. Fees; Payment Terms; Currency. Fees, currency, and payment terms are specified in the applicable Schedule. Unless otherwise specified in the Schedule, all amounts owed by Client that are not directly collected by Active are due from Client within 30 days from either (a) the end of the remittance cycle during which the fees accrued (if related to registrations or transaction processing), or (b) the date of the applicable invoice.

Past due fees will accrue interest at the lesser of the annual rate of 10% per annum or the maximum amount permitted by applicable law. In the event of any non-payment or delay in paying a fee, Client agrees to reimburse Active for any fees and expenses incurred in its collection efforts.

Payment of fees is under no circumstances subject to or conditioned upon the delivery of future Products or functionality. Except as otherwise provided in a Schedule, Active may modify the fees once per calendar year upon 30 days’ notice, provided that any such increase will not exceed

12.5% over the then-current transaction fees or 5% over the then-current subscription fees.

2.2. Taxes. The prices in this Agreement do not include Taxes. Client is responsible for and agrees to pay any and all Taxes. If Client is taxexempt, Client will send Active a copy of its valid tax-exempt certificate (or, as applicable, its reseller’s certificate) prior to execution of any Schedule. Client is solely responsible for determining which, if any, Taxes apply to Client’s use of the Products and for collecting, remitting, and reporting the correct amounts of all such Taxes to the applicable governmental authorities, even if Active provides Client with tools that assist Client in doing so. In the event that a governmental authority requires Active to pay any Taxes attributable to Client’s use of the Products, Client agrees to defend, indemnify, and hold Active harmless from all such Taxes and all costs and expenses related thereto.

3. LIMITED RIGHTS AND OWNERSHIP; INDEMNIFICATION.

3.1. Reservation of Rights. All rights not expressly granted in this Agreement are reserved by Active and its licensors. Client acknowledges that:
(a) all Protected Materials are licensed and not sold; (b) Client acquires only the right to use the Products in accordance with this Agreement, and Active and/or its licensors will retain sole and exclusive ownership of and all rights, title, and interests in the Products, including the following: (i) all Intellectual Property embodied or associated with the Products, (ii) all deliverables and work product associated with the Products, and (iii) all copies and derivative works thereof; and (c) the Products, including the source and object codes, logic, and structure, contain and constitute valuable trade secrets of Active and its licensors.

3.2. Restrictions. Unless otherwise set forth in a EULA, Product Attachment, or Schedule, Client will not itself, or through any Affiliate, employee, consultant, contractor, agent, or other third party: (a) sell, resell, distribute, host, lease, rent, license, or sublicense, in whole or in part, the Protected Materials; (b) decipher, decompile, disassemble, reverse assemble, modify, translate, reverse engineer, or otherwise attempt to derive source code, algorithms, tags, specifications, architecture, structure, or other elements of the Products in whole or in part, for competitive purposes or otherwise; (c) allow access to, provide, divulge, or make available the Protected Materials to any user other than those who are licensed to have such access; (d) write or develop any derivative works based upon the Products; (e) modify, adapt, translate, or otherwise make any changes to the Products or any part thereof; (f) use the Protected Materials to provide processing services to third parties, or otherwise use the same on a service bureau basis; (g) disclose or publish, without Active’s prior written consent, (i) performance or capacity statistics, or the results of any benchmark test performed on the Products, or (ii) the terms (but not the existence) of this Agreement or other valuable trade secrets of Active or its licensors; (h) without Active’s prior written consent, perform or disclose or cause to be performed or disclosed any information related to any security penetration or similar tests; (i) disclose or otherwise use or copy the Protected Materials except as expressly permitted herein; (j) remove from any Products identification, patent, copyright, trademark, or other notices or circumvent or disable any security devices’ functionality or features; (k) contest or do or aid others in contesting or doing anything which impairs the validity of any proprietary or Intellectual Property rights, title, or interests of Active in and to any Products; (l) use the Products for other than authorized and legal purposes, consistent with all applicable laws, regulations, and the rights of others; (m) take any steps to avoid or defeat the purpose of security measures associated with the Products, such as sharing of login and password information, or attempt to circumvent any use restrictions; or (n) except as expressly permitted by this Agreement, use the Protected Materials for hosting purposes.

3.3. Enforcement. Client will (a) ensure that all users of Products comply with the terms and conditions of this Agreement; (b) promptly notify Active of any actual or suspected violation thereof; and (c) cooperate with Active with respect to any investigation and enforcement of this Agreement.

3.4. Intellectual Property Indemnification. Active agrees to defend, settle, and pay damages (including reasonable attorneys’ fees) relating to any third party claim, demand, cause of action, or proceedings (whether threatened, asserted, or filed) (“Claims”) against Client to the extent that such Claim is based upon Active’s proprietary Products (excluding Third Party Products) directly infringing a United States patent, registered United States copyright, or registered United States trademark, provided that the Products are used in compliance with this Agreement.

4. DISCLAIMERS AND LIMITATION OF LIABILITY.

4.1 EXCEPT AS OTHERWISE SET FORTH HEREIN AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT THE PRODUCTS ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE WARRANTIES, IF ANY, SET FORTH

HEREIN AND IN THE PRODUCT ATTACHMENTS ARE LIMITED TO THEIR EXPRESS TERMS AND ARE IN LIEU OF, AND ACTIVE, ITS

LICENSORS, AND SUPPLIERS EXPRESSLY DISCLAIM TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, ORAL OR WRITTEN, INCLUDING ANY (a) WARRANTY THAT THE PRODUCTS ARE ERROR-FREE OR “BUG”-FREE, ACCURATE, SECURE, OR RELIABLE; (b) WARRANTY THAT THE PRODUCTS WILL OPERATE WITHOUT INTERRUPTION; (c) WARRANTY THAT ALL ERRORS WILL BE CORRECTED OR THAT THE PRODUCTS WILL COMPLY WITH ANY LAW, RULE, OR REGULATION; (d) IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT; (e) IMPLIED WARRANTIES ARISING FROM STATUTE, COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; AND (f) WARRANTY THAT THE PRODUCTS WILL MEET CLIENT’S REQUIREMENTS. ACTIVE WILL NOT BE LIABLE FOR INDIRECT DAMAGES OR

LOSSES (IN CONTRACT, STATUTE, TORT, OR OTHERWISE), INCLUDING DAMAGES FOR LOST PROFITS, LOST SAVINGS, COST OF

REPLACEMENT SERVICES, LOST DATA, LOSS OF USE OF INFORMATION OR SERVICES, OR ANY INCIDENTAL, CONSEQUENTIAL,

EXEMPLARY, PUNITIVE, OR SPECIAL DAMAGES, WHETHER OR NOT ACTIVE HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. HOWEVER, SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION ONLY APPLIES WHERE ALLOWED. TO THE EXTENT PERMITTED BY APPLICABLE LAW, ACTIVE’S TOTAL AGGREGATE LIABILITY FOR ALL MATTERS ARISING FROM OR RELATED TO THIS

AGREEMENT IS LIMITED TO (I)THE AMOUNT OF FEES ACTUALLY PAID BY CLIENT AS CONSIDERATION FOR THE SPECIFIC PRODUCT UNDER THE APPLICABLE SCHEDULE GIVING RISE TO SUCH CLAIMS DURING THE 12 MONTH PERIOD PRECEDING THE DATE ON

WHICH THE FIRST CAUSE OF ACTION AROSE, OR (II) IF NO SUCH PAYMENTS HAVE BEEN MADE OR SUCH AMOUNTS CANNOT BE CALCULATED, 10,000 U.S. DOLLARS (OR THE EQUIVALENT THERETO AS DETERMINED BY THE APPLICABLE COUNTRY’S CURRENCY), AS APPLICABLE. NOTWITHSTANDING THE ABOVE, IF YOU RESIDE OUTSIDE OF THE U.S., THIS DOES NOT AFFECT ACTIVE’S

LIABILITY FOR DEATH OR PERSONAL INJURY ARISING FROM ITS NEGLIGENCE, NOR FOR FRAUDULENT MISREPRESENTATION,

MISREPRESENTATION AS TO A FUNDAMENTAL MATTER, OR ANY OTHER LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

4.2 TO THE EXTENT THIS AGREEMENT IS GOVERNED BY ENGLISH LAW, THE FOLLOWING APPLIES: ACTIVE IS LIABLE UNDER APPLICABLE STATUTORY PROVISIONS FOR INTENT AND GROSS NEGLIGENCE. THE SAME APPLIES TO ASSUMPTIONS OF GUARANTEES, STRICT LIABILITY, OR INJURY TO LIFE, LIMB, OR HEALTH. ACTIVE IS LIABLE FOR ANY NEGLIGENT BREACHES OF

ESSENTIAL CONTRACTUAL OBLIGATIONS BY ACTIVE BUT THE AMOUNT SHALL BE LIMITED TO THE TYPICALLY OCCURRING FORESEEABLE DAMAGE. ANY ADDITIONAL LIABILITY OF ACTIVE IS EXCLUDED.

4.3 TO THE EXTENT THIS AGREEMENT IS GOVERNED BY AUSTRALIAN LAW, THE FOLLOWING APPLIES: EXCEPT AS EXPRESSLY

PROVIDED IN THIS AGREEMENT AND EXCEPT FOR ANY CONDITION OR WARRANTY THE EXCLUSION OF WHICH COULD BE VOID OR OTHERWISE CONTRAVENE THE TRADE PRACTICES ACT 1974 (CTH) OR ANY OTHER APPLICABLE LAW (“NON EXCLUDABLE CONDITION”), ALL SOFTWARE AND SERVICES OF ACTIVE ARE PROVIDED TO YOU ON AN “AS-IS” BASIS WITHOUT WARRANTIES OF

ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. EXCEPT FOR ANY NON-EXCLUDABLE CONDITION OR OTHERWISE AS CONTAINED IN THIS AGREEMENT,

ACTIVE EXPRESSLY DISCLAIMS ANY WARRANTY THAT THE USE OF ITS SOFTWARE OR SERVICES WILL BE UNINTERRUPTED OR ERROR FREE OR THAT THE SPECIFICATIONS WILL MEET YOUR REQUIREMENTS. WHERE LEGISLATION IMPLIES INTO THIS AGREEMENT ANY NON-EXCLUDABLE CONDITION, ACTIVE’S LIABILITY FOR ANY BREACH OF SUCH NON-EXCLUDABLE CONDITION WILL BE LIMITED AT ACTIVE’S SOLE DISCRETION TO ONE OR MORE OF THE FOLLOWING: (1) IN THE CASE OF GOODS, ANY ONE OR MORE OF THE FOLLOWING: (I) THE REPLACEMENT OF THE GOODS OR THE SUPPLY OF EQUIVALENT GOODS; (II) THE REPAIR OF THE GOODS; (III) THE PAYMENT OF THE COST OF REPLACING THE GOODS OR OF ACQUIRING EQUIVALENT GOODS; OR (IV) THE PAYMENT OF THE COST OF HAVING THE GOODS REPAIRED; (2) IN THE CASE OF SERVICES: (I) THE SUPPLYING OF THE SERVICES AGAIN; OR (II) THE PAYMENT OF THE COST OF HAVING THE SERVICES SUPPLIED AGAIN. (B) ACTIVE SHALL NOT BE LIABLE FOR

INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR SPECIAL OR PUNITIVE DAMAGES INCLUDING WITHOUT LIMITATION DAMAGES FOR

LOST PROFIT, LOSS OF GOODWILL, WORK STOPPAGE, DATA LOSS, ANTICIPATED SAVINGS OR COMPUTER FAILURE WHETHER IN AN

ACTION IN CONTRACT OR TORT, EVEN IF ACTIVE OR ANY OTHER PERSON HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH

DAMAGES OR IF SUCH LOSS OUGHT REASONABLY TO HAVE BEEN IN THE CONTEMPLATION OF THE PARTIES AT THE AGREEMENT DATE. DESPITE ANY OTHER PROVISION CONTAINED IN THIS AGREEMENT, ACTIVE’S TOTAL AGGREGATE LIABILITY FOR ALL

MATTERS ARISING FROM OR RELATED TO THIS AGREEMENT IS LIMITED TO THE AMOUNT OF FEES ACTUALLY PAID BY YOU AS CONSIDERATION FOR THE SOFTWARE AND SERVICES GIVING RISE TO SUCH CLAIM DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION AROSE.

4.4 FOR THE PURPOSES OF THIS SECTION 4 AND ANY INDEMNIFICATION PROTECTING ACTIVE UNDER THIS AGREEMENT, REFERENCE TO ACTIVE WILL ALSO INCLUDE ITS SUPPLIERS AND LICENSORS.

5. TERM AND TERMINATION.

5.1. Term. The term of this Agreement will be set forth in the applicable Product Attachment.

5.2. Termination. Either party may terminate this Agreement, including any or all Product Attachments and Schedules executed hereunder, immediately upon written notice: (a) in the event that the other party commits a non-remediable material breach of this Agreement and/or the applicable Product Attachment or Schedule, or if the other party fails to cure any remediable material breach or provide a written plan of cure acceptable to the non-breaching party within 30 days of being notified in writing of such breach, except for breach of Section 2 of these General Terms which will have a 10 day cure period; or (b) in the event of institution of bankruptcy, receivership, insolvency, reorganization, or other similar proceedings by or against either party under any section or chapter of the United States Bankruptcy Code, as amended, or under any similar laws or statutes of the United States or any state thereof, if such proceedings have not been dismissed or discharged within 30 days after they are instituted; or the insolvency or making of an assignment for the benefit of creditors or the admittance by either party of any involuntary debts as they mature or the institution of any reorganization arrangement or other readjustment of debt plan of either party not involving the United States Bankruptcy Code. Where a party has the right to terminate this Agreement, such party may at its discretion either terminate the entire Agreement or the applicable Product Attachment or Schedule; provided however, that termination of a Product Attachment will automatically terminate all Schedules entered into pursuant to such Product Attachment. Product Attachments and Schedules that are not terminated will continue in full force and effect under the terms of these General Terms. Following termination of this Agreement or a Product Attachment (for whatever reason), if requested by Active, Client will certify that it has returned or destroyed all copies of the applicable Protected Materials and acknowledges that its rights to use the same are relinquished. Termination for any reason will not excuse Client’s obligation to pay in full any and all amounts due, nor will termination by Active result in a refund of fees paid.

6. GENERAL PROVISIONS.

6.1. U.S. Government Restricted Rights. The Products are provided with restricted rights. Use, duplication, or disclosure by the U.S.

Government is subject to restrictions as set forth in subparagraph (c) of The Rights in Technical Data and Computer Software clause at DFARS 252.227-7013, or subparagraphs (b)(1) and (2) of the Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as applicable.

The Manufacturer is Active Network, LLC or one of its Affiliates or subsidiaries.

6.2. Suspension. Active will be entitled to suspend any or all Services or deactivate Client’s account, including suspending its performance and obligation to remit payments hereunder, upon 10 days’ written notice to Client in the event Active reasonably believes that Client is in breach of this Agreement.

6.3. Force Majeure. Neither party will incur any liability to the other party on account of any loss, claim, damage, or liability to the extent resulting from any delay or failure to perform all or any part of this Agreement, if and to the extent such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the reasonable control and without any negligence on the part of the party seeking protection under this subsection, including internet service provider or third party payment delays or failures, acts of God, strikes, lockouts, riots, acts of war, terrorism, earthquake, fire, or explosions. Dates by which performance obligations are scheduled to be met will be extended for a time equal to the time lost due to the delay so caused.

6.4. Assignment. Active may assign this Agreement and any or all of its rights and obligations herein without Client’s approval. Except as provided in an applicable Product Attachment, Client may not assign or transfer this Agreement without the prior written consent of Active.

6.5. Export; Anti-Bribery. The Products may include encryption software or other encryption technologies that may be controlled for import, transfer, export, or other purposes under Export Laws. Client may not export, re-export, transfer, or re-transfer or assist or facilitate in any manner the export, re-export, transfer, or re-transfer of or provide access to any portion of the Products in violation of Export Laws, as determined by the laws under which Client operates, including: (a) to any country on Canada’s Area Control List; (b) to any country subject to U.N. Security Council embargo or action; (c) contrary to Canada’s Export Control List Item 5505; (d) to countries subject to U.S. economic sanctions and embargoes; and (e) to persons or entities prohibited from receiving U.S. exports or U.S.-origin items, including, to any person or entity appearing on the Office of Foreign Assets Control's Specially Designated Nationals and Blocked Persons List; the Bureau of Industry and Security's Denied Persons List, Entity List, or Unverified List; or the Department of State Debarred List. Client hereby represents and covenants that: (i) Client is eligible to access the Products under Export laws and all other applicable laws; and (ii) Client will import, export, re-export, transfer, or re-transfer the Products to, or use or access the Products in, any country or territory only in accordance with Export Laws and all other applicable laws. Furthermore, Client hereby represents and covenants that, in connection with its respective activities conducted under this Agreement, it will comply with the U.S. Foreign Corrupt Practices Act of 1977, as amended, the U.K. Bribery Act of 2010, as amended, and the Convention on Combating Bribery of Foreign Public Officials and has not and will not make or receive, directly or indirectly, any payments or gifts, or offers or promises of payments or gifts or things of value in exchange for anything that may arise out of this Agreement in a manner that would violate these laws and rules or any other applicable anti-corruption or anti-bribery laws or regulations.

6.6. Notices. Any notices required to be given under this Agreement will be in writing sent to the address on file with Active for Client or, in the case of Active, to the address set forth in Section 7 of these General Terms to the attention of Legal Department. Notices will be deemed received the next day if sent via overnight mail or courier with confirmation of receipt, or 3 days after deposited in the mail sent certified or registered.

6.7. Relationship. This Agreement is not intended to create a partnership, franchise, joint venture, agency, or a fiduciary or employment relationship. Neither party may bind the other party or act in a manner which expresses or implies a relationship other than that of independent contractor.

6.8. Severability. If any part or provision of this Agreement is held to be unenforceable, illegal, or invalid by a court of competent jurisdiction for any reason whatsoever, (a) the validity, legality, and enforceability of the remaining provisions of this Agreement (including all portions of any provisions containing any such unenforceable provision that are not themselves unenforceable) will not in any way be affected or impaired thereby, and (b) to the fullest extent possible, the unenforceable, illegal, or invalid provision will be deemed modified and replaced by a provision that approximates the intent and economic effect of the unenforceable, illegal, or invalid provision and this Agreement will be deemed amended accordingly.

6.9. Survival. The following provisions will survive any termination, cancellation, or expiration of this Agreement: Sections 1, 2, 3.2, 4, 5.2, 6, and 7 of these General Terms, and such other provisions that should reasonably survive termination, cancellation, or expiration hereof.

6.10. Amendments; No Waiver. No amendment or waiver of any provision of this Agreement will be effective unless it is in writing and signed by the party against which it is sought to be enforced.

6.11. Entire Agreement. This Agreement constitutes the parties’ entire agreement relating to its subject matter. It cancels and supersedes all prior or contemporaneous oral or written communications, agreements, requests for proposals, proposals, conditions, representations, and warranties, or other communication between the parties relating to its subject matter as well as any prior contractual agreements between the parties. No modification to this Agreement will be binding unless it is in writing and includes a signature by an authorized representative of each party. All pre-printed terms of any Client purchase order, business processing document, or on-line terms will have no effect. There have been no material representations or statements by any person or party to this Agreement as an inducement for a party hereto to accept this Agreement other than what is expressly set forth in writing herein.

6.12. No Third Party Beneficiaries. This Agreement is for the benefit of the parties and their successors and permitted assigns, and does not confer any rights or benefits on any third party, including any employee of a party, any client of a party, or any employee of a client of a party.

Notwithstanding the above, the parties acknowledge that all rights and benefits afforded to Active under this Agreement will apply equally to its licensors and suppliers, and the owner of the Third Party Products with respect to the Third Party Products, and such third parties are intended third party beneficiaries of this Agreement, with respect to the Third Party Products as applicable.

6.13 Governing Law and Venue. Except as set forth below, this Agreement will be governed by the laws of the State of Texas, without giving effect to the conflict of law provisions thereof. The parties irrevocably agree that any legal action or proceeding relating to this Agreement will be instituted only in any state or federal court in Dallas County, Texas. Neither the United Nations Convention of Contracts for the International Sale of Goods nor the Uniform Computer Information Transactions Act will apply to this Agreement. THE PARTIES HERETO IRREVOCABLY WAIVE ANY AND ALL RIGHTS TO A TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATING TO THIS AGREEMENT.

Notwithstanding the above, for purposes of this Agreement, certain of the terms and conditions will vary depending on the location of the Client. If a country or term is not specified below, then the Governing Law and Venue set forth above shall apply.

If your principal place of business is in: The governing law is: The courts having exclusive jurisdiction are:

Canada Province of British Columbia Province of British Columbia United Kingdom, Ireland, Germany, France, or Austria England England Singapore Singapore Singapore
New Zealand England England
Hong Kong Hong Kong Hong Kong
Australia New South Wales Sydney, New South Wales
Switzerland England England
Denmark England England
Netherlands England England
Spain England England
Sweden England England

6.14 Order of Precedence. To the extent any terms and conditions of these General Terms conflict with the terms and conditions of any Product Attachment, the provisions of the Product Attachment will control. To the extent any provision of these General Terms or any Product Attachment conflict with the provisions of a Third Party EULA, the Third Party EULA will control. In the event of a conflict between a Schedule and these General Terms or the applicable Product Attachment, the General Terms or the applicable Product Attachment (as applicable) will control, provided, however, that such standard variable terms such as price, quantity, license scope, payment terms, shipping instructions, and the like will be specified on each Schedule.

6.15 Interpretation. Any reference to a statutory provision includes a reference to any modification or re-enactment of it from time to time. The headings and pronouns contained herein are for convenience and ease of reference only and will not affect the construction or interpretation of this Agreement. The word “including” in this Agreement means “including, without limitation.” All references to days means calendar days. This Agreement will not be construed in favor of or against a party based on the author of the document.

6.16 Counterparts. These General Terms and each Product Attachment, Schedule, and any exhibits thereto may be executed in one or more counterparts, each of which will constitute an enforceable original of this Agreement, and the parties agree that electronic or digital signatures, as well as pdf scanned copies of signatures, will be as effective and binding as original signatures.

6.17 Remedies Cumulative; Injunctive Relief. All rights and remedies provided in this Agreement are cumulative and not exclusive of any other rights or remedies that may be available to the parties, whether provided by law, equity, statute, in any other agreement between the parties or otherwise. Furthermore, in the event of a breach or threatened breach of the intellectual property obligations in this Agreement, Active, in addition to any and all other rights (at law or in equity) which may be available, will have the right of injunctive relief and other appropriate equitable remedies to restrain any such breach or threatened breach, without the requirement of posting a bond.

7. DEFINITIONS.
“Active” means Active Network, LLC, with a principal place of business at 717 N. Harwood St., Suite 2500, Dallas, TX, 75201, together with its Affiliates, or, if your principal place of business is in Canada, Active Network Ltd., with a principal place of business at 2925 Virtual Way, Unit 310, Vancouver BC V5M 4X5.
“Affiliates” of a designated corporation, company, partnership, or other entity means all entities which control, are controlled by, or are under common control with the named entity, whether directly or through one or more intermediaries. For purposes of this definition “controlled” and “control” mean ownership of more than 50% of the voting capital stock or other interest having voting rights with respect to the election of the board of directors or similar governing authority.
“Agreement” means these General Terms, together with all Product Attachments and Schedules accepted by the parties (as described in the Preamble).
“Client” means the individual who accepts this Agreement (as described in the Preamble) and any business entity on behalf of which such individual accepts this Agreement.
“Desktop Software” means each Active-developed and/or Active-owned software product in machine readable object code (not source code) that is installed on desktop(s) or server(s) controlled by Client, the Documentation for such product, and any Updates and Upgrades thereto. “Documentation” means the user instructions, release notes, manuals, or on-line help files in the form generally made available by Active, regarding the use of the applicable Software or Services, as updated by Active from time to time. “Effective Date” means the date that Client accepts this Agreement (as described in the Preamble). “Export Laws” means export control laws and regulations of the countries and/or territories in which Active operates or in which the Products are used, accessed, or from which the Products are provided. “Hardware” means computer hardware, equipment, and/or utilities supplied by Active pursuant to a Schedule. “Intellectual Property” means any and all intellectual property and proprietary rights (in whole or in part) recognized in any country or jurisdiction in the world, now or hereafter existing, and whether or not perfected, filed, or recorded, including inventions, technology, patent rights (including patent applications, divisions, and disclosures), copyrights and all works of authorship (whether or not copyrightable), moral rights, trade secrets, trademarks and other indicators of source (and the goodwill associated therewith), service marks, trade dress, logos, methodologies, procedures, processes, know-how, tools, utilities, techniques, protocols, various concepts, ideas, methods, models, templates, software, source code, algorithms, tools, utilities, the generalized features of the structure, sequence and organization of software, user interfaces and screen designs, layouts, general purpose consulting and software tools, utilities and routines, and logic, coherence and methods of operation of systems, training methodology and materials, which Active has created, acquired, or otherwise has rights in, and may, in connection with the Products or the performance of Services hereunder, create, employ, provide, modify, create, acquire, or otherwise obtain rights in, and in each case includes any derivative works, alterations, and other modifications using, incorporating, based on, or derived from the foregoing.
“Maintenance Services” means the provision of Updates and Upgrades related to the Software all as more particularly set out in the applicable Product Attachment and/or Schedule.
“Preamble” means the first paragraph of these General Terms. “Products” means, collectively, SaaS, Desktop Software, Services, Hardware, and all other services, products, or materials provided by Active to Client under the terms of this Agreement.
“Professional Services” means the implementation, site planning, configuration, integration, and deployment of the Software or SaaS, training, project management, and other consulting services.
“Protected Materials” means Products, except for Hardware. “SaaS” means (a) the software as a service which is hosted by Active or its hosting providers and which is accessed by Client and its users via the internet; (b) Active’s web sites; and (c) associated services, as more fully described in the applicable Product Attachment. SaaS functionality is subject to change from time to time at Active’s sole discretion. “Services” means, collectively, (a) Professional Services; (b) Maintenance Services; (c) Support Services; and (d) any other services set forth in a Schedule.
“Schedule” means the document, schedule, quote, pricing form, web page, order form, or similar document and the terms and conditions contained therein “accepted” (as described in the Preamble) by the parties that describes order-specific information, such as a description of Products ordered, features, options, license details, and fees. “Software” means the SaaS and the Desktop Software, collectively. “Support Services” means the provision of technical assistance for Software or Hardware as further described in an applicable Product Attachment and/or Schedule.
“Taxes” means any and all applicable taxes, including sales, use, excise, withholding, assessments, stamp, transfer, value-added, duties, tariffs, export charges, import charges, and other taxes or assessments (however designated) imposed by any foreign, federal, provincial, state, or local governmental authority upon or applicable to Products arising out of this Agreement, other than those based on Active’s net income. “Third Party EULA” means the end user license agreement, if any, that accompanies the Third Party Products, which governs the use of or access by Client to the applicable Third Party Products. “Third Party Products” means those hardware, firmware and/or software products, including updates and enhancements thereto, if any, owned by third parties, together with all user manuals and other documents accompanying the delivery of the Third Party Products. “Updates” means bug fixes, patches, error corrections, minor releases, or modifications or revisions that enhance existing performance of the Software that are provided as part of Maintenance Services. Updates exclude Upgrades. “Upgrades” means a new Software release that contains major functionality enhancements or improvements; and which is designated by an incremental increase in the release number to the left of the decimal point (by way of example only, release 5.0 designates an Upgrade from release 4.x). Upgrades exclude new products, modules or functionality for which Active generally charges a separate fee.

ACTIVE Network, LLC
717 North Harwood Street
™ ®
Suite 2500
Dallas, TX 75201
Third Party Hardware Terms
Last Updated October 31, 2016
This document is a “Product Attachment” as defined in the General Terms entered into by Client and Active and is subject to and incorporates by reference the provisions of the General Terms. This Product Attachment is effective as of the date it is “accepted” (in accordance with the Preamble to the General Terms). Any capitalized terms not defined herein have the meaning ascribed to them in the General Terms.

1. Purchase and Sale; Delivery.

1.1 Active hereby agrees to sell to Client, and Client hereby agrees to purchase from Active, the Third Party Products listed in the applicable Schedule in the volumes and at the prices described therein. For purposes of this Addendum, “Third Party Products” means those hardware, firmware and/or software products, provided to Active by third parties, listed in the Schedule, together with all user manuals and other documents accompanying the delivery of the Third Party Products, provided that the Third Party Products shall not include software developed by Active.

1.2 Active will ship all or any part of the Third Party Products to Client as soon as reasonably practicable (or, if the below-described purchase order documentation does not seek immediate shipping, at the time Active considers reasonable in order to meet the desired delivery date described) after receipt by Active of a purchase order from Client specifying the particular Third Party Products sought, the number of such Third Party Products sought, the price payable therefore, and the desired date and location of delivery thereof. Any such purchase order must, at a minimum, reference quantity, description and price.

1.3 Following delivery by Client of any purchase order documentation described in Section 1.2, no changes by Client to the shipment schedule described therein will be permitted unless Active is notified thereof in writing at least ninety (90) days in advance of the delivery date sought in such purchase order documentation.

1.4 Purchase orders delivered by Client to Active in respect of Third Party Products are not binding upon Active until accepted by Active in writing. In any case, despite any indication to the contrary contained in any such purchase order documentation, no terms or conditions on purchase order documentation issued by Client, other than the information required by Active as set forth expressly in this Agreement, will be binding upon Active, nor will any such terms or conditions modify or supplement this Agreement in any way, notwithstanding the fact that Active may accept or otherwise approve such purchase orders. Active reserves the right to refuse any such purchase order for any reason not contrary to this Agreement, including without limitation pricing differences as described in Section 2.2.

1.5 Client may purchase Third Party Products in addition to those listed in the Schedule by issuing additional purchase order documentation as described herein, provided that the supply (or non-supply) of such additional Third Party Products will be subject to this Agreement as though such additional Third Party Products had been included in the Schedule on the date of execution of Schedule subject to the following: (a) the price for such additional Third Party Products is subject to agreement between the parties each in their own absolute discretion, and (b) Active shall have the right to discontinue delivery of such additional Third Party Products upon at least ninety (90) days written notice to Client without any liability to Client whatsoever for such discontinuance.

2. CHARGES AND PAYMENTS.

2.1 The pricing applicable to Third Party Products is as set out in the Schedule in the form finally agreed to by the Parties.

2.2 Client acknowledges that: (a) the prices described in the Schedule are applicable for thirty (30) days after the date of execution hereof, and such prices are based upon Client taking delivery of the full number of any particular Third Party Product listed in the Schedule in a single shipment; and (b) Client hereby agrees that after the expiry of such initial thirty (30) day period or, in case of Client seeking, in a particular shipment, delivery of less than all of the Third Party Products of a particular type listed the Schedule, the actual prices may be higher. Prior to shipment of any Third Party Products that would be subject to pricing that differs from that described in the Schedule, Active will notify Client of any such different pricing and Client will accept such different pricing, as mutually agreed between Client and Active, in writing.

3. Support for Third Party Products. For the purpose of isolating support issues and responsibility in respect of Third Party Products and their interaction with any Products, Active will provide initial first-tier support, to a maximum of fifteen (15) minutes per support inquiry.

4. Proprietary Rights.

4.1 Client acknowledges that any Third Party Products supplied by Active hereunder are supplied by Active as a reseller thereof and that the Third Party Products are subject to the intellectual property rights of the various third party developers and/or manufacturers thereof, as applicable, including without limitation copyright, trade secret, trademark, and patent rights. Client will maintain in confidence and not use or disclose any and all confidential business or technical information connected with any Third Party Product except as specifically permitted by a party having legal control of such rights, and Client will defend or settle any claim made or any suit or proceeding brought against Active insofar as such claim, suit, or proceeding is based on an allegation that any Third Party Product provided to Client hereunder has been installed, used, or otherwise treated by Client or any client or customer of Client in violation of the proprietary rights of any third party or on an allegation that Client or any client or customer of Client has disclosed or used any confidential business or technical information connected with any Third Party Product, provided that Active will notify Client in writing promptly after the claim, suit, or proceeding is known to Active and will give Client such information and assistance as is reasonable in the circumstances. Client will have sole authority to defend or settle any such claim at Client’s expense. Client will indemnify and hold Active harmless from and against any and all such claims and will pay all damages and costs finally agreed to be paid in settlement of such claim, suit or proceeding.

4.2 Client acknowledges that the possession, installation and use of all Third Party Products which are software shall be governed by the terms of the software license(s) of the persons other than Active who possess the rights to control such possession, installation and use.

5. WARRANTY.

5.1 Active warrants to Client that Active has the right to deliver the Third Party Products subject to any documentation accompanying such Third Party Products at the time of delivery and/or any licensing mechanisms, physical, electronic or otherwise, included in any Third Party Products that are software.

5.2 Third Party Products are warranted by the manufacturers, suppliers or licensors thereof in accordance with the warranty statements accompanying delivery of the Third Party Products, and Client agrees that Client will rely solely on such Third Party Product warranties. Client agrees not to make a claim against Active on account of any warranty, express or implied, which may apply to any Third Party Product. If Client notifies Active of a defect or nonconformity within thirty (30) days of the date of delivery of such Third Party Product, Active will assist Client in troubleshooting such Third Party Product in accordance with Section 3. If such defect or nonconformity cannot be remedied during such troubleshooting and such Third Party Product is still under the Third Party Product warranty, Active shall contact the applicable manufacturer, supplier or licensor of such Third Party Product to coordinate any returns or refunds. If a notice of a defect or nonconformity is received by Active from Client of the defect or nonconformity following the initial the 30-day period, Active’s sole obligation and liability will be to provide support in accordance with Section 3. Returns and refunds are at the sole discretion of the applicable manufacturer, supplier or licensor.

ACTIVE Network, LLC
717 North Harwood Street
Suite 2500
Dallas, TX 75201
™ ®
Active reserves the right, and may take additional measures to verify Client’s account which may consist of reviewing publicly available data and/ confirmation of Client provided information. Such verification measures will be completed in advance of remittance.

All fees described herein are in consideration of the Software and Services that Active provides. Active and Client acknowledge that certain credit card network rules and laws prohibit imposing a surcharge that is based on the type of payment method used (e.g., having a different fee Annual Projected USD 26,929.93
Contract Value
Total Price USD 0.00
11710 Telegraph Road
Santa Fe Springs, CA 90670 United States
Ship To Address
Ship To Contact Gus Hernandez
11740 East Telegraph Road
Santa Fe Springs, CA 90670 United States
Bill To Address
Bill To Contact Gus Hernandez
Bill To Name SANTA FE SPRINGS PARKS & RECREATION
Email [email protected]
Phone 5628634896
Contact Name Gus Hernandez
Owner Email [email protected]
Opportunity Owner Christopher Quinonez
Prepared By Kim Klauer
Currency USD
Expiration Date 4/30/2021
Quote Number 00119378
Created Date 3/4/2021 717 North Harwood Drive, Suite 2500 Dallas, TX 75201
US
Company Address
Product Product
Type Description Quantity Fee
%
Total
Price
Total
Discount
Amount
ACTIVENet - Functionality: Activity
Registration SaaS 1
ACTIVENet - Functionality: Facility
Reservation SaaS 1
ACTIVENet - Public Interface -
Online Transaction Fee SaaS
Migration Loyalty Rates for first term of contract for
organizations under $1,500,000 in annual revenue through ACTIVE Net.
1 5.00
ACTIVENet - Public Interface Fee
Set up - passed to online registrant SaaS 1
ACTIVENet - Staff Interface -
(cash/check transctions - % fee) SaaS 1 2.50
ACTIVENet - Staff Interface - ECP
Transaction - Flat Fee SaaS 1 0.39 USD0.00
ACTIVENet - Staff Interface -
Payment Processing Fee - Credit
Card
SaaS
Migration Loyalty Rates for first term of contract for
organizations under $1,500,000 in annual revenue through ACTIVE Net.
1 3.00
ACTIVENet - (credit card refunds -
flat fee) SaaS 1 0.10 USD

0.00 ACTIVENet - SaaS
DocuSign Envelope ID: 86DA1E01-C1EC-4DE8-A3D8-16FD873C4ACF Active Network, LLC
Signature:
______________________________________________________
Name:
______________________________________________________
Title:
______________________________________________________
Date:
______________________________________________________
Client
Signature:
______________________________________________________
Name:
______________________________________________________
Title:
______________________________________________________
Date:
______________________________________________________
PO# (if applicable):
______________________________________________________
for the use of a credit card vs. debit card), and therefore, each agree not to impose such a surcharge on any End User.

The payment options we offer may include MasterCard, Visa, American Express and Discover.

If your order includes hardware, please note that all hardware orders have a 30-day return policy, and it is recommended that you inspect your purchases upon delivery.
*Sales tax and shipping not included in total price. Sales tax and shipping, where applicable, will be added to your invoice.

By signing this Schedule, you agree to the terms and conditions governing your use of the Software and Services as set forth at:

General Terms - http://www.activenetwork.com/general-terms Product Terms - http://www.activenetwork.com/membership-terms Third Party Hardware Product Attachment - http://www.activenetwork.com/thirdpartyhardware-terms Quote Acceptance Information
DocuSign Envelope ID: 86DA1E01-C1EC-4DE8-A3D8-16FD873C4ACF City Manager
Ray Cruz
City Council Meeting June 6, 2023
Report Submitted By: Maricela Balderas/Gus Hernandez Date of Report: June 2, 2023 Community Services Department
City of Santa Fe Springs

CONSENT AGENDA
Approval of Code of Conduct for Community Services City Facilities, Parks and Programs

BACKGROUND
The City of Santa Fe Springs’ Community Services Department is committed to providing quality and caring programs, events and services to the residents of Santa Fe Springs. The Code of Conduct for Community Services City Facilities, Parks and Programs is a proactive administrative policy that consists of a formal set of rules intended to advance the City’s goals of providing efficient and high quality services to its residents and providing a safe and productive work environment for employees. To help ensure participant satisfaction and safety, the City requests participants, guests, spectators and staff to follow a common set of rules for courteous behavior. In order to ensure that all participants, guests, spectators and staff provide a safe, positive and open experience, the Code of Conduct will apply.

LEGAL REVIEW
The Code of Conduct was drafted upon recommendations by the California Joint Powers Authority. The City Attorney has reviewed the proposed Code of Conduct for Community Services City Facilities, Parks and Programs.

Tom Hatch
Interim City Manager
Attachment(s):

1. Code of Conduct for City Facilities, Parks and Programs

RECOMMENDATION(S)
• Authorize the Director of Community Services to adopt the Code of Conduct Administrative Policy for Community Services City Facilities, Parks and Programs in the City of Santa Fe Springs.

ITEM NO. 8F
June 2023
City of Santa Fe Springs
Department of Community Services
Code of Conduct for City Facilities/Parks/Programs

PURPOSE
The City of Santa Fe Springs is committed to promoting a positive recreational experience at its facilities, programs, classes, and events. In order to do so, all participants, guests, and spectators, are required to abide by this Code of Conduct.

CODE OF CONDUCT
Participants, guests, and spectators agree to the following at all times while participating in, utilizing, or accessing City facilities, programs, and/or events:
• Abide by all applicable City, federal, state, and local laws, rules, and policies, including, but not limited to, any and all specific rules of a program, event, class, facility, or park, or other posted regulations.
• Comply with requests from officials, staff, and program facilitators/instructors. • Refrain from conduct that disrupts or obstructs any program, event, or class. This includes but is not limited to rudeness to others and argumentative behavior. • Refrain from any lewd, obscene, or indecent conduct or expression, including, but not limited to, profanity, intimidating or demeaning language, harassment, discrimination, threats, or offensive remarks.
• Refrain from any action which in the judgment of any staff, instructor or facilitator, constitutes an attempt to inflict, or the actual infliction of, injury to other participants and/or staff.
• Refrain from any theft, destruction, or damage to anyone else’s property, including the City’s. Do not take any property that does not belong to you unless you have been told by a staff, instructor or facilitator to take it.
• Refrain from smoking at any indoor facility or any park except in designated smoking areas.
• Refrain from possessing or using any weapon or explosive device, including fireworks. • Refrain from selling, possessing, using, or being under the influence of illegal drugs or alcohol.
• Refrain from personal hygiene offensive to others, including body odor, the use of scented products, or uncleanliness that could damage facility resources. Insufficient personal hygiene may result in being asked to leave until the hygiene issues are remedied. • Refrain from loitering or sleeping in facilities or on City property, or using public areas such as restrooms for personal hygiene (shaving, bathing, washing clothes, hair cutting, or other such uses).
• No person shall exhibit, sell or offer for sale, panhandle, hire lease any object, service, or merchandise on City property, except under a permit issued by the Department of Community Services.
• Obtain specific City authorization and permit and approval for certain video or audio recording of City programs on City property in compliance with laws and regulations.

June 2023
• Dress appropriately for a public place. This includes wearing a shirt/top, pants/skirt/shorts, and shoes at all times (except where a program requires other dress guidelines) • Clean-up after yourself including putting all trash and recyclables in the proper receptacles.
• Do not bring pets or animals (except service animals) into a facility or leave pets or animals unattended outside the facility.
• Supervise young children at all times.

CONSEQUENCES FOR VIOLATIONS OF CODE OF CONDUCT
Any participant, guest, or spectator who violates the Code of Conduct may be subject to the following:

A. Violations of the code of conduct that do not constitute an immediate and apparent threat to the safety of others or their property will result in all or some of the following actions including, but not limited to:

1. A verbal warning to discontinue the unacceptable behavior and actions.

2. If the unacceptable behaviors or actions continue, a suspension of the right to participate in the activity or removal from a park or facility for a period of time may be initiated.

3. A permanent suspension from the program, park or facility for failure to correct behavior for repeat violations of this Code of Conduct.

B. In extreme cases of unacceptable behavior that is deemed threatening to other participants or staff, the City reserves the right to immediately remove the offending individual(s) from a facility, program, class, or event.

Thank you for assisting the City of Santa Fe Springs in providing positive experiences at our programs, facilities and parks. Depending on the nature of violation of the Code of Conduct, the City reserves the right to warn, cite, refer to law enforcement or request the immediate removal of a participant from City property, facilities, parks and or programs.

City Council Meeting June 6, 2023
Report Submitted By: Travis Hickey/Lana Dich Date of Report: June 2, 2023 Finance & Administrative Services
City of Santa Fe Springs

CONSENT CALENDAR
Adoption of the City’s Fiscal Year 2023-24 Investment Policy

BACKGROUND
Prior to January 1, 2005, State statute required the City Treasurer to render to the City Council an annual Investment Policy (“Policy”). Although the law changed to eliminate this requirement, an annual review of the Policy for legal compliance and subsequent submittal to the City Council is a good fiscal practice.

Ms. Sarah Meacham, Director with PFM Asset Management, LLC (“PFMAM”), along with her staff, regularly meet with Staff to review the City’s investment portfolio performance, including discussion on compliance with the City’s Policy and any recommended changes to the Policy.

The current Policy was originally adopted on June 25, 2015. Minor updates have been made since that time to ensure compliance with changes to the California Government Code (“Code”).

At this time, PFMAM brought to our attention two recent Code changes that were part of Senate Bill (“SB”) 1489, which took effect January 1, 2023. SB 1489 lengthened the reporting deadline for submitting quarterly reports in Code section 53646 (b)(1) to 45 days from 30 days. The change provides local agencies with more time to prepare the report recognizing the time needed to collect data and finish the report. Staff recommended that the City adopt the 45-day reporting deadline.

SB 1489 also clarified that investments remaining maturity is to be measured from the settlement date of the purchase to its final maturity. The Bill specifies that the forward settlement date of an investment cannot exceed 45 days from the trade date. This was not previously referenced in the Policy; as such, no Policy changes are necessary.

The current Policy with recommended changes and the final version from PFMAM outlining the recommended changes are attached to this report.

The current policy is in compliance with the requirements of the Code and are modeled after the recommended language endorsed by the California Municipal Treasurer’s Association (“CMTA”). The proposed policy retains the existing overall investment objectives, in priority order, to be (1) safety (2) liquidity and (3) return on investment:

Safety — Safety of principal is the foremost objective of the investment program.

RECOMMENDATION
• Adopt the Investment Policy for fiscal year 2023-24.

ITEM NO. 8G
City Council Meeting June 6, 2023
Report Submitted By: Travis Hickey/Lana Dich Date of Report: June 2, 2023 Finance & Administrative Services
City of Santa Fe Springs
Investments will be undertaken in a manner that seeks to ensure preservation of capital in the portfolio.

Liquidity — The investment portfolio will remain sufficiently liquid to enable the City to meet its cash flow requirements.

Return on Investment — The investment portfolio will be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into consideration with the investment risk constraints of safety and liquidity needs.

Tom Hatch
Interim City Manager
Attachment(s)

1. City Investment Policy (current Policy with revisions)

2. City Investment Policy (final version)
1 ATTACHMENT 1
City of Santa Fe Springs
Investment Policy
June 21, 2022June 6,
2023

1. Policy
The intent of the Investment Policy of City of Santa Fe Springs is to define the parameters within which funds are to be managed. In methods, procedures and practices, the policy formalizes the framework for the City’s investment activities that must be exercised to ensure effective and judicious fiscal and investment management of the City’s funds. The guidelines are intended to be broad enough to allow the investment officer to function properly within the parameters of responsibility and authority, yet specific enough to adequately safeguard the investment assets.

The City will invest its funds in such a manner as to comply with applicable state laws (California Government Code Section 53600, et seq. and 53630, et seq.), ensure prudent money management, provide for daily cash flow needs, and meet the City’s investment objectives.

2. Scope
The Investment Policy applies to all funds and investment activities of the City except for the investment of bond proceeds, which are governed by the appropriate bond documents, and any pension or other post-employment benefit funds held in a trust that has a separate investment policy.

Except for funds in certain restricted and special funds, the City commingles its funds to maximize investment earnings and to increase efficiencies with regard to investment pricing, safekeeping and administration.

3. Prudence
The standard of prudence to be used by those authorized to invest on behalf of the City will be the "prudent investor" standard and will be applied in the context of managing an overall portfolio. The “prudent investor” standard states that:
“When investing, reinvesting, purchasing, acquiring, exchanging, selling, or managing public funds, a trustee shall act with care, skill, prudence, and diligence under the circumstances then prevailing, including, but not limited to, the general economic conditions and the anticipated needs of the agency, that a prudent person acting in a like capacity and familiarity with those matters would use in the conduct of funds of a like character and with like aims, to safeguard the principal and maintain the liquidity needs of the agency.”

4. Objectives
The primary objectives, in priority order, of the investment activities of the City are:

City of Santa Fe Springs Investment Policy
2 1. Safety — Safety of principal is the foremost objective of the investment program.

Investments will be undertaken in a manner that seeks to ensure preservation of capital in the portfolio.

2. Liquidity — The investment portfolio will remain sufficiently liquid to enable the City to meet its cash flow requirements.

3. Return on Investment — The investment portfolio will be designed with the objective of attaining a market rate of return throughout budgetary and economic cycles, taking into consideration with the investment risk constraints of safety and liquidity needs.

5. Delegation of Authority
The City Council’s management responsibility for the investment program is hereby delegated for a one-year period to the City Treasurer. Subject to review, the City Council may renew the delegation of authority pursuant to this section each year. The City Treasurer, and the Treasurer’s designees, will monitor and review all investments for consistency with this Investment Policy. The City Treasurer may delegate day-today investment decision making and execution authority to an investment advisor.

Eligible investment advisors must be registered with the Securities and Exchange Commission (SEC) under the Investment Advisors Act of 1940. The advisor will follow the Policy and such other written instructions as are provided.

6. Ethics and Conflict of Interest
Officers and employees involved in the investment process will refrain from personal business activities that could conflict with proper execution of the investment program, or which could impair their ability to make impartial decisions. Employees and investment officials will disclose to the City Manager any material financial interests in financial institutions that conduct business within their jurisdiction, and they will further disclose any large personal financial/investment positions that could be related to the performance of the City’s portfolio.

7. Authorized Financial Dealers and Institutions
The City Treasurer will maintain a list of financial dealers and institutions qualified and authorized to transact business with the City.

The purchase by the City of any investment other than those purchased directly from the issuer, will be purchased either from an institution licensed by the State as a broker-dealer, as defined in Section 25004 of the Corporations Code, who is a member of Financial Industry Regulatory Authority (FINRA), or a member of a Federally regulated securities exchange, a National or State Chartered Bank a Federal or State Association (as defined by Section 5102 of the Financial Code), or a brokerage firm designated as a Primary Government Dealer by the Federal Reserve Bank.

The City Treasurer will investigate all institutions that wish to do business with the City, in order to determine if they are adequately capitalized, make markets in securities appropriate to the City’s needs, and agree to abide by the conditions set forth in the City’s Investment Policy and any other guidelines that may be provided. This City of Santa Fe Springs Investment Policy
3 will be done annually by having the financial institutions submit in writing that they have read and will abide by the City’s Investment Policy and submit its most recent audited Financial Statement within 120 days of the institution’s fiscal year end.

If the City has an investment advisor, the investment advisor may use its own list of authorized broker/dealers to conduct transactions on behalf of the City.

Purchase and sale of securities will be made on the basis of competitive bids and offers with a minimum of three quotes being obtained, whenever possible.

8. Authorized and Suitable Investment
The City will limit investments in any one issuer, except U.S. Treasuries, Federal Agencies, supranationals, and pooled funds (i.e., money market funds, local government investment pools, and LAIF), to no more than 5% regardless of security type.

Where this section specifies a percentage limitation for a particular security type, that percentage is applicable only at the date of purchase. Credit criteria listed in this section refers to the credit rating category (inclusive of modifiers) at the time the security is purchased. If an investment’s credit rating falls below the minimum rating required at the time of purchase, the City Treasurer will perform a timely review and decide whether to sell or hold the investment.

1. U.S. Treasuries. United States Treasury notes, bonds, bills, or certificates of indebtedness, or those for which the full faith and credit of the United States are pledged for the payment of principal and interest.

2. U.S. Agency Obligations. Federal agency or United States government-sponsored enterprise obligations, participations, or other instruments, including those issued by or fully guaranteed as to principal and interest by federal agencies or United States government-sponsored enterprises.

3. California State and Local Agency Obligations. Obligations of the State of California or any local agency within the state, including bonds payable solely out of revenues from a revenue producing property owned, controlled or operated by the state or any local agency or by a department, board, agency or authority of the state or any local agency.

Obligations eligible for investment under this subdivision with maturities in excess of one year must be rated in a rating category of “A,” its equivalent, or better by a nationally recognized statistical rating organization (NRSRO). Obligations eligible for investment under this subdivision with maturities under one year must be rated in a rating category of “A-1,” its equivalent, or better by a NRSRO. No more than 30% of the City's portfolio may be invested in municipal obligations (includes 4. Other State Obligations).

4. Other State Obligations. Registered treasury notes or bonds of any of the other 49 United States in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 United States, in addition to California. Obligations eligible for investment under this subdivision with maturities in excess of one year must be rated in a rating category of “A,” its equivalent, or better by a NRSRO. Obligations eligible for investment under this subdivision with maturities under one year
City of Santa Fe Springs Investment Policy
4 must be rated in a rating category “A-1,” its equivalent, or better by a NRSRO. No more than 30% of the City's portfolio may be invested in municipal obligations (includes 3.

California State and Local Agency Obligations).

5. Bankers' Acceptances. Purchases of bankers' acceptances will have a maximum maturity of 180 days. No more than 40% of the City's portfolio may be invested in bankers’ acceptances. Eligible bankers’ acceptances must be rated in a rating category of “A-1,” its equivalent, or better by a NRSRO.

6. Commercial Paper. Commercial paper of “prime” quality of the highest ranking or of the highest letter and number rating as provided for by a NRSRO. The entity that issues the commercial paper will meet all of the following conditions in either paragraph a or paragraph b:
a. The entity meets the following criteria: (i) Is organized and operating in the United States as a general corporation. (ii) Has total assets in excess of five hundred million dollars ($500,000,000). (iii) Has debt other than commercial paper, if any, that is rated in a rating category of “A,” its equivalent or higher by a NRSRO.
b. The entity meets the following criteria: (i) Is organized within the United States as a special purpose corporation, trust, or limited liability company. (ii) Has program wide credit enhancements including, but not limited to, over collateralization, letters of credit, or surety bond. (iii) Has commercial paper that is rated in a rating category of “A-1,” its equivalent or higher, or the equivalent, by a NRSRO.

Eligible commercial paper will have a maximum maturity of 270 days or less. No more than 25% of the City’s portfolio may be invested in commercial paper.

7. Medium-Term Notes. Medium-term notes, defined as all corporate and depository institution debt securities with a maximum remaining maturity of five years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the U.S. or any state, and operating within the U.S. Medium-term notes must be rated in a rating category of “A,” its equivalent, or better by a NRSRO. No more than 30% of the City’s portfolio may be invested in medium-term notes.

8. Bank Deposits. FDIC-insured or fully collateralized demand deposit accounts, savings accounts, market rate accounts, time certificates of deposits (“TCDs”) and other types of bank deposits in a state or national bank, savings association or federal association, federal or state credit union in California. The amount on deposit in any financial institution shall not exceed the shareholder’s equity. In accordance with California Government Code Section 53635.2, to be eligible to receive City deposits, a financial institution will have received an overall rating of not less than “satisfactory” in its most recent evaluation by the appropriate federal financial supervisory agency of its record of meeting the credit needs of California's communities. The City will have a signed agreement with any depository accepting City funds per Government Code Section 53649.

The maturity of TCDs may not exceed three years. No more than 30% of the City’s portfolio may be invested in TCDs.

City of Santa Fe Springs Investment Policy
5 9. Deposit Placement Services. The City may invest a portion of its portfolio in deposits at a commercial bank, savings bank, savings and loan association, or credit union in the State of California (the selected depository) that uses a private sector entity that assists in the placement of deposits in the United States. The full amount of each deposit placed and the interest that may accrue on each such deposit will at all times be insured by the Federal Deposit Insurance Corporation (FDIC) or the National Credit Union Administration. Additional required criteria for this investment type can be found in California Government Code Section 53601.8.

No more than 30% of the City's investment portfolio may be invested in deposit placement service deposits. No more than 10% of the City’s portfolio may be invested with any one selected depository for placement services.

The City will monitor the financial institutions selected by deposit placement services to ensure that the City does not deposit more than the amount eligible for FDIC insurance in a single financial institution through non-negotiable CDs and deposit placement services.

10. Negotiable Certificates of Deposit. Negotiable certificates of deposit issued by a nationally or state-chartered bank, a savings association or a federal association (as defined by Section 5102 of the Financial Code), a state or federal credit union, or by a federally- or state-licensed branch of a foreign bank. Eligible negotiable CDs with maturities in excess of one year must be rated in a rating category of “A,” its equivalent, or better by a NRSRO. Eligible negotiable CDs with maturities under one year must be rated in a rating category of “A-1,” its equivalent, or better by a NRSRO. No more than 30% of the City's investment portfolio may be invested in negotiable CDs.

11. State of California's Local Agency Investment Fund (LAIF). The State Treasurer established LAIF for the benefit of local agencies. The City can invest up to the maximum amount permitted by the State Treasurer.

12. Los Angeles County Pooled Fund. The Los Angeles County Treasurer manages a Pooled Fund, in which the City can invest funds that are needed for short-term liquidity.

13. Money Market Funds. Shares of beneficial interest issued by diversified management companies that are money market funds registered with the Securities and Exchange Commission under the Investment Company Act of 1940 (15 U.S.C. Sec. 80a-1, et seq.).

To be eligible for investment pursuant to this subdivision these companies will either:
a. Attain the highest-ranking letter or numerical rating provided by not less than two of the three largest NRSRO or
b. Have an investment advisor registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience managing money market mutual funds and with assets under management in excess of $500,000,000.

No more than 20% of the City’s portfolio may be invested in money market funds.

City of Santa Fe Springs Investment Policy
6 14. Local Government Investment Pools (LGIPs). Shares of beneficial interest issued by a joint powers authority organized pursuant to Government Code Section 6509.7 that invests in the securities and obligations authorized in subdivisions (a) to (q) of Government Code Section 53601, inclusive. Each share will represent an equal proportional interest in the underlying pool of securities owned by the joint powers authority. To be eligible under this section, the joint powers authority issuing the shares will have retained an investment adviser that meets all of the following criteria:
a. The adviser is registered or exempt from registration with the Securities and Exchange Commission.
b. The adviser has not less than five years of experience investing in the securities and obligations authorized in subdivisions (a) to (q) California Government Code Section 53601, inclusive.
c. The adviser has assets under management in excess of five hundred million dollars ($500,000,000).

15. Supranationals. United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development (IBRD), International Finance Corporation (IFC), or Inter-American Development Bank (IADB), with a maximum remaining maturity of five years or less, and eligible for purchase and sale within the United States. Investments under this subdivision must be rated in a rating category of “AA,” its equivalent or better by a NRSRO. No more than 30% of the City’s portfolio may be invested in supranationals.

16. Asset-Backed Securities (ABS). Any mortgage pass-through security, collateralized mortgage obligation, mortgage-backed or other pay-through bond, equipment lease-back certificate, consumer receivable pass-through certificate, or consumer receivable-backed bond of a maximum remaining maturity of five years or less. Eligible securities must be rated, by a NRSRO, in a rating category of “AA,” its equivalent or higher. No more than 20% of the City's portfolio may be invested in ABS.

9. Prohibited Investments
Investments not described herein, including but not limited to stocks, inverse floaters, range notes, mortgage-derived, interest-only strips, or any security that could result in zero interest accrual if held to maturity are prohibited for purchased by the City, except as authorized by California Government Code Section 53601.6.

The City will not leverage or borrow money for the purpose of investing.

10. Local Investment
The City will strive to make investments that benefit the local area. Placing monies in local commercial banks is one method of promoting this goal. Deposits may be placed with local commercial banks up to the amount insured by the FDIC.

City of Santa Fe Springs Investment Policy
7 11. Non-Discrimination
The City has an obligation to be aware of the social and political impacts of its investments and to act responsibly in making its investment decisions. The City will not knowingly make any investments in any institution, company, corporation, subsidiary or affiliate that practices or supports directly or indirectly through its actions, discrimination on the basis of race, religion, color, creed, national or ethnic origin, age, sex, sexual preference, or physical disability.

12. Review of Investment Portfolio
California Government Code requires compliance be measured only at the time of purchase. Balance fluctuations can cause sector and issuer percentages to rise above the limits described above and changes in the financial environment can cause ratings to fall below minimum requirements. While these situations do not constitute non-compliance, the City Treasurer will monitor for these situations and decide whether they warrant making changes to the portfolio. Instances of non-compliance will be reported to the City Council at least quarterly, if any arise.

13. Investment Pools
The City will complete due diligence for any pooled investments the City invests in.

The City Treasurer will collect and evaluate the following information for each pool/fund:
 Permitted investments and objectives
 Description of interest calculations
 Method/frequency of interest distribution
 Treatment of gains and losses
 Method/frequency of audits
 Description of eligible investors
 Limits/minimum account sizes, type of assets, transaction sizes, and number of transactions
 Limits on withdrawals
 Frequency of statements and reporting of underlying investments  Reserves or retained earnings
 Fee schedules

14. Collateralization
Collateralization is required for deposits. Deposits must be collateralized as specified under Government Code Section 53630, et seq. The City, at its discretion, may waive the collateralization requirements for any portion that is covered by federal deposit insurance. Funds may be deposited in active or inactive accounts, but may not exceed the total paid-up capital and surplus in any depository.

City of Santa Fe Springs Investment Policy
8 15. Safekeeping and Custody
All deliverable securities owned by the City, will be kept in safekeeping/custody by a third-party bank’s trust department. All trades of marketable securities will be executed (cleared and settled) on a delivery vs. payment (DVP) basis to ensure that securities are deposited in the City’s safekeeping/custody bank prior to the release of funds.

16. Maximum Maturities
Maturities will be based on a review of cash flow forecasts. Maturities will be scheduled to permit the City to meet all projected obligations.

The City may not invest in a security that exceeds five years from the date of purchase unless the City Council has provided at least 90 days prior approval for a specific purpose.

17. Internal Controls
The City Treasurer will establish an annual process of independent review by an external auditor. This review will provide internal control by assuring compliance with policies and procedures.

18. Performance Standards
The City Treasurer will establish a performance benchmark consistent with the City’s investment strategy and supportive of the City’s investment objectives.

19. Reporting Requirements
The City Treasurer will render a quarterly report to the City Council and City Manager within 30 45 days following the end of the quarter covered. The report will include at least:
 List of all investments owned by the City
 List transactions as required by California Government Code 53607 when City Council has delegated authority
 Investment type
 Issuer
 Maturity date
 Total par and dollar amount invested
 Description of any funds, investments, or programs managed by an advisor or other outside party
 Market value of the investment portfolio as of the date of the report, and the source of this valuation
 Statement as to whether the City’s investments comply with the Investment Policy, and if not, why not
 Statement denoting the ability of the City to meet its expenditure requirements for the next six months
City of Santa Fe Springs Investment Policy
9 20. Investment Policy Adoption
The City’s Investment Policy will be adopted by resolution of the City Council. The Policy will be reviewed annually by the City Council and any modifications made thereto must be approved by the Council.

21. Glossary
See attached Appendix A.
i

APPENDIX A

GLOSSARY
AGENCIES: Federal agency securities and/or Government-sponsored enterprises.

BENCHMARK: A comparative base for measuring the performance or risk tolerance of the investment portfolio. A benchmark should represent a close correlation to the level of risk and the average duration of the portfolio’s investments.

BROKER: A broker brings buyers and sellers together for a commission.

CERTIFICATE OF DEPOSIT (CD): A deposit with a specific maturity evidenced by a Certificate. Large-denomination CDs are typically negotiable.

COLLATERAL: Securities, evidence of deposit or other property, which a borrower pledges to secure repayment of a loan. Also refers to securities pledged by a bank to secure deposits of public monies.

ANNUAL COMPREHENSIVE FINANCIAL REPORT (ACFR): The official annual report of the City. It includes five combined 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.

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. 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.

DIVERSIFICATION: Dividing investment funds among a variety of securities offering independent returns.

DURATION: A measure of the sensitivity of the price (the value of principal) of a fixed-income investment to a change in interest rates. Duration is expressed as a number of years. Rising interest rates mean falling bond prices, while declining interest rates mean rising bond prices.

FEDERAL DEPOSIT INSURANCE CORPORATION (FDIC): A federal agency that insures bank deposits, currently up to $250,000 per entity.

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.

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.

PORTFOLIO: Collection of securities held by an investor. ii

APPENDIX A
PRIMARY DEALER: A group of government securities dealers who submit daily reports of market activity and positions and monthly financial statements to the Federal Reserve Bank of New York and are subject to its informal oversight. Primary dealers include Securities and Exchange Commission (SEC)-registered securities broker-dealers, banks, and a few unregulated firms.

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 the current income return.

SAFEKEEPING: A service to customers rendered by banks for a fee whereby securities and valuables of all types and descriptions are held in the bank’s vaults for protection.

SECURITIES & EXCHANGE COMMISSION: Agency created by Congress to protect investors in securities transactions by administering securities legislation.

SEC RULE 15(C)3-1: See Uniform Net Capital Rule.

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, one reason new public issues are spread among members of underwriting syndicates. Liquid capital includes cash and assets easily converted into cash. 1 ATTACHMENT 2
City of Santa Fe Springs
Investment Policy
June 6, 2023

4. Objectives
The primary objectives, in priority order, of the investment activities of the City are:

City of Santa FeSprings Investment Policy
2 1. Safety — Safety of principal is the foremost objective of the investment program.

Investments will be undertaken in a manner that seeks to ensure preservation of capital in the portfolio.

2. Liquidity — The investment portfolio will remain sufficientlyliquid to enable the City to meet its cash flow requirements.

7. Authorized Financial Dealers and Institutions
The City Treasurer will maintain a list of financial dealers and institutions qualified and authorized to transact business with the City.

The City Treasurer will investigate all institutions that wish to do business with the City, in order to determine if they are adequately capitalized, make markets in securities appropriate to the City’s needs, and agree to abide by the conditions set forth in the City’s Investment Policy and any other guidelines that may be provided. This City of Santa FeSprings Investment Policy
3 will be done annually by having the financial institutions submit in writing that they have read and will abide by the City’s Investment Policy and submit its most recent audited Financial Statement within 120 days of the institution’s fiscal year end.

If the City has an investment advisor, the investment advisor may use its own list of authorized broker/dealers to conduct transactions on behalf of the City.

Purchase and sale of securities will be made on the basis of competitive bids and offers with a minimum of three quotes being obtained, whenever possible.

4. Other State Obligations. Registered treasury notes or bonds of any of the other 49 United States in addition to California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 United States, in addition to California. Obligations eligible for investment under this subdivision with maturities in excess of one year must be rated in a rating category of “A,” its equivalent, or better by a NRSRO. Obligations eligible for investment under this subdivision with maturities under one year
City of Santa FeSprings Investment Policy
4 must be rated in a rating category “A-1,” its equivalent, or better by a NRSRO. No more than 30% of the City's portfolio may be invested in municipal obligations (includes 3.

California State and Local Agency Obligations).

6. Commercial Paper. Commercial paper of “prime” quality of the highest ranking or of the highest letter and number rating as provided for by a NRSRO. The entity that issues the commercial paper will meet all of the following conditions in either paragraph a or paragraph b:
a. The entity meets the following criteria: (i) Is organized and operating in the United States as a general corporation. (ii) Has total assets in excess of five hundred million dollars ($500,000,000). (iii) Has debt other than commercial paper, if any, that is rated in a rating category of “A,” its equivalent orhigher by a NRSRO.
b. The entity meets the following criteria: (i) Is organized within the United States as a special purpose corporation, trust, or limited liability company. (ii) Has program wide credit enhancements including, but not limited to, over collateralization, letters of credit, or surety bond. (iii) Has commercial paper that is rated in a rating category of “A-1,” its equivalent or higher, or the equivalent, by aNRSRO.

Eligible commercial paper will have a maximum maturity of 270 days or less. No more than 25% of the City’s portfolio may be invested in commercial paper.

The maturity of TCDs may not exceed three years. No more than 30% of the City’s portfolio may be invested in TCDs.

City of Santa FeSprings Investment Policy
5 9. Deposit Placement Services. The City may invest a portion of its portfolio in deposits at a commercial bank, savings bank, savings and loan association, or credit union in the State of California (the selected depository) that uses a private sector entity that assists in the placement of deposits in the United States. The full amount of each deposit placed and the interest that may accrue on each such deposit will at all times be insured by the Federal Deposit Insurance Corporation (FDIC) or the National Credit Union Administration. Additional required criteria for this investment type can be found in California Government Code Section 53601.8.

12. Los Angeles County Pooled Fund. The Los Angeles County Treasurer manages a Pooled Fund, in which the City can invest funds that are needed for short-term liquidity.

To be eligible for investment pursuant to this subdivision these companies willeither:
a. Attain the highest-ranking letter or numerical rating provided by not less than two of the three largest NRSRO or
b. Have an investment advisor registered or exempt from registration with the Securities and Exchange Commission with not less than five years’ experience managing money market mutual funds and with assets under management in excess of $500,000,000.

No more than 20% of the City’s portfolio may be invested in money market funds.

City of Santa FeSprings Investment Policy
6 14. Local Government Investment Pools (LGIPs). Shares of beneficial interest issued by a joint powers authority organized pursuant to Government Code Section 6509.7 that invests in the securities and obligations authorized in subdivisions (a) to (q) of Government Code Section 53601, inclusive. Each share will represent an equal proportional interest in the underlying pool of securities owned by the joint powers authority. To be eligible under this section, the joint powers authority issuing the shares will have retained an investment adviser that meets all of the followingcriteria:
a. The adviser is registered or exempt from registration with the Securities and Exchange Commission.
b. The adviser has not less than five years of experience investing in the securities and obligations authorized in subdivisions (a) to (q) California GovernmentCode Section 53601, inclusive.
c. The adviser has assets under management in excess of five hundred million dollars ($500,000,000).

15. Supranationals. United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development (IBRD), International Finance Corporation (IFC), or Inter-American Development Bank (IADB), with a maximum remaining maturity of five years or less, and eligible for purchase and sale within the United States. Investments under this subdivision must be rated in a rating category of “AA,” its equivalent orbetter by a NRSRO. No more than 30% of the City’s portfolio may be invested in supranationals.

The City will not leverage or borrow money for the purpose of investing.

10. Local Investment
The City will strive to make investments that benefit the local area. Placing moniesin local commercial banks is one method of promoting this goal. Deposits may be placed with local commercial banks up to the amount insured by the FDIC.

City of Santa FeSprings Investment Policy
7 11. Non-Discrimination
The City has an obligation to be aware of the social and political impacts of its investments and to act responsibly in making its investment decisions. The City will not knowingly make any investments in any institution, company, corporation, subsidiary or affiliate that practices or supports directly or indirectly through its actions, discrimination on the basis of race, religion, color, creed, national or ethnic origin, age, sex, sexual preference, or physical disability.

13. Investment Pools
The City will complete due diligence for any pooled investments the City invests in.

The City Treasurer will collect and evaluate the following information for each pool/fund:
• Permitted investments and objectives
• Description of interest calculations
• Method/frequency of interest distribution
• Treatment of gains and losses
• Method/frequency of audits
• Description of eligible investors
• Limits/minimum accountsizes, type of assets, transaction sizes, and number of transactions
• Limits on withdrawals
• Frequency of statements and reporting of underlying investments • Reserves or retained earnings
• Fee schedules

City of Santa FeSprings Investment Policy
8 15. Safekeeping and Custody
All deliverable securities owned by the City, will be kept in safekeeping/custody by a third-party bank’s trust department. All trades of marketable securities will be executed (cleared and settled) on a delivery vs. payment (DVP) basis to ensure that securities are deposited in the City’s safekeeping/custody bank prior to the release of funds.

16. Maximum Maturities
Maturities will be based on a review of cash flow forecasts. Maturities will be scheduled to permit the City to meet all projected obligations.

The City may not invest in a security that exceeds five years from the date of purchase unless the City Council has provided at least 90 days prior approval for a specific purpose.

18. Performance Standards
The City Treasurer will establish a performance benchmark consistent with the City’s investment strategy and supportive of the City’s investment objectives.

19. Reporting Requirements
The City Treasurer will render a quarterly report to the City Council and City Manager within 45 days following the end of the quarter covered. The report will include at least:
• List of all investments owned by theCity
• List transactions as required by California Government Code 53607 when City Council has delegated authority
• Investment type
• Issuer
• Maturity date
• Total par and dollar amount invested
• Description of any funds, investments, or programs managed by an advisor or other outside party
• Market value of the investment portfolio as of the date of the report, andthe source of this valuation
• Statement as to whether the City’s investments comply with the Investment Policy, and if not, why not
• Statement denoting the ability of the City to meet its expenditure requirements for the next six months
City of Santa FeSprings Investment Policy
9 20. Investment Policy Adoption
The City’s Investment Policy will be adopted by resolution of the City Council. The Policy will be reviewed annually by the City Council and any modifications made thereto must be approved by the Council.