Agenda packet — Santa Monica City Council, October 28, 2025 (part 2 of 6)

• Zoning variances
• Vacation of a public easement across private property • Pre-applications, such as for General Plan Amendment, considered by the legislative body prior to filing of formal application
• Contracts entered under the City Manager’s Authority
• Closed session items that may result in a contract/settlement agreement approved by Council (real estate or litigation)
It does not apply to:
• Contracts under $50,000
• Contracts where no party receives financial compensation • Contracts between two or more public agencies
• Competitively bid contracts that are required by law, agency policy, or agency rule to be awarded pursuant to a competitive process
• Purely ministerial decisions
• General policy decisions or rules where the interests affected are many and diverse
• Ordinances and resolutions (except items like development agreements adopted by ordinance)
• Ballot measures
• Departmental policies
• Council rules
• Labor contracts and project labor agreements
• Personal employment contracts
• Allocation of resources in the City budget

2. Who is required to disclose?
A “party” to a proceeding is any person who files an application for, or is the subject of, a proceeding. In general, a person or company who applies for a permit, license, or right to use property in a particular way, which requires the City’s discretionary approval, will qualify as a party.

Parties are also required to disclose contributions by their agents. An “agent” is someone who (1) represents a party to a proceeding for compensation; and (2) appears before or otherwise communicates with the City for the purpose of influencing the pending proceeding. This can include law firms, architects, engineers, consultants, and similar entities. Both the individual and their employer or firm are considered “agents.” A party should also disclose contributions of other entities majority owned by the party, as well as contributions of any other entity whose contributions it directs or controls.

3. What must be disclosed?
A party must disclose campaign contributions over $500 made in the prior twelve months.

A “contribution” is anything of value for which the party has not received full consideration, including money, nonmonetary items, payments made for advertising or

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other expenses coordinated with a candidate or committee, loans, tickets to political fundraisers, etc.

4. Who is considered an officer of the City?
An “officer” is anyone who may make, participate in making, or attempt to influence a decision in the proceeding or who exercises authority over officers who may do so. This includes elected officials, members of appointed boards and commissions, the City Manager, and any individual who is a candidate for elected office or who has been a candidate in the twelve months prior to the decision. This definition is included on the Disclosure Form.

5. When should the disclosure occur?
The Disclosure Form must be completed (1) by a party to a contract with the City (or that party’s agent) at the time the party submits a response to a Request for Proposal or other competitive solicitation, enters into contract negotiations with the City, or executes a contract with the City, whichever is earliest; or (2) by a party to a license, permit, or other entitlement proceeding before the City at the time the party (or their agent) submits the license, permit, or entitlement application to the City. The party (or their agent) must submit a supplemental form if they make any new reportable contributions while the same contract, license, permit, or other entitlement is being considered. The party (or their agent) must also use the form if they need to correct any previously submitted form.

Parties are solely responsible for completing the form accurately, and could face penalties for failure to do so. The California Fair Political Practices Commission (FPPC) is the body who enforces violations of the Levine Act. If a party is uncertain about whether they are required to report or combine a contribution, they should consult with their attorney.

Nothing herein constitutes legal advice and individuals are urged to consult with their own attorney regarding the requirements of the law. To the extent there is any inconsistency, the language of the Levine Act and FPPC Regulations govern over this notice. Resources for officers, parties, participants, and agents, are available on the FPPC’s website at https://www.fppc.ca.gov/learn/pay-to-play-limits-and-prohibitions.html

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Packet Pg. 305 Attachment: Levine-1928 20th (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills Act Contracts) City of Santa Monica Levine Act Disclosure Form

CITY OF SANTA MONICA

CALIFORNIA LEVINE ACT DISCLOSURE
The Levine Act prohibits City Officers from participating in any action related to a contract, license, permit, or entitlement if such Officer received campaign contributions totaling more than $500 within the previous twelve months, and for twelve months following the date of a final decision, from a party or participant to the proceeding, or their agent.

Section 84308(a)(4) of the Levine Act defines an "Officer" as follows: “Officer” means any elected or appointed officer of an agency, any alternate to an elected or appointed officer of an agency, and any candidate for elective office in an agency. The term “Officer” is further defined 2 Cal.

Code Regs. Section 18438.1, which states:

An officer of an agency includes only those persons who make, participate in making, or in any way attempt to use their official position to influence a decision in the license, permit, or entitlement for use proceeding, or who exercise authority or budgetary control over the agency or officers who may do so, and:
(1) Serve in an elected position, including an official appointed to an elected position due to an interim vacancy or an election otherwise canceled because the official was the sole candidate for the position;
(2) Serve as a member of a board or commission;
(3) Serve as the chief executive of a state agency, or county, city or district of any kind; or (4) Have decision making authority with respect to the proceeding involving a license, permit, or other entitlement for use and is also a candidate for elected office or has been a candidate for elective office in the 12 months prior to the proceeding.

A list of Santa Monica Elected Officials and members of boards and commissions can be found at the following links. The party making this certification is responsible for determining whether a recipient of a political contribution is a City Officer prior to completing this form. https://www.smgov.net/departments/council/
https://www.santamonica.gov/departments/rent-control
https://www.smgov.net/boards/
Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City Officer in the twelve months preceding the date of the submission of your application or proposal? ____YES ____ NO
Name of Councilmember or City Officer: _________________________________ Name of Contributor: _________________________________________________ Date(s) of Contribution(s): ____________________________________________ Amount(s) ________________________________________________________ Please specify below and/or add additional sheet(s) to identify additional Councilmembers or City Officers to whom you and/or your agents made campaign contributions.

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Packet Pg. 306 Attachment: 137 Hart Ave (Simonsen)_Levine (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills City of Santa Monica Levine Act Disclosure Form
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.

By signing below, you certify you also agree to disclose to the City any future contributions made to Councilmembers or other City Officers by you or your agent(s) after the date of signing this disclosure form, and within 12 months following the approval, renewal, or extension of the requested contract, license, permit, or entitlement.

I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIATHAT THE FOREGOING IS TRUEAND CORRECT.

Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:

Please note this form is a public record and subject to a California Public Records Act request.

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Packet Pg. 308 Attachment: 226 Palisades Levine 10.21.25 [Revision 1] (7140 : Adoption of a Resolutions Approving Historic Property Preservation

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Packet Pg. 313 Attachment: 226 Palisades Levine 10.21.25 [Revision 1] (7140 : Adoption of a Resolutions Approving Historic Property Preservation

CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative s requirements. You may obtain a full copy of the Initiative s text from the City Clerk.

This information is required by City Charter Article XXII Taxpayer Protection. It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after the official votes, or otherwise takes official action, to award a public benefit to that person or entity. The prohibition applies within and outside of the geographical boundaries of Santa Monica.

All persons or entities applying or receiving public benefits from the City of Santa Monica shall provide the names of trustees, directors, partners, and officers, and names of persons with more than a 10% equity, participation or revenue interest. An exception exists for persons serving in those capacities as volunteers, without compensation, for organizations exempt from income taxes under Section 501(c)(3), (4), or (6), of the Internal Revenue Code. However, this exception does not apply if the organization is a political committee or controls political committees. Examples of a public benefit include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12-month period.

In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a public benefit. If the public benefit is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a public benefit covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.

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Packet Pg. 314 Attachment: 226 Palisades Ave. Oaks (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills Act

CITY OF SANTA MONICA

OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a public benefit. If the public benefit is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax abatement, exception, or benefit of a value in excess of $5,000 in any 12- month period; or

7. Payment of cash or speci of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Prepared by: ____________________________Title: __________________________ Signature: ______________________________________ Date: ________________ Email: ____________________________________ Phone: ____________________ FOR CITY USE ONLY:

Bid/PO/Contract # ____________________________ Permit # ___________________________

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Packet Pg. 315 Attachment: 226 Palisades Ave. Oaks (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills Act

CITY OF SANTA MONICA

OAKS INITIATIVE DISCLOSURE FORM
Required for all applications
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12-month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12- month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12-month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12-month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Permit # ___________________________
John Alexander Palamarchuk & Dongting Ma Property Owners [email protected] (310)382-4160 John Alexander Palamarchuk & Dongting Ma
9/28/2025

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Packet Pg. 316 Attachment: oaks-initiative-update-1958 20th (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills Act

CITY OF SANTA MONICA

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12-month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more in any 12- month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12-month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12-month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Permit # ___________________________

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Packet Pg. 317 Attachment: 137 Hart Ave (Simonsen)_Oaks Initiative 10.21.25 (7140 : Adoption of a Resolutions Approving Historic Property Preservation 1 David Yakobson
From: Brian Sweeney <[email protected]>
Sent: Tuesday, October 28, 2025 12:01 PM
To: councilmtgitems
Subject: Item 4A: Please Remove from Consent and Pause New Mills Act Contracts

EXTERNAL
Dear Mayor Negrete and Honorable City Council Members:

I am writing to request that you remove Item 4A from the Consent Calendar and place a moratorium on new Mills Act contracts until staff is able to develop a more equitable program.

Staff's analysis of one property (226 Palisades Avenue) is particularly flawed, which I'll discuss in further depth below, but the bottom line is that we don't need to be handing out tax breaks that defund our cities and schools when the public benefits are specious at best, and when -- based on how much they paid for the home -- the property owners can afford to pay to maintain their own homes in the absence of subsidy. Indeed, it's difficult to come up with a less equitable or fair way to spend public money.

For those reasons, many jurisdictions already limit the total number of Mills Act contracts or put a dollar limit on the pre-contract assessed value. Los Angeles, for example, already limits new Mills Act contracts to single family homes assessed at <$1.5 million. See here: https://planning.lacity.gov/node/133401. We should do the same so that we're not just sending tax breaks to the already-wealthiest members of our community.

As to 226 Palisades Avenue, staff's analysis also has the following problems:
1) Staff's financial analysis completely ignores the 2024 sale of the property for $7.9 million, thus getting the "current" Prop 13 tax value wrong, and dramatically understating how much tax revenue will be lost for the City, the School District, and the County.

Staff's report says the current Prop 13 property tax is $45,537.87. That's wrong; it's based on the pre-sale assessment. With the property being sold for $7.9 million, the current property tax for that year (1.02%) was ~$80,580 (plus some bond assessments).

The City lists the estimated Mills Act property tax at $9k. If that's correct, that means the property owner would be paying $71k less in taxes every year, not $36k as the staff report says. That means $11,000 less (not $6k as the staff report says) to the City and $14,000 less to schools.

Even putting aside whether that's a good idea -- it's not -- staff needs to at least get the numbers right for Council evaluation, especially if this is on the Consent Calendar. 2) Staff only considers the loss in tax revenue to the City, but I know that many if not most members of our community care about our schools -- which here would be $14k less per year, which anyone involved in school budgeting knows is real money -- and further, we all still live to in the community and greater community.

Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 318 Attachment: Written Comments [Revision 1] (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills Act 2 The focus on "only" the City revenue component -- 14% -- is inexcusably myopic. Just as with schools, we all benefit from a well-funded County, both directly and indirectly. That's one reason why other jurisdictions simply do not allow Mills Act contracts on properties that have assessments this high -- the loss in taxes is too great to justify. Here, with this just one property, we'd be losing out on $71k/year and counting.

In the future, staff analysis should consider not just lost revenue to the City but to other public entities as well.
3) I am extremely skeptical that applicants who can afford a $7.9 million home purchase can't afford to do their own maintenance or even restoration. As a matter of public policy, it makes zero sense to subsidize "improvements" that were going to happen anyway.

And here, the case is even worse -- as the plan in the staff report has us subsidizing improvements that already happened and were already paid for in 2024. There's ~98k of recently-completed work that we would be subsidizing. Quite honestly, that's not just bad public policy -- it's offensive. 4) The public benefits are specious at best. This property is located on a very low-foot-traffic (or vehicle-traffic) street and mostly well-shaded. I doubt many folks every year notice this property, let alone, if polled, would say they believe taxpayer money should subsidize its maintenance.

It's a beautiful home, don't get me wrong -- but I think the privilege of living in it and being able to afford it should be enough; these applicants do not need public money to do so, and any benefits are certainly not large enough to outweigh the loss in revenue.

In short, please reevaluate our Mills Act program and bring it more in line with other jurisdictions -- like Los Angeles -- that recognize these programs should not be misused to subsidize the already-wealthiest members of our community and thus defund our City, schools, and county.

Thank you,
Brian Sweeney
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 319 Attachment: Written Comments [Revision 1] (7140 : Adoption of a Resolutions Approving Historic Property Preservation Agreements (Mills Act City Council
October 28, 2025
Mills Act Contracts
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 320 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Mills Act Program
• A California state law (1974) ; Santa Monica Municipal Code Section 9.56.270 Preservation Incentives (1992)
• Allows potential tax savings for the upkeep, restoration and rehabilitation of the qualified historic structures.
• Designated structures of merit, landmarks and contributing buildings or structures located in Historic Districts are eligible for Mills Act Contracts
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 321 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Mills Act Contracts – Gov’t Code & SMMC
Historical Property Contracts: Pursuant to the provisions of Article 12, commencing with Section 50280, Chapter 1, Part 1, Division 1, Title 5, of the California Government Code. The City Council shall, by resolution approve a historical property contract with the owner of a qualified historical property, provided that:

1. The property has no confirmed and outstanding violations of this Code, or any other applicable Federal, State or local law, rule or regulation;

2. The property is not subject to a tax delinquency; and

3. All completed or ongoing alterations, construction or rehabilitation to designated buildings or structures located on the property conform to the Secretary of Interior's Standards for the treatment of Historic Properties.

Santa Monica Municipal Code Section 9.56.260(F)
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 322 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Mills Act Program
• City and property owner enter into an agreement that includes a 10-year Restoration/Rehabilitation & Maintenance Plan known as a Mills Act Contract
• The initial contract term is 10 years, automatically renewing annually • The contract remains in effect even if the ownership changes.

The Mills Act Contract program is an important preservation incentive program because designated properties are:
• in a more rigorous regulatory environment, and
• more expensive to rehabilitate and maintain these properties. • Incentive ensures historic resources can be maintained into the future Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 323 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Mills Act Contracts by Location
Property
Types Count
Commercial
9 Single-Unit 52
Multi-Unit 43
Mills Act
Properties
Overview
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 324 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Mills Act Contracts – Current Overview
The Annual revenue reduction for all contracts for the calendar year 2025 is estimated to be $395,185; Since the year 2000, the City’s revenue loss has been approximately $4,479,183
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 325 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving 226 Palisades Avenue: 25ENT-0084
• Designated a Landmark 2025
• Rehabilitation on going,
maintenance going forward
• Rehabilitation $722,670 +
Maintenance $52,000
• $774,670 over 10 years
estimated
• Estimated property tax
reduction - $36,207.71
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 326 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving 1958 20th Street: 25ENT-0076
• Designated a Landmark 2025
• Rehabilitation on going,
maintenance going forward
• Rehabilitation $104,000
Maintenance $ 20,000 +
• $124,000 over 10 years
estimated
• Estimated property tax
reduction - $17,060.91
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 327 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving 137 Hart Avenue: 25ENT-0089
• Designated a Landmark 2025
• Rehabilitation on going,
maintenance going forward
• Rehabilitation $399,800
Maintenance $112,500
• $512,300 over 10 years
estimated
• Estimated property tax
reduction - $32,581.72
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 328 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Financial Estimates
Address Estimated tax
reduction- owner
City Revenue
Reduction
1958 20th Street $17,060.91 $2,388.53
137 Hart Avenue $32,581.72 $4,561.44
226 Palisades Avenue $36,207.21 $5,069.01
Total Annual City Revenue Reduction= $12,018.98
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 329 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Exploring How to Sustain the Program
• Establish an application fee for Mills Act Contracts
• Establish fees for monitoring contracts over time
• Establish a contract limit and allow for a 10-year
renewal with a new maintenance and rehabilitation
agreement
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 330 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Study of Potential Fee
Mills Act Application, Monitoring, Code Compliance
• Santa Monica has no Mills Act application fee, no monitoring or Code Compliance fee
• Potential Mills Act fee assessment underway with comprehensive 2026 fee study
• Review of other City’s Mills Act associated fees; San Diego has both a Mills Act monitoring fee and Code Compliance fee
Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 331 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving Item 4-A
October 28, 2025
Item 4-A
October 28, 2025

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Packet Pg. 332 Attachment: PowerPoint Presentation (7140 : Adoption of a Resolutions Approving City Council
Report
City Council Meeting: October 28, 2025
Agenda Item: 4.B
1 of 6
To: Mayor and City Council
From: Oscar Santiago, Director, Finance Department, Risk Management Subject: Approval of an Agreement with Praesidium Inc. for Child Protection Program Services
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines; and

2. Authorize the City Manager to negotiate and execute an agreement with Praesidium Inc. for Child Protection Program services for the Finance Department. This recommended award is made as an exception to the competitive bidding process pursuant to Section 2.24.250 (b) and is for a total amount not to exceed $510,000, with future year funding contingent on Council budget approval.

Summary
The City's comprehensive Child Protection Program was built using the abuse risk management model developed by Praesidium, Inc. (Praesidium), the leader in the field of sexual abuse prevention. Staff requests that the City enter into a new five-year agreement with Praesidium to continue providing expert consultation, risk assessments, and training, ensuring the program's long-term effectiveness and compliance with evolving best practices.

This agreement represents the next phase in the program's development, allowing the core function of the Child Protection Officer (CPO) to fully transition from Praesidium to a City staff member. Given the program's foundation on Praesidium's proprietary framework and the firm's deep institutional knowledge from the original development

4.B
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work, we recommend this agreement as an exception to the competitive bidding process. As the CPO function transitions to City staff, the City will receive ongoing expert support at a reduced cost, generating an estimated $125,000 in savings over the five-year term while maintaining the high standards established through this partnership.

Discussion
Background and Program Foundation
The City of Santa Monica places the highest priority on the health and safety of every child who participates in City programs. In 2018, following the arrest of a former City employee for alleged sexual abuse of minors, the City committed to comprehensive youth protection measures. The City retained Praesidium to conduct a thorough review of all youth programs and develop prevention protocols based on the industry best practices.

Praesidium's comprehensive review, conducted from January to October 2019, included over 100 interviews, onsite visits, and covered 38 programs. This extensive work evaluated current practices, identified gaps in protection protocols, and assessed the overall environment surrounding youth programming. Based on their findings, Praesidium recommended standardizing prevention policies and operational procedures across the City, creating a unified approach to child protection that would apply consistently to all City youth programs.

Current Program
On March 10, 2020, the City Council adopted the Child Protection Resolution (Attachment A), confirming the City's commitment to enhancing procedures and practices that ensure lasting, comprehensive efforts to prevent child abuse in any City program. The resolution outlined the steps the City would take toward this goal and emphasized that everyone, regardless of their role, must understand that child safety and protection are part of their job. This action affirmed that preventing child abuse is a priority for the entire organization. The Council also authorized an agreement for Praesidium to serve as the City's Child Protection Officer (CPO) to oversee the

4.B
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implementation of the City's new abuse prevention administrative instruction (Attachment B).

The Administrative Instruction (AI) on Abuse Prevention (Attachment C) formalized Praesidium’s recommended standards. The AI established a comprehensive framework for the City's Child Protection Program:
• The Child Protection Committee (CPC): Provides continuous crossdepartmental representation and support to oversee the program's effectiveness. • Comprehensive Code of Conduct and Standards for City-Managed Youth Programs: Establishes clear behavioral expectations, requirements for monitoring high-risk activities, and defines appropriate supervision rations. • Standardized Reporting, Screening, and Training Requirements: Apply to all staff, volunteers, and contractors working for or on behalf of City-managed programs, ensuring a consistent approach.
• Parent Access: Procedures ensure parents can access and review the Code of Conduct and Standards, promoting transparency and enabling families to understand the protective measures in place for their children's safety and wellbeing.

In their capacity as the CPO, Praesidium took on extensive responsibilities across all aspects of the Child Protection Program. This broad scope included:
• Coordinating the CPC and facilitating regular meetings to ensure ongoing oversight and strategic direction.
• Establishing robust oversight systems and protocols to monitor compliance with child protection policies and procedures.
• Reviewing all reported allegations and conducting detailed investigations when necessary.
• Providing immediate incident response and ongoing consultation support to City programs.

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Under the CPO's direction, the CPC launched a major cross-departmental effort to complete the Initial Review phase. This process involved gathering and reviewing comprehensive documentation of child abuse prevention policies and procedures for all City-managed youth programs. After completing the review, the CPO identified compliance gaps and provided targeted recommendations to the CPC to address them.

The CPO worked closely with individual programs to implement these required changes, providing hands-on guidance throughout the process.

After the initial review, the program’s focus has been on continuous monitoring through two key review processes:
• Annual Review: The CPO conducts a thorough review of all program policies, procedures, training records, background check compliance, and incident reporting protocols. This review includes on-site assessments of City youth programs to evaluate their compliance with AI requirements. The CPO identifies areas for improvement and provides specific recommendations to help programs maintain compliance.
• Ongoing Review and Incident Response: The CPO continuously reviews all reported allegations, implements appropriate corrective actions based on investigation findings, and conducts follow-up reviews. This approach ensures that all City youth programs consistently operate according to established best practices and maintain compliance with child protection policies and procedures.

Future Program
With the program now well-established and running smoothly, the City is ready to transition Child Protection Officer responsibilities from an external contractor to internal staff. The initial CPO arrangement allowed Praesidium to perform CPO functions while training City staff for this eventual transition. A staff member in the Risk Management Division has been gradually assuming CPO duties and is prepared to take full responsibility for program oversight, investigations, and compliance monitoring. This person already oversees the City's comprehensive Volunteer Program and has

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achieved Certified Praesidium Guardian status, demonstrating proven expertise in organizational abuse prevention strategies.

As part of the new agreement, Praesidium will shift from directly overseeing the Child Protection Program to serving as an expert consultant and advisory resource, providing:
• Ongoing consultation and specialized support for complex cases and policy development
• Comprehensive annual on-site program reviews and assessments to evaluate compliance with AI requirements
• Regular training of City staff in evolving industry best practices and emerging standards in child protection
Vendor Selection
Exception to Competitive Bidding
Staff recommends that Praesidium continue providing expert consultation, risk assessments, and training as an exception to the competitive bidding process as approved by the Procurement Division via ECB #292.

Additionally, the City would achieve savings, as the new agreement annual cost would be $25,000 less than the previous agreement, generating an estimated 5-year savings of $125,000.

Environmental Review
This agreement is exempt from CEQA pursuant to Section 15061(b)(3) of the CEQA Guidelines. The agreement is covered by the common sense exemption which states that CEQA does not apply, “where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” The agreement will provide programmatic services for the City's Child Protection Program. Therefore, it can be seen with certainty that the agreement would not result in adverse physical impacts on the environment, and as such is exempt from CEQA.

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Past Council Actions
3/10/2020
(Attachment A)
Adoption of a Child Protection Resolution and authorization to enter into Agreement with Praesidium to serve as the City’s Child Protection Officer
Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Self Insurance, Comprehensive Fund to award an agreement with Praesidium for abuse prevention services.

Agreement Request
FY 2025-26
Request Amount
Department Account # Future Years
Amount
Total Contract
Amount
$70,000 72800002.552010 $440,000 $510,000
Future year funding is contingent on Council budget approval.

Prepared By: Oles Gordeev, Risk Manager
Approved Forwarded to Council
Attachments:

A. Attachment A 3.10.2020 Staff Report
B. Attachment B Professional Services Agreement with Praesidium C. Attachment C Administrative Instructions on Abuse Prevention D. Attachment D Oaks Initiative Disclosure Form
E. Attachment E Levine Act Disclosure Form

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City Council
Report
City Council Meeting: March 10, 2020
Agenda Item: 3.H
1 of 8
To: Mayor and City Council
From: Gigi Decavalles-Hughes, Director, Finance Department, Risk Management Lane Dilg, Interim City Manager, City Manager's Office
Subject: Adoption of a Child Protection Resolution and authorization to enter into Agreement with Praesidium to serve as the City’s Child Protection Officer Recommended Action
Staff recommends that the City Council:

1. Adopt the attached resolution confirming the City’s commitment to enhancing procedures and practices to ensure lasting, City-wide efforts to prevent incidences of abuse of children in any City programs.

2. Authorize the City Manager to negotiate and execute an agreement with Praesidium, Inc., an organization that specializes in policies and procedures to prevent incidences of abuse of children, in an amount not to exceed $220,000 for the period through June 30, 2021, with three additional one-year renewal options in amounts not to exceed $135,000, per year, with future funding contingent on Council budget approval, to serve as the City’s Child Protection Officer.

Executive Summary
The City of Santa Monica places the utmost importance on the health and safety of every child who participates in a City of Santa Monica program. In 2018, City employee Eric Uller was arrested by the Los Angeles Sheriff’s Department and charged by the Los Angeles District Attorney’s Office with five felony crimes related to allegations of sexual abuse against minors dating back to 1989 while Uller was working with the Police Activities League. Although the charges did not relate to current operations, City staff responded by immediately taking a number of steps, including publicly committing to do everything possible to prevent future incidents of abuse in any current City program providing services to youth. In furtherance of this commitment, the City retained Praesidium, Inc., which has 25 years of experience in working with entities to prevent

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abuse, to review the policies and practices of the City’s current youth programs and provide guidance to assist the City in improving its policies and practices to accord with best practices for preventing any future incidents of abuse.

On October 15, 2019, Praesidium presented to the Council a summary of its review and a set of recommendations. Staff is taking steps to implement a number of these recommendations, including establishing a new administrative instruction that will create a cross-departmental child protection committee, establish a City-wide code of conduct and program standards that focus on prevention, implement standardized reporting and responding procedures for not only incidents of abuse but also red flag behaviors and youth to youth abuse, and require standardized training for all staff and volunteers focused on prevention.

Staff now recommends two additional actions in accordance with Praesidium’s recommendations. First, to provide a “voice from the top,” staff recommends adoption by the Council of a resolution that confirms the City’s commitment to putting in place procedures and practices to ensure lasting, City-wide efforts to prevent incidences of abuse of children in any City programs, outlines steps the City is taking towards this goal, and emphasizes that everyone, no matter their role with the City, needs to understand that safety and the protection of children is part of their jobs. Second, staff recommends that the Council authorize a contract through June 30, 2021 (with options to renew) for Praesidium to serve as the City’s Child Protection Officer, in which position it would coordinate and assist in implementing the requirements of the City’s new abuse prevention administrative instruction.

Background
In October 2018, Eric Uller, who was at the time employed with the City’s Information Services Department, was arrested by the Los Angeles Sheriff’s Department and charged by the Los Angeles District Attorney’s Office with five felony sexual crimes against four minors. The charges related to alleged incidents of abuse that dated back to 1989 and occurred while Uller was working or volunteering at PAL. Uller is now

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deceased, having been found dead in his apartment, in an apparent suicide, during the course of the criminal proceedings.

Following Uller’s arrest, the City committed to respond to the horrific and heartbreaking allegations of abuse with transparency and accountability and to do everything it could to prevent any future incidents of abuse in any City program providing services to youth.

The City retained Praesidium, an outside consultant, to review the policies and practices of its current youth programs and provide guidance to assist the City in improving its policies and practices to accord with best practices for preventing any future incidents of abuse.

Discussion
Praesidium’s Review and Recommendations
Beginning in January 2019, the City worked with Praesidium to conduct a review of its youth programs’ policies and practices. Praesidium reviewed written policies and procedures. Praesidium staff also made two week-long trips to Santa Monica, in March 2019 and July 2019, during which they visited youth programs, observed their operations, interviewed staff members, participants, and parents, and reviewed program locations.

On October 15, 2019, Praesidium made a presentation to Council regarding the findings and recommendations from its review (Attachment A). Its recommendations were:
• Build on youth protection policies with a focus towards prevention. • Establish a cross-departmental youth protection committee and standardize youth protection policies and best practices throughout the entire city. • Centralize coordination of volunteers.
• Design and implement standardized training for all staff and volunteers focused on prevention.
• Implement standardized reporting and responding procedures for not only incidents of abuse but also red flag behaviors and youth to youth abuse.

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• Ensure that everyone, no matter their role, understands that safety and the protection of children is part of their job.

Praesidium identified as immediate next steps:
• Form a youth protection committee.
• Roll out a new city-wide youth protection policy and code of conduct. • Implement city-wide policies and procedures.

Implementing Praesidium’s Recommendations
In response to the recommendations made by Praesidium, staff are promulgating a new Administrative Instruction (AI), Abuse Prevention. The new AI will:
• Establish a Child Protection Committee that includes representatives from the City Manager’s Office, City Attorney’s Office, Community & Cultural Services Department (Community Recreation and Human Services), Finance (Risk Management), Library Department, and Police Department, and task the Child Protection Committee with overseeing implementation of the AI’s requirements and ongoing assessment of whether modifications, changes, or additions to the AI’s requirements are necessary to accord with best practices for preventing child abuse and neglect;
• Implement a city-wide code of conduct for providing services to youth and new standards for City-managed youth programs that are modeled on best practices for prevention as identified by Praesidium;
• Implement updated, standardized reporting and responding procedures, modeled on best practices as identified by Praesidium, not only for incidents of abuse but also for red flag behaviors and youth to youth abuse;
• Implement updated, standardized screening of volunteers, including a standard application form, reference checks, and a “Live Scan Fingerprint” criminal background check; and
• Extend AI III-2-5, Child Abuse Mandated Reporter Training Requirements, which currently applies only to employees whose positions require direct contact with

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and supervision of children, to require Child Abuse Mandated Reporter Training for all employees, volunteers, and contractors for any City-managed youth program, and require the development of annual training on best practices for the prevention of child abuse and neglect.

Volunteer Coordinator
As part of the FY 2019-20 midyear budget, staff recommended creation of a new 0.5 FTE Volunteer Coordinator to implement Praesidium's recommendations that the City centralize coordination and training of volunteers. This position will oversee and coordinate the recruitment, training, and monitoring of volunteers across City programs.

The Community and Cultural Services Department, which oversees the largest number of City-managed youth programs and other programs with large numbers of volunteers, will incubate the position and the development of a Citywide volunteer program for an initial 18-month period, after which time the position will be transitioned to the Human Resources Department.

Proposed Resolution Expressing Commitment to Child Abuse Prevention In their recommendations, Praesidium emphasizes the importance of commitment to the prevention of child abuse. In demonstrating this commitment, one step is providing a “voice from the top,” that is, an indication from the highest level of City government that preventing child abuse is a priority. To provide this “voice from the top,” staff recommends that the Council adopt the proposed resolution (Attachment B), which confirms the City’s goal of doing everything it can to prevent any future incidents of abuse in any City program providing services to minors, outlines the steps the City is taking towards this goal, and emphasizes that everyone, no matter their role with the City, needs to understand that safety and the protection of children is part of their job.

Proposed Contract with Praesidium
Staff recommends that the City contract with Praesidium to serve, at least initially, as the Child Protection Officer called for in the new AI.

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Based on recommendations from Praesidium, and consistent with what appears to be common practice among non-profits that manage programs providing services to youth, the new AI will assign responsibility for many new requirements -- including centralized collection of materials relating to all City-managed youth programs, ongoing annual review of those materials to ensure compliance with evolving best practices, continuing periodic on site reviews of the operations of City-managed youth programs, and the design and monitoring of annual reminder training -- to a “Child Protection Officer.” Praesidium did not seek to serve as the City’s Child Protection Officer. After considering the options, including assigning the duties to an existing City position or seeking authority to hire a new full-time employee for the position, however, staff reached out to Praesidium to see if it would be willing to contract to fill the position.

Praesidium has the expertise, experience and resources to perform the required functions of the Child Protection Officer and, in doing so, to train existing City staff, whom staff anticipates will ultimately take on the role of Child Protection Officer following the initial engagement with Praesidium. In response to staff’s request, Praesidium has proposed assigning an account manager to serve as the Child Protection Officer who would be the primary liaison between Praesidium and the Child Protection Committee, and would coordinate with additional Praesidium staff on an asneeded basis to comply with the requirements of the new AI. Praesidium staff would continue to evaluate those requirements on an ongoing basis against evolving best practices and suggest any needed modifications. In addition, Praesidium staff would conduct onsite reviews of up to 20 City-managed youth programs each year, including interviews with supervisors, employees, advocates, youth and parents, to assess on an ongoing basis compliance with and the effectiveness of the abuse prevention policies and practices required by the new AI.

Contracting with Praesidium, at least initially, has advantages over either assigning the position’s duties to an existing City position or recruiting and hiring a full-time employee for the position. The duties required of the position, at least initially, are more than could be handled on a part-time basis as an adjunct to an existing City position. It would also be very difficult to find any individual, either already employed by the City or

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as a new hire, who could provide the same level of experience and ability in this role as Praesidium; and, working with Praesidium for the initial period of this position will allow the City, in conjunction with Praesidium, to assess continually the position’s responsibilities as the City implements the practices and procedures reflected in the new AI. Finally, Praesidium’s proposal for filling the position is cost effective since their quote for the services on an annual basis appears to be below what it would cost, taking into account both salary and benefits, to hire a full-time City employee with the required experience and skills.

Staff recommends that the contract be awarded to Praesidium as an exception to the competitive bidding process pursuant to Santa Monica Municipal Code Section

2.24.250(b) and (h). Praesidium has been in business for 25 years and has developed a proprietary abuse risk management model that provided the basis for its initial review and recommendations and will provide the basis for its contracted work as the Child Protection Officer. Also, Praesidium was originally retained by the City Attorney as a consultant to provide professional services in conjunction with the litigation anticipated in the wake of Uller’s arrest. Working under this retention, Praesidium has already conducted on-site review of a number of City-managed youth programs, and can build on this work, rather than partially or completely repeating it as would be necessary for any other entity.

Financial Impacts and Budget Actions
Staff seeks authority to approve funding from the Self-Insurance, Comprehensive Fund to award a contract with Praesidium for abuse prevention services.

Contract/Agreement/Purchase Order Request
FY 2019-20
Requested
Amount Department Account #
Total Contract
Amount
$85,000 72800002.552010 $220,000
Future year funding is contingent on Council budget approval.

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Prepared By: Oles Gordeev, Risk Manager
Approved Forwarded to Council
Attachments:

A. Attachment A: Praesidium Presentation – 10/15/2019 Review and Recommendations
B. Attachment B: Proposed Resolution
C. Praesidium: Oaks Initiative Disclosure Form

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Contract No. 11007 (CCS)

PROFESSIONAL SERVICES AGREEMENT
This Professional Services Agreement (“Agreement”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica (“City”) and Praesidium, Inc. (“Praesidium”), is made with reference to the following:

RECITALS:

A. The City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of the City.

B. Praesidium is qualified to do business, and is doing business, in the State of California. Praesidium represents it has the background, knowledge, experience and expertise necessary to provide the services set forth in this Agreement. In particular, Praesidium represents that it is in the business of providing consultation, training, risk management assessments, policy development, training materials development, background investigation reports, consumer reports, and drug testing reports, among other things, to businesses, organizations and other entities for the purposes of screening potential employees, monitoring present employees, and assisting or aiding such businesses and organizations in the prevention of sexual abuse as well as responding to allegations of sexual abuse.

C. The City and Praesidium now desire to enter into an agreement for Praesidium to provide professional services to the City.

NOW, THEREFORE, it is mutually agreed by and between the undersigned parties as follows:

TERMS AND CONDITIONS

1. Term. This Agreement begins on November 1, 2021, and terminates on October 31, 2022, unless sooner terminated in accordance with Section 15 below. City, in its sole and complete discretion, shall have the option to extend the term of this Agreement for three (3) additional one-year periods (November 1, 2022 through October 31, 2023; November 1, 2023 through October 31, 2024; and November 1, 2024 through October 31, 2025) (each an “Option Term”) on the same terms and conditions as set forth in this Agreement.

2. Praesidium Services. Praesidium will perform all of the services (“Services”) described in Exhibit A, Scope of Services. Praesidium will complete the Services in accordance with Exhibit B, Budget.

3. City Services. The City agrees to:

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009 10/31/2021

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3.1 Make available to Praesidium any currently existing documents, data or information required for the performance of the Services.

3.2 Coordinate and schedule meetings between Praesidium and relevant City employees, contractors, and volunteers.

3.3 Designate a representative authorized to act on behalf of City.

3.4 Timely pay Praesidium for the Services.

3.5 Provide timely and accurate information to Praesidium, which is entitled to rely on the accuracy of any information provided to it by City.

4. Compensation. The City will compensate Praesidium for the Services performed, in accordance with Exhibit B – Budget, as follows:
(a) November 1, 2021 through October 31, 2022: amount not to exceed $ $127,000.00;
(b) Each Option Term (if City exercises its option to extend): amount not to exceed $127,000.

As provided in Exhibit B – Budget, the total compensation paid to Praesidium, if all three potential Option Terms are exercised, will not exceed $508,000 across the entire four-year Term.

5. Invoices. Praesidium will invoice the City for the Services in accordance with Exhibit B and the City will pay any undisputed amount within 30 days of receipt.

6. Notices. All notices, demands, requests or approvals to be given under this Agreement, must be in writing and will be deemed served when delivered personally, by email, or on the third business day after deposit in the United States mail, postage prepaid, registered or certified, addressed as follows:

6.1 All notices, demands, requests or approvals to the City:

Finance – Risk Management
City of Santa Monica
1685 Main Street
Santa Monica, California 90401
Attention: Oles Gordeev, Risk Manager
Email: [email protected]
Re: Contract No. 11007
with a copy to:

Santa Monica City Attorney’s Office
1685 Main Street, Third Floor
Santa Monica, California 90401
Attention: City Attorney
DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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Email: [email protected]
Re: Contract No. 11007

6.2 All notices, demands, requests or approvals to Praesidium:

Praesidium, Inc.
2225 East Randol Mill Road, Suite 630
Arlington, Texas 76011
Attention: Michelle Money, Officer Manager
Email: [email protected]
Re: Contract No. 11007

7. Independent Parties. Both parties to this Agreement will be acting in an independent capacity and not as agents, employees, partners, or joint venturers of one another.

Neither the City nor any of its officers or employees will have any control over the conduct of Praesidium or any of Praesidium’s agents, employees, or subconsultants.

8. Integrated Contract. This Agreement represents the full and complete understanding of every kind or nature whatsoever between the parties. Any preliminary negotiations and agreements of any kind or nature are merged into this Agreement. No oral agreement or implied covenant may be held to vary the provisions of this Agreement.

This Agreement may be modified only by written agreement signed by City and Praesidium and approved as to form by the City Attorney. Any waiver of any of the terms and conditions of this Agreement must be in writing and signed by City and Praesidium and approved as to from by the City Attorney, and any such waiver will not be and may not be construed as a waiver of any other terms and conditions of this Agreement.

9. Insurance. Prior to commencing work, Praesidium must procure, maintain and pay for insurance against claims for injuries to persons or damage to property that may arise from or in connection with the performance of the Services by Praesidium or Praesidium’s agents, representatives, employees or subconsultants for the duration of this Agreement. Praesidium must obtain insurance that, at a minimum, meets the requirements for insurance set forth in Exhibit C, Insurance Requirements.

10. Confidentiality and E-Mail.

10.1 Praesidium agrees to maintain in confidence, and on request by City to return to City or destroy, all non-public documents provided by City to Praesidium for purposes of Praesidium performing the Services.

10.2 City acknowledges and agrees that the performance, delivery, security, and confidentiality of e-mail messages is dependent upon and significantly influenced by numerous technologies and systems that are beyond the control of Praesidium including, but not limited to, external telecommunications systems and connections, the user’s connections and connection equipment, and the user’s computer equipment. E-mail messages are exposed to many systems that DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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may potentially copy, view, or otherwise examine and/or use the content therein. Further, the common use of e-mail aliases, groups, and the like may forward or otherwise redirect e-mail messages to unknown or unintended persons.

10.3 City acknowledges and agrees that its use of any included component of the Services that uses e-mail messaging is done solely at its own risk and per the terms of this Agreement. City is solely responsible for the accuracy and inclusion of e-mail addresses into the system and all consequences arising therefrom.

11. Disclaimer of Warranties Limitation of Liability, Defense and Indemnifications

11.1 PRAESIDIUM SPECIFICALLY DISCLAIMS ALL REPRESENTATIONS,

CONDITIONS, AND WARRANTIES, WHETHER EXPRESSED OR

IMPLIED, ARISING BY STATUTE, OPERATION OF LAW, USAGE OF

TRADE, COURSE OF DEALING, OR OTHERWISE, INCLUDING BUT

NOT LIMITED TO, WARRANTIES OR CONDITIONS OF

MERCHANTABILITY, MERCHANTABLE QUALITY, SATISFACTORY

QUALITY, OR FITNESS FOR A PARTICULAR PURPOSE WITH

RESPECT TO PRAESIDIUM'S SERVICES TO BE PROVIDED,

ACCESSED, USED OR DELIVERED PURSUANT TO THIS
AGREEMENT. ANY AND ALL DATA, CONTENT, SOFTWARE,

FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE
BY PRAESIDIUM TO CITY IS PROVIDED "AS IS" WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. PRAESIDIUM DOES

NOT WARRANT THAT THE DATA, CONTENT, SOFTWARE,

FUNCTIONS, MATERIALS OR INFORMATION PROVIDED TO CITY
WILL BE ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED.

PRAESIDIUM SHALL NOT BE LIABLE FOR CITY’S USE OF ANY

SERVICES PROVIDED BY PRAESIDIUM, INCLUDING WITHOUT

LIMITATION, THE DATA, CONTENT, SOFTWARE, FUNCTIONS,

MATERIALS AND INFORMATION MADE AVAILABLE TO CITY AND
ANY ERRORS THAT MAY BE CONTAINED THEREIN. PRAESIDIUM

DOES NOT GUARANTEE THE SERVICES PROVIDED BY

PRAESIDIUM HEREIN WILL PREVENT THE OCCURRENCE OR

CONSEQUENCES OF SEXUAL ABUSE BY EMPLOYEES, ASSOCIATES,
VOLUNTEERS OR OTHER INDIVIDUALS ASSOCIATED WITH CITY.

11.2 In no event will Praesidium be liable for any punitive, incidental or consequential damages in any action by City arising from or related to this Agreement, including all exhibits and addenda, if any, or any use or results of the Services provided by Praesidium pursuant to this Agreement, whether based in contract, tort (including negligence), intended conduct or otherwise DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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including without limitation, damages resulting from the loss of profits, income, business or goodwill, regardless of whether Praesidium has been advised of the possibility of damages. In no event will Praesidium's liability to City for monetary damages under this Agreement exceed the amount paid by City to Praesidium in the one year before the claim arose.

11.3 Subject to the limitations in Sections 11.1 and 11.2 above, as to Praesidium’s Services produced under this Agreement, Praesidium agrees to defend, indemnify, protect, and hold harmless City, its agents, officers, boards and commissions, and employees (collectively, “City Indemnitees”) from and against any and all third-party liability, claims, demands, damages, or costs, including but not limited to attorney’s fees, or payments for injury to any person or property (collectively, “Losses”) caused or claimed to be caused by the willful misconduct of Praesidium or Praesidium’s employees, agents, officers, and subconsultants. City agrees to defend, indemnify, protect, and hold harmless Praesidium from and against any and all third-party liability, claims, demands, damages, or costs, including but not limited to attorney’s fees, or payments for injury to any person or property (collectively, “Praesidium Losses”) caused or claimed to be caused by the willful misconduct of City or City’s employees, agents, officers, and subconsultants (other than Praesidium).

12. Prohibition Against Transfers. Praesidium may not assign, hypothecate, or transfer this Agreement or any interest therein directly or indirectly, by operation of law or otherwise without the prior written consent of City. Any attempt to do so without City’s consent will be null and void, and any assignee, hypothecatee or transferee acquires no right or interest by reason of such attempted assignment, hypothecation or transfer.

13. Permits and Licenses. Praesidium, at its sole expense, must obtain and maintain during the term of this Agreement all required business and professional permits, licenses and certificates.

14. Waiver. A waiver of any breach of this Agreement may not be deemed a waiver of any subsequent breach of the same or any other term, covenant, or condition of this Agreement.

15. Default and Termination.

15.1 If either Party fails or refuses to perform any of the provisions of this Agreement (“Defaulting Party”), and if the default is not cured within a period of five days after the Defaulting Party being provided by the other Party (“Noticing Party”) written notice of default specifying the nature of the default, the Noticing Party may immediately terminate this Agreement by written notice to the Defaulting Party.

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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15.2 Either Party has the option, at its sole discretion and without cause, of terminating this Agreement by giving thirty (30) days’ written notice to the other Party. Upon termination of this Agreement pursuant to this Section

15.2, City will pay Praesidium any compensation earned and unpaid up to the effective date of termination, which compensation will be immediately due and payable.

15.3 Upon termination of this Agreement, for any reason, City, as well as any third party to which City has given access to or use of the Services, shall discontinue accessing and using any Services provided by Praesidium pursuant to this Agreement.

16. Compliance with Law. Both Parties must comply with all laws of the State of California and the United States, and all ordinances, rules, and regulations enacted or issued by City.

17. Discrimination. Praesidium may not discriminate in the provision of services hereunder because of race, color, religious creed, national origin, ancestry, physical or mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, sexual orientation, age, or military or veteran status.

18. Records.

18.1 Praesidium must maintain financial records in sufficient detail to permit an evaluation of the finances connected to the Services and in accordance with generally accepted accounting principles. Praesidium must keep all records in the ordinary course of business and make them reasonably accessible to City upon written five days’ notice and only during Praesidium’s normal business hours. At City’s written request, Praesidium may provide records in an electronic format and, if necessary, access to any proprietary software to view such electronic records.

18.2 Praesidium must allow City to have reasonable access to Praesidium’s books and records and to inspect all work, data, documents, proceedings and activities related to this Agreement during Praesidium’s normal business hours. City has the right to examine or audit Praesidium’s records, and Praesidium agrees to cooperate with reasonable requests during any examination or audit of its records.

19. Praesidium’s Proprietary Information

19.1 Praesidium’s Proprietary Information Defined. Praesidium’s Proprietary Information shall mean and include: (i) Any and all business or technical information and material, whether oral, written, electronic, magnetic or stored via other media, relating directly or indirectly to Praesidium’s past, present or future research, development, or business activities or its methodologies, strategies, operational information, or other trade secret or non-public business DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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information, which is disclosed to or obtained by City, regardless of whether it is marked as "confidential" or "proprietary”; (ii) Any and all technical information, including but not limited to any software, and the methodology, structures, models, techniques, processes, compositions, formulas, designs, drawings, specifications, models, data, source code, object code, documentation, diagrams, flow charts, research, development, procedures, and "know-how," contained or embodied in such technical information, as well as any information capable of being embodied in a U.S. patent application or copyright application or any international equivalent thereof, which may be made available to City in connection with the Services; and (iii) Any and all manufacturing, development, or marketing techniques and materials, development or marketing timetables, strategies and development plans, customer, supplier, vendor, employee and personnel lists, as well as any other information related to customers, suppliers, vendor and employees or other personnel, pricing policies, financial information, strategic goals, plans, and initiatives, strategic partnership alliances and other alliances. City acknowledges and agrees that Praesidium’s Proprietary Information is the proprietary property of Praesidium and exclusively owned by Praesidium and City has no claim, right, title or interest in or to Praesidium's Proprietary Information.

19.2 Acknowledgments. City acknowledges that all components of Praesidium's Proprietary Information that may be made available to City, in connection with the Services, constitute commercially valuable, proprietary products of Praesidium, the design and development of which reflect the efforts of skilled development experts and the investment of considerable time and money. City acknowledges that Praesidium's Proprietary Information contains substantial trade secrets of Praesidium, which, to the extent they are made available to City, have been entrusted in confidence by Praesidium. City agrees that it will not disseminate or disclose any of Praesidium's Services, the Armatus® Internetbased Training System, or Praesidium’s Proprietary Information that has been made available to City, to any third party, except as specifically provided herein.

City's right to access and use any of Praesidium's Proprietary Information is limited to the right of access and use that is specifically described in this Agreement. To the extent City violates its obligations concerning the dissemination, disclosure, access or use of Praesidium’s Proprietary Information, such violation(s) will be considered a material breach of this Agreement.

Nothing provided herein shall constitute a license to, and City agrees that it will not, obtain, access or use the methods, techniques, formulas or know-how contained or embodied in Praesidium's Proprietary Information. Further, nothing provided herein shall constitute a license to, and City agrees that it will not, obtain, access or use the source code, programming code, or any uncompiled raw software listings contained or embodied in Praesidium's DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 353 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child - 8 -
Proprietary Information. Under no circumstances may City modify, disassemble, de-compile, reverse engineer or derive a source code version from any software contained in Praesidium's Proprietary Information. City further agrees that it will not access or use Praesidium's Services, Armatus® Internetbased Training System, or Praesidium's Proprietary Information, for creating or aiding in the creation of competitive services or software packages, or otherwise attempt to interface with or connect to Praesidium's Proprietary Information in any manner not specifically permitted in this Agreement.

19.3 Equitable Remedies. City acknowledges that Praesidium will be irreparably harmed by any material breach by City of any of the obligations contained in this Section 19. In the event of a threatened or actual violation by City of any of the obligations outlined in this Section 19, and in addition to any other remedies Praesidium may have, Praesidium shall be entitled to seek an injunction, without the requirement to post bond, restraining any such violation of any of the obligations contained in this Section 19, or specific performance. City hereby waives, with respect to any dispute related to this paragraph, any defense based on the argument that Praesidium will not be irreparably harmed by a breach of any of the obligations contained in this Section 19 or that Praesidium has available to it an adequate remedy at law for such breach.

20. City Information; Reports.

20.1 City Information. Praesidium acknowledges that in the course of providing the Services, Praesidium will be provided access to and will obtain confidential City information that may include, among other things, personnel information including personal identifying information and proprietary information relating to City operations. Praesidium agrees that it and any of its subconsultants will use such information solely for performance of the Services and will, upon written request from City, return or destroy such information and any materials created in the course of providing the Services that contain or reference such information. Praesidium acknowledges and agrees that neither any such information nor any materials created in the course of providing the Services that contain or reference such information may be made available or provided to any individual or organization without the express prior written consent of City.

20.2 Reports. At City’s request, Praesidium must furnish reports concerning the status of the Services. Praesidium acknowledges and agrees that all such reports remain the exclusive property of City and may not be made available or provided to any individual or organization without the express prior written consent of City.

21. Standard of Care. Praesidium agrees to provide all Services, including services performed by any subconsultant, in a manner consistent with the level of care and DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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skill ordinarily exercised by members of Praesidium’s profession currently practicing in the same locality under similar conditions.

22. Subconsultants.

21.1 If Praesidium proposes to have any subconsultant perform any part of the Services, Praesidium must submit a request for approval in writing, describing the scope of work to be subcontracted, the name of the proposed subconsultant, and the total price or hourly rates used in preparing an estimated cost for the subconsultant’s services. City, in its sole discretion, may grant or deny the request.

21.2 Praesidium will be responsible for the quality of any subconsultant’s work.

Every subcontract or agreement of any kind entered into between Praesidium and any subconsultant (or between any subconsultant and others) must contain the following provision:

This agreement is consistent with all terms and conditions of the Agreement No. 11007 (CCS) entered into between the City of Santa Monica and Praesidium, Inc. on
^____________________.

23. Governing Law. The laws of the State of California, without regard to any choice of law provisions, will govern this Agreement.

24. Venue and Jurisdiction. City and Praesidium agree that a portion of the Services will take place in Los Angeles County. Any litigation arising out of this Agreement may only be brought in either the United States District Court, Central District of California, or the Superior Court of California, County of Los Angeles, West District, as appropriate. The Parties agree that venue exists in either court, and each Party expressly waives any right to transfer to another venue. The Parties further agree that either court will have personal jurisdiction over the parties to this Agreement.

25. Survival of Provisions and Obligations. Any provision of this Agreement, which by its nature must be exercised after termination of this Agreement, will survive termination and remain effective for a reasonable time. Any obligation that accrued prior to termination of this Agreement will survive termination of this Agreement.

26. Authorized Execution. Praesidium represents and warrants that the person executing the Agreement on behalf of Praesidium has been duly authorized to do so in accordance with all requirements set forth in Praesidium’s governing documents.

27. Cumulative Remedies. All remedies provided for in this Agreement shall be cumulative and in addition to and not in lieu of any other remedies available to either Party at law, in equity or otherwise.

28. Counterparts. This Agreement may be executed in several counterparts and each such counterpart will be deemed an original copy of this Agreement when so executed and DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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the counterparts will, when taken together, constitute and be one and the same instrument.

29. Severability. If any provision of this Agreement is declared or found to be illegal, unenforceable or void, then obligations arising under such provisions shall be null and void and each provision not so affected shall be enforced to the fullest extent permitted by law.

30. Conflict. To the extent any provision of this Agreement conflicts with any provision of an Exhibit attached hereto, this Agreement shall control. To remove doubt, the absence of a provision shall not be considered a conflict.

31. COVID-19 Vaccinations. Praesidium agrees that all personnel assigned to perform the Services who will either visit or work in City facilities or interact with either City employees or City residents in the course of performing said Services shall be fully vaccinated, as defined in the City’s COVID-19 Vaccination Policy, a copy of which is attached as Exhibit D and incorporated herein by reference. Contractor shall provide the City with an attestation that Contractor has confirmed the personnel assigned to perform the Services are fully vaccinated and that such personnel have produced to Contractor one of the forms of documentation set forth in the City’s COVID-19 Vaccination Policy. Contractor shall maintain the underlying documentation establishing that the personnel are fully vaccinated and supporting the attestation for the term of this Agreement. Contractor shall make such documentation available to the City for inspection on demand. Contractor’s failure to comply with the City’s COVID-19 Vaccination Policy or to permit the City to inspect the documentation to verify compliance with the City’s COVID-19 Vaccination Policy within 10 days after the City’s written request for such documentation shall constitute a breach of this Agreement. ///
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DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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Packet Pg. 356 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child - 11 -

32. Exhibits. The following exhibits are incorporated by reference into this Agreement as though fully set forth herein.

Exhibit A Scope of Services
Exhibit B Budget
Exhibit C Insurance Requirements
Exhibit D COVID-19 Vaccination Policy
In witness whereof, the parties have caused this Agreement to be executed the day and year first above written.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
PRAESIDIUM, INC.

ABC Corporation
#VENDOR
By: ________________________________
DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009 Interim City Attorney
Joseph Lawrence
10/29/2021
10/29/2021
President and CEO
Praesidium
Aaron Lundberg
City Manager
10/31/2021
David White
City Clerk
11/16/2021
Denise Anderson-Warren

4.B.b
Packet Pg. 357 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit A
Scope of Services
Praesidium will complete the following services for the City of Santa Monica:

1. Convene and Coordinate the City of Santa Monica’s Child Protection Committee. Praesidium will assign an Account Manager to serve as the City’s Child Protection Officer and lead the City’s Child Protection Committee, facilitating the following activities:
a. Assist with the development of oversight and monitoring systems of compliance by City staff, contractors, and
volunteers, as well as Citygrant funded programs, with
child protection policies.
b. Facilitate the response and corrective action from Praesidium’s Risk Assessment conducted in 2019.
c. Develop the metrics for performing program
evaluations to ensure corrective and City child
protection policies are implemented.
d. Review the results from the program evaluations and
determine correction action on a program level or City
level (see item 2 below).
e. Review the response to incidents and allegations
and determine corrective action on a program or
City level.
f. Review child protection policies and procedures based on the program evaluations and incident data.
g. Help develop a system to ensure grant funded programs provide certifications that they comply with the City’s child protection policies.
h. Coordinate with City Staff to ensure that City staff, contractors, and volunteers assigned toprograms that
provide services to youth receive orientation and training on, and comply with, child protection Policies.

2. Perform evaluations of City programs. Praesidium will oversee and monitor compliance by City staff, contractors, and volunteers with the City’s child protection policies. Praesidium will conduct on and off-site evaluations of City programs to ensure the City’s child protection policies and are implemented and effective.

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 358 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child The evaluations will include the following assessment methods:

A. Records Review. Documentation provides proof that
employmentpractices are followed, and that employees
meet organizational and industry standards. Praesidium
reviews employment and background screening records,
training records, and incident reports.

B. Onsite Interviews. Through face-to-face interviews with directors, employees, advocates, youth and parents across the programs, Praesidium determines if and to what extent the abuse prevention minimum standards are in in place to reduce risk. In addition, interviews give employees an opportunity to share their first-hand experiences in the organization and to describe high- risk activities or operations they see as potentially problematic.

C. Standardized Questionnaires. Praesidium uses standardized questionnairesto gather data from a broad base of individuals.

Questionnaires allow employees to anonymously describe their understanding and experiences in the organization.

D. Program and Practice Observations. Praesidium observes programs during both routine and high-risk times.

Praesidium estimates conducting up to 20 program evaluations per year, including in the first year as a supplement to the evaluations of programs previously conducted as part of Praesidium’s Risk Assessment.

Incident response and consultation. Praesidium will assist in responding to allegations of violations of child protection policies and ensuring that the allegations are timely forwarded to the appropriate City staff. The City will be using its existing Ethics hotline, [email protected] or 844-4-SMETHIC, to allow staff, volunteers, program participants, and parents a way to report concerns. Where appropriate, City staff will forward reports to Praesidium, which will be available to provide incident response and consultation in the form of on-going crisis management and support services. In addition, if needed, Praesidium may refer the City to a private investigator to provide third-party investigation services. On-going crisis management and support services, as well as third party investigations will only be performed if authorized by the City and will be billed on an hourly basis.

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 359 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit B
Budget
The City will compensate Praesidium in accordance with the pricing below. The amount of compensation provided to Praesidium during the initial one-year term (November 1, 2021 through October 31, 2022) shall not exceed $ $127,000.00. In addition, the amount of compensation provided to Praesidium during each Option Term, if any, shall not exceed $127,000.00. The total compensation paid to Praesidium, if all three potential Option Terms are exercised, will not exceed $508,000 across the four-year Term.

Praesidium Deliverables Pricing1

1. Convene and Coordinate the City’s
Child Protection Committee
Upon Execution of Contract: : $14,750
2/1/2022 to 5/1/2022: $14,750.00
5/1/2022 to 8/1/2022: $14,750.00
8/1/2022 – 10/31/2022: $14,750.00
Option years: $59,000 per year

2. Perform evaluations of City programs Not to exceed $58,000 per year 2

3. Incident response and consultation
and third-party investigations
(as authorized by City)
Off-site consultation:
$385 per hour
On-site consultation:
$3,000 per day
Additional Pricing Notes:

1. Pricing does not include Praesidium’s reasonable travel costs and expenses, which will be separately billed at the time incurred. Before incurring any travel costs and expenses, Praesidium agrees to provide City with a written DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 360 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child estimate of the proposed travel expenses for approval. Praesidium further agrees that the annual total for travel costs and expenses charged to the City under this Agreement will not to exceed $10,000 per contract year.

2. Pricing is based on estimated 20 evaluations, including onsite interviews and observations, per year. If fewer evaluations are performed, pricing will be prorated based on number of evaluations.

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 361 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit C
Insurance Requirements
Praesidium, Inc. (“Consultant”) shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, employees or subcontractors.

Minimum Scope and Limits of Insurance
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal and advertising injury, with limits of no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (Insurance Services Office Form CG 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form CA 00 01 covering Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation: Consultant shall either: (a) maintain workers’ compensation insurance for its employees in compliance with all requirements of the State of Texas; or (b) if consultant elects, as permitted by Texas law, not to provide workers’ compensation insurance coverage for its employees, comply with all requirements of Texas law for non-covered employers who do not have workers’ compensation insurance coverage.

4. Professional Liability: Insurance appropriate to the Consultant’s profession with limits of no less than $1,000,000 per occurrence or claim/$2,000,000 in the annual aggregate.

If the Consultant maintains broader coverage or higher limits than the minimums shown above, the City of Santa Monica requires and shall be entitled to any broader coverage and higher limits maintained by the Contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City of Santa Monica.

Other Insurance Provisions

1. The insurance policies are to contain, or be endorsed to contain, the following provisions:

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 362 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child a. Additional Insured Status: The City of Santa Monica, its officers, officials, employees and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of Consultant including materials, parts, or equipment furnished in connection with such work or operations. CGL coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as Insurance Services Office Form CG 20 10 11 85, or if not available, through the addition of a combination of (1) CG 20 10, CG 20 26, CG 20 33, or CG 20 38 and (2) CG 20 37).
b. Primary Coverage: For any claims related to this Agreement, the Consultant’s insurance shall be primary coverage at least as broad as Insurance Services Offices Form CG 20 01 04 13 as respects the City of Santa Monica, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by the City of Santa Monica, its officers, officials, employees or volunteers shall be in excess of the Consultant’s insurance and shall not contribute with it. c. Notice of Cancellation: Each insurance policy required herein shall state that coverage shall not be cancelled except after notice has been given to the City of Santa Monica.

Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City of Santa Monica. The City of Santa Monica may require the Consultant to purchase coverage with a lower retention or provide satisfactory proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City of Santa Monica.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in California or Texas with a current A.M. Best rating of no less than A:VII, unless otherwise acceptable to the City of Santa Monica.

Claims Made Policies

1. If the Professional Liability policy provides “claims made” coverage:
a. The Retroactive Date must be shown and must be before the date of this Agreement or the start of work.
b. The insurance must be maintained, and evidence of insurance must be provided for at least 5 years after completion of work.

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 363 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child If the policy is cancelled or not renewed, and not replaced with another “claims made” policy form with a Retroactive Date prior to the effective Agreement date, the Consultant must purchase “extended reporting” coverage for a minimum of 5 years after completion of work.

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 364 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child 1 COVID-19 VACCINATION POLICY

1. Purpose
The purpose of this policy is to provide City employees with a safe work environment and to protect the health and safety of both City employees and the public we serve, during the ongoing local emergency occasioned by the threat to public health and safety posed by COVID-19. To achieve that purpose, the City is requiring that City employees, volunteers (including interns or externs), members of City Boards, Commissions, and Task Forces, and certain contractors be vaccinated for COVID-19.

2. Preamble
The City Manager first declared a state of local emergency on March 13, 2020.

Since then, the City Council has ratified the declaration of a local emergency on multiple occasions, the most recent of which was July 13, 2021.

In addition, the states of emergency declared at the county, state, and national level because of COVID-19 all remain in place.

Over the course of the emergency, the Los Angeles County Department of Public Health has issued a series of health orders imposing risk reduction measures to address the COVID-19 emergency. The most recent, issued August 16, 2021, recognizes, among other things:
 Since June 15, 2021, when many restrictions imposed by the state and County were lifted, “community transmission of COVID-19 in Los Angeles County has rapidly increased from Low to High.”
 COVID-19 daily cases are now increasing; on August 13, 2021 alone, Los Angeles County reported 3,810 new cases. As of August 6, 2021, Los Angeles County is also reporting a 7-day daily average case rate of 29.1 cases per 100,000 people, without a 7-day lag. The test positivity rate and number of hospitalizations have also dramatically increased. This indicates a continued and high risk of COVID-19 infection for the unvaccinated. This also means that community transmission of COVID-19 Exhibit D DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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Packet Pg. 365 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child 2 within Los Angeles County is highly likely to increase during the coming days and weeks.
 Currently, the Delta variant is predominant in Los Angeles County. The Delta variant is two times more contagious than earlier COVID-19 variants and continues to lead to increased infections.
 At this time, the current COVID-19 vaccines (the Moderna two-dose and Johnson & Johnson single-dose vaccines approved under the Food and Drug Administration’s (“FDA”) Emergency Use Authorization (“EUA”) approval process and the Pfizer BioNTech two-dose vaccine approved under the FDA’s Biologics License Application (i.e., general use) (“BLA”) approval process) are effective at helping to reduce the risk of getting and spreading the infection and also of getting seriously ill, even if a fully vaccinated person gets COVID-19, and even against the current variants of the virus that causes COVID-19. Although no vaccine is 100% effective at preventing illness in vaccinated people, the currently authorized COVID-19 vaccines remain the best form of protection against COVID-19.

On August 12, 2021, the Los Angeles County Department of Public Health issued a health order requiring vaccination of health case workers. This order recognizes, among other things:
 The spread of COVID-19 remains a substantial danger to the public.  The Delta variant has become the dominant strain of COVID-19 virus in the County and is much more contagious that previous strains of COVID-19.  Vaccination against COVID-19 is the most effective means of preventing infection with the COVID-19 virus, with the risk of infection reduced by 70% to 95%. Vaccination also appears to reduce the chance of transmission by an infected vaccinated person by 40% to 60%.
 Unvaccinated persons are more likely to get infected and spread the virus.

Over 90% of current hospitalizations and deaths are among unvaccinated persons.

Since July 30, 2021, COVID-19 cases and hospitalizations in Los Angeles County have continued to increase. For a recent reporting period, the weekly case average was 3,455 (a 58.6% increase over the last reporting period) and the number of hospitalizations was 1,503 (a 68.6% increase).

DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 366 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child 3 In response to the continuing rapid increase in COVID-19 transmission, including that due to the Delta variant, many public employers have adopted mandatory vaccination policies. Among the local public employers implementing such policies are: Los Angeles County, which requires all County employees to be vaccinated by October 1, 2021; the University of California and the California State University systems, both of which require all employees and students to be fully vaccinated; and the City of Pasadena, which is requiring all city employees to be fully vaccinated by no later than September 17, 2021. Furthermore, on August 12, 2021, the Los Angeles County Department of Public Health issued an order requiring health care workers, including doctors and medical assistants, dentists and dental assistants, pharmacists, EMTS, EMT-paramedics, and home health aides to be fully vaccinated by September 30, 2021.

A continued increase in the vaccination rate is paramount to stem the continuing rapid increase in COVID-19 transmission. Currently authorized vaccines have proven effective at preventing severe outcomes from the virus causing COVID-19, including the Delta variant. COVID-19 vaccines are free, safe, and widely available. Getting vaccinated is one of the most important ways to help stop COVID-19 spread.

Currently, approximately 88% of Santa Monicans 12-17 years of age and 81% of Santa Monicans 16 years of age or older are vaccinated. The percentage of City employees who are vaccinated falls well below this, with only approximately 60% of employees having self-reported vaccination, and only approximately 36% having submitted documentation of vaccination.

3. Vaccination Requirement
To ensure that the City fulfills its primary function of protecting the health and safety of the Santa Monica community, while also meeting its obligation to provide a safe and healthy workplace for employees, all Covered Persons must: (a) receive at least one dose of a COVID-19 vaccine, or request an exemption, no later than September 17, 2021; and (b) in the absence of an exemption, be fully vaccinated for COVID-19 by no later than October 29, 2021.
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DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 367 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child 4 4.Reporting Vaccination Stat us and Documentation
a) All Covered Persons must report their vaccination status no later than 5:00 p.m. on September 17, 2021. Covered persons must use the process and form designated by the City for this purpose, and include supporting documentation proving their vaccination status. Covered Persons will certify that they are:
i. Fully vaccinated for COVID-19 (no request for exemption required) ii. Partially vaccinated for COVID-19 (no request for exemption required) iii. Unvaccinated for COVID-19 (request an exemption due to medical/disability or sincerely held religious belief, practice, or observance) Covered Persons will certify that the information they provide regarding vaccination status is true and accurate.

b) All Covered Persons who certified that they were partially vaccinated for COVID-19 as of September 17, 2021, must certify that they are fully vaccinated for COVID-19 by no later than 5:00 pm on October 29, 2021. c) All Covered Persons who requested but were denied an exemption, must certify that they are fully vaccinated for COVID-19 by no later than 5:00 pm on October 29, 2021, or such later date as may be specified in the denial of the exemption..
d) Covered Persons are required to provide the City with proof of vaccination status within the relevant time frames set forth above. Proof of vaccination status may include any of the following documents:
i. A screen shot of the digital vaccination record, which is available free and instantly from the state of California, https://
myvaccinerecord.cdph.ca.gov/
ii. A photo of the CDC COVID-19 vaccination record card iii. Documentation by the employee's Health Care provider

5. Requests for Exemptions
The City will review requests for medical/disability and religious exemptions on a case -by-case basis consistent with procedures for reasonable accommodation requests.
a) Medical/Disability Exemption: Covered Persons with a medical condition, disability, or other medical restriction that affects their ability to safely receive a DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

4.B.b
Packet Pg. 368 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child 5 COVID-19 vaccine, as verified by their Health Care provider, may request a reasonable accommodation to be exempted from this vaccination requirement.

Requests for medical/disability exemption must be submitted to the Human Resources Department using a process and form designated by the City no later than September 17, 2021 at 5:00 p.m. Covered Persons requesting a medical/disability exemption will be required to obtain a completed Certification from their Health Care Provider on a form to be provided by the City.
b) Requests for Religious Exemption: Covered Persons with a sincerely held religious belief, practice, or observance that prohibits them from receiving a vaccine may request a reasonable accommodation to be exempted from this vaccination requirement.

Requests for religious exemption must be submitted to the Human Resources Department using a process and form designated by the City no later than 5:00 p.m. on September 17, 2021. If the City possesses an objective basis for questioning the nature or sincerity of the religious belief, practice, or observance, the City may request that the Covered Person produce additional information to support their request for exemption.

6. Confidentiality of Vaccination Status and Records
The City will maintain the confidentiality of documentation and information regarding a Covered Person’s vaccination status and any request for exemption. The City will limit access to such documentation and information to those employed or retained by the City, such as the City’s Human Resources staff and individual employees’ immediate supervisors, with a need to know as provided by the American with Disabilities Act, the Confidentiality of Medical Information Act, California Civil Code section 56.20 (c), and other applicable local, state, or federal laws. ///
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DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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Packet Pg. 369 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child 6 7. Definitions
a) “Covered Persons”: Covered Persons are all City employees and volunteers (including interns or externs); all members of City Boards, Commissions, and Task Forces; and all contractors with whom the City, after the effective date of this policy, enters into contracts that will require them to visit or work in City facilities or interact with City residents or employees, b) COVID-19 Vaccine: A COVID-19 vaccine satisfies the requirement of this policy if the FDA has approved the vaccine’s use under either the EUA or BLA approval processes. Vaccines that currently meet this requirement include Moderna or Pfizer BioNTech (two-dose COVID-19 vaccine series) and Johnson & Johnson/Janssen (a single-dose COVID-19 vaccine). c) "Fully Vaccinated": A Covered Person is fully vaccinated if 14 days or more have passed from the date the Covered Person received the final dose of a two-dose COVID-19 vaccine series (Moderna or Pfizer BioNTech) or a single-dose COVID-19 vaccine (Johnson & Johnson/Janssen). This definition may be expanded should booster shots for the COVID-19 vaccines be required in accordance with guidance provided by the U.S. Centers for Disease Control (CDC), FDA, California Department of Public Health, or Los Angeles County Department of Public Health.
d) "Partially Vaccinated": A Covered Person is partially vaccinated if they have received at least one dose of a COVID-19 vaccine but do not meet the definition of fully vaccinated.
e) "Unvaccinated": A Covered Person is unvaccinated if they have not received any doses of COVID-19 vaccine or if their vaccination status is unknown.
_________________________________________ _____________________ John Jalili Date
Interim City Manager
8-23-21
DocuSign Envelope ID: 735D674B-47DD-4F9A-B16C-49F926C37009

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Packet Pg. 370 Attachment: Attachment B Professional Services Agreement with Praesidium (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 1 of 11
I. Purpose
This Administrative Instruction (“AI”) III-5-12 establishes policies, standards, and procedures for preventing abuse in City-managed and City-grant programs providing services to youth.

II. Scope
This AI III-5-12 applies to all City departments and all City employees. It sets forth standards and procedures that apply to all City-managed and City-grant programs providing services to youth.

III. Policy
The City is committed to providing youth with the highest quality services available and to creating an environment for youth that is safe, nurturing, empowering, and promotes growth and success. No form of abuse or neglect will be tolerated and confirmed abuse or neglect will result in dismissal. All observations or reports of suspicious or inappropriate behavior or of abuse or neglect must be reported to a supervisor and will be taken seriously. The City will fully cooperate with law enforcement authorities if allegations of abuse or neglect require criminal investigation.

IV. Definitions
For purposes of this Administrative Instruction the following words or phrases shall have the following meanings:

1. “City” means the City of Santa Monica.

2. “City employee” means any person employed by the City, regardless of rank, title, or permanent or temporary status.

3. “City-managed youth program” means any program that provides services to youth and is directly managed by City employees. A City-managed youth program may provide services to youth through various combinations of City employees, contractors, and/or volunteers.

4. “City-grant youth program” means any program that provides services to youth, receives City grant funding to assist, either in whole or in part, in the provision of those services to youth, but is not a City-managed youth program. A program that receives City grant funding to assist in providing services to adults, but that also provides services to youth without assistance from City grant funding, is not a City-grant youth program.

5. “Contractor” means any individual who, in furtherance of duties resulting from a contract with the City or a City-managed youth program, (a) provides services to youth; (b)

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Packet Pg. 371 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 2 of 11
supervises or manages the provision of services to youth; or (c) is present at the same time as youth at a facility used by a City-managed youth program to provide services to youth. A contractor may be an individual who directly contracts with, or an employee, principal, subcontractor, or volunteer of an entity that contracts with, the City or any Citymanaged youth program. For example, an individual who contracts with the City to provide karate or art instruction to youth is a contractor. Similarly, an individual who volunteers as an art instructor with a non-profit entity that contracts with the City to provide art instruction to youth is a contractor.

6. “Grantee” means any individual who in furtherance of duties resulting from a relationship with a City-grant youth program may or will have contact with minors while providing services or performing activities that are directly or indirectly funded with City funds. A grantee may be an officer, administrator, employee, principal, contractor, or volunteer of the City-grant youth program, or an officer, administrator, employee, principal, subcontractor, or volunteer of an entity that contracts with, a City-grant youth program.

For example, an individual who contracts or volunteers to oversee rehearsals of a youth symphony that receives City grant funding to provide music education to youth is a grantee.

7. “Permittee Youth Program” means any program that: (a) provides services to youth using a City-owned or City-managed facility pursuant to a valid permit but (b) is not a City-managed youth program or City-grant youth program. For example, a youth soccer program that does not receive City grant funding and operates pursuant to a valid permit at a City park or at a SMMUSD school playground during non-school hours through a permit issued by the City would be a Permittee Youth Program. As a second example, a Girl Scout troop that does not receive City grant funding and obtains a permit to use a room at a City-managed park facility for a troop meeting would be a Permittee Youth Program.

8. “Staff employee” means any City employee who, in furtherance of duties resulting from employment by the City or a City-managed youth program (a) provides services to youth; (b) supervises or manages the provision of services to youth; or (c) is present at the same time as youth at a facility used to provide services to youth.

9. “Staff volunteer” means any person (including a parent or other relative of a youth participant) who, without compensation, in furtherance of duties resulting from volunteering with the City or a City-managed youth program on more than an infrequent, occasional basis (a) provides services to youth; (b) supervises or manages the provision of services to youth; or (c) is present at the same time as youth at a facility used by a City-managed youth program to provide services to youth. Staff volunteers include unpaid interns. A City employee may be a staff volunteer if the City employee is volunteering to provide services outside of his or her normal job duties to a Citymanaged youth program. As used above, an individual volunteers on an “infrequent,

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Packet Pg. 372 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 3 of 11
occasional basis,” and so will not be subject to the requirements imposed on staff volunteers, only if the individual provides volunteer services on an irregular, infrequent basis in circumstances where, while volunteering, the individual is not in a position to be alone with youth participating in a City-managed youth program. Thus, for example, a relative of a City-managed youth program participant who volunteers to serve refreshments to program participants four times a year at an outdoor event at which adult staff employees or adult staff volunteers will also be present will not be considered a staff volunteer.

10. “Youth” means minors under the age of 18, but also includes individuals between the ages of 18 and 24 who are participants in City-managed or City grant-funded youth programs that treat such individuals as youth.

V. Child Protection Officer and Committee
Implementation of the requirements set forth in this AI III-5-12, and ongoing assessment of whether modifications, changes, or additions to the requirements set forth in this AI III-5-12 are necessary to accord with best practices for preventing child abuse and neglect, shall be the responsibility of the Child Protection Committee working in conjunction with the Child Protection Officer. The Child Protection Committee shall consist of at least eight members, including at least one representative from each of the following City Departments or Divisions: City Manager’s Office, City Attorney’s Office, Community & Cultural Services Department – Human Services Division, Community & Cultural Services Department – Community Recreation Division, Finance Department – Risk Management Division, Human Resources Department, Library Department, and Police Department. The Child Protection Officer shall be either a City employee or a City contractor retained to work under the direction of the Child Protection Committee to implement the requirements set forth in this AI III-5-12 and to advise the Child Protection Committee regarding any additional policies and procedures that may be necessary or appropriate to accomplish the underlying purposes of this AI III-5-12. The Child Protection Officer shall convene, assist in setting agendas for, and attend regular quarterly meetings of the Child Protection Committee.

VI. Review of City-Managed Youth Programs
A. Initial Review
Within 120 days after the – effective date of this AI III-5-12, the Child Protection Committee will identify all City-managed youth programs, and each such City-managed youth program will provide to the Child Protection Officer all of the following:

1. A list of all current staff employees, staff volunteers, and contractors.

2. A list of all facilities (buildings or outside locations) at which the program provides

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Packet Pg. 373 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 4 of 11
services to youth.

3. The procedures implemented by the program to provide notifications to parents regarding abuse prevention practices in accordance with the requirements in Section VII.E below.

5. For all current staff employees, staff volunteers, and contractors (to the extent required by their contracts), all of the following:
a. Written confirmations regarding “Live Scan” fingerprint checks:
i. For staff employees, written confirmation that a “Live Scan” fingerprint check has been performed with a request for subsequent arrest notifications, together with written confirmation of any follow-up regarding any notifications of arrests or convictions resulting from the “Live Scan” fingerprint check; and
ii. For staff volunteers and contractors, written confirmation that a “Live Scan” fingerprint check has been performed within the last twelve months, together with written confirmation of any follow-up regarding any notifications of arrests or convictions resulting from the “Live Scan” fingerprint check;
b. Written confirmation of completion of Child Abuse Mandated Reporter training in accordance with Section VII.C below; and,
c. A signed acknowledgement of the requirements set out in this AI III-5-12, in accordance with the requirements set out in Section VII.F below.

Within 180 days after the effective date of this AI III-5-12:

1. The Child Protection Officer will review the monitoring and supervision procedures submitted by each program, including but not limited to staff to youth supervision ratios, to ensure that they comply with all requirements set forth in this AI III-5-12, including the attached Exhibits, and best practices for the prevention of child abuse and neglect.

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Packet Pg. 374 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 5 of 11
facilities at which programs provide services to youth, to assess compliance with the monitoring and supervision procedures submitted by the program and the monitoring and supervision requirements in Section II of attached Exhibit B.

3. The Child Protection Committee, with advice from the Child Protection Officer, will determine whether any amendments to submitted monitoring and supervision procedures, including but not limited to staff to youth supervision ratios, are necessary in light of the requirements set forth in this AI III-5-12, the completed site reviews, and best practices for preventing abuse and neglect, and will work with the Child Protection Officer and the programs to make and implement any required amendments.

B. Annual Review
On an annual basis, by a date to be set by the Child Protection Committee, each City-managed youth program will provide to the Child Protection Officer all of the following:

1. A list of all current staff employees, staff volunteers, and contractors.

2. A list of all facilities (buildings and outside locations) at which the program provides services to youth.

3. The procedures implemented by the program to provide notifications to parents regarding abuse prevention practices in accordance with the requirements in Section VII.E below.

4. The monitoring and supervision procedures implemented by the program, including but not limited to staff to youth supervision ratios, to comply with the requirements set out in Section II of attached Exhibit B and best practices for preventing abuse and neglect. (Note: For each of items 1 through 4, if there has been no change since the last submission by the program, a statement to this effect in the form attached as Exhibit G) may be submitted in lieu of the otherwise required submission. If there has been a change, the submission should be marked to indicate the changes since the last submission.)

5. For all current staff employees, staff volunteers, and contractors (to the extent required by their contracts), all of the following:
a. For all new staff employees, staff volunteers, and contractors (to the extent required by their contracts):
i. written confirmations regarding “Live Scan” fingerprint checks:

1. For staff employees, written confirmation that a “Live Scan”

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Packet Pg. 375 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
fingerprint check has been performed with a request for subsequent arrest notifications, together with written confirmation of any follow-up regarding any notifications of arrests or convictions resulting from the “Live Scan” fingerprint check; and

2. For staff volunteers and contractors, written confirmation that a “Live Scan” fingerprint check has been performed within the last twelve months, together with written confirmation of any follow-up regarding any notifications of arrests or convictions resulting from the “Live Scan” fingerprint check;
ii. Written confirmation of completion of Child Abuse Mandated Reporter training in accordance with Section VII.C below; and,
iii. A signed acknowledgement of the requirements set out in this AI III-5-12, in accordance with the requirements set out in Section VII.F below. b. For all continuing staff employees, staff volunteers, and contractors (to the extent required by their contracts):
i. written confirmations regarding “Live Scan” fingerprint checks:

1. For staff employees, written confirmation of any follow-up regarding any notifications of arrests or convictions resulting from the “Live Scan” fingerprint check since the last report to the Child Protection Officer; and,

2. For staff volunteers and contractors, written confirmation that a “Live Scan” fingerprint check has been performed within the last twelve months, together with written confirmation of any follow-up regarding any notifications of arrests or convictions resulting from the “Live Scan” fingerprint checks;
ii. written confirmation of completion of annual reminder-training (in a form to be determined by the Child Protection Committee in consultation with the Child Protection Officer) on Child Abuse Mandated reporting requirements, best practices for preventing abuse and neglect, and the requirements of this Administrative Instruction III-5-12.

Within 60 days after receiving all of the materials specified above:

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Packet Pg. 376 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 7 of 11
to ensure that they comply with all requirements set forth in this AI III-5-12, including the attached Exhibits, and best practices for the prevention of child abuse and neglect.

2. The Child Protection Officer, assisted by such City employees as may be designated by the Child Protection Committee, will conduct a site review of a sample (as selected by the Child Protection Officer in consultation with the Child Protection Committee) of facilities at which programs provide services to youth, to assess compliance with the monitoring and supervision procedures submitted by the program and the monitoring and supervision requirements in Section II of attached Exhibit B.

3. The Child Protection Committee, with advice from the Child Protection Officer, will determine whether any amendments to submitted monitoring and supervision procedures, including but not limited to staff to youth supervision ratios, are necessary in light of the requirements set forth in this AI III-5-12, the completed site reviews, and best practices for the prevention of child abuse and neglect, and will work with the Child Protection Officer and the programs to make and implement any required amendments.

C. Ongoing Review
In addition to the reviews required by Sections VI.A and VI.B above, the Child Protection Officer, in conjunction with the Child Protection Committee, will: (1) on a regular basis review all reports of allegations of any violations of this AI III-5-12 and/or policies and procedures implemented by any City-managed youth program in accordance with this AI III-5-12 and all reports of allegations of any inappropriate conduct relating to youth participating in any Citymanaged youth program to ensure that the allegations have been appropriately addressed; and (2) engage in further review as they deem appropriate to ensure that City-managed youth programs are operating, to the greatest extent possible, in accordance with best practices for preventing child abuse and neglect.

VII.Requirements for City-Managed Youth Programs
A. Code of Conduct for Providing Services to Youth
For any City-managed youth program, all staff employees, staff volunteers, and contractors (to the extent required by their contracts) shall be familiar with and comply with the Code of Conduct for Providing Services to Youth attached as Exhibit A.

B. Standards for City-Managed Youth Programs
The City has adopted standards to define the scope of acceptable behavior for staff employees, staff volunteers, and contractors working in and/or supervising or managing any City-managed youth program. When staff employees, staff volunteers, and contractors know and understand these standards, they may be able to identify, interrupt, and report violations of the standards.

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Packet Pg. 377 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 8 of 11
Doing so can put a potential offender on notice that no one works in private, the rules apply to everyone, and violations and attempted violations will be detected. Doing so can also avoid situations that may give rise to false allegations of abuse or neglect. Accordingly, for any Citymanaged youth program, all staff employees, staff volunteers, and contractors (to the extent required by their contracts) shall be familiar with and comply with the Standards for CityManaged Youth Programs attached as Exhibit B.

C. Responding to Suspicious or Inappropriate Conduct
How the City responds to suspicious or inappropriate interactions, violations of standards, and incidents or allegations of abuse can dramatically affect the harm to the individuals involved and the damage to the City. Once a staff employee, staff volunteer, contractor, youth, parent, or other person has expressed a concern or made an allegation about the treatment of a youth, swift and determined action must be taken to reduce any subsequent risk to the youth, to the accused staff employee, staff volunteer, contractor, youth, parent, or other person, and to the City. To ensure this occurs, the City has adopted the Standards for Responding to Suspected Abuse or Neglect or Suspicious or Inappropriate Conduct attached as Exhibit C. For any Citymanaged youth program, all staff employees, staff volunteers, and contractors (to the extent required by their contracts) shall be familiar with and comply with these standards.

In addition, pursuant to AI III-2-5, the City requires all individuals working for or on behalf of the City (including permanent, limited-term, as-needed, and temporary employees, as well as contractors, instructors, and volunteers representing the City) whose duties require direct contact with and supervision of children to complete Child Abuse Mandated Reporter Training by completing the on-line module offered through the California Department of Social Services.

AI III-2-5 includes a non-exclusive list of job classifications that require this training. As a matter of policy, the requirement is being extended to all staff employees, staff volunteers, and contractors (to the extent required by their contracts) for any City-managed youth program, even if their positions do not require direct contact and supervision of children.

D. Screening Staff Employees, Staff Volunteers, and Contractors The City has in place hiring procedures that require criminal background checks and extensive screening for all applicants for employment. In addition, AI III-1.3 implements a nepotism policy that prohibits employees from participating in the decision to hire a relative, or from being in the immediate line of supervision of any other employee who is a relative.

The nepotism policy implemented by AI III-1.3 will apply equally to all individuals and entities who seek to become staff volunteers or contractors in any City-managed youth program. In addition, all staff volunteers and contractors (to the extent required by their contracts) in any City-managed youth program will be required to undergo a “Live Scan” fingerprint criminal background check. Moreover, each City-managed youth program shall ensure that staff volunteers have been subjected to screening procedures that include completion of an

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Packet Pg. 378 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
application and waiver in substantially the form attached as Exhibit D, followed by interviews with at least two program supervisors, and reference checks with at least two personal references.

California Education Code 10911.5 requires an employer to fingerprint any employee who will have direct contact with children in a recreational program and to submit the fingerprints to the Department of Justice. California Penal Code Section 11105.3 provides that a human resource agency or an employer may request criminal record information from the Department of Justice for a person who applies for any employment or volunteer position in the human services field.

Information released by the Department of Justice is restricted to arrests resulting in conviction or arrests which are pending adjudication for the crimes specified in Welfare and Institution Code Section 15660. "Human resource agency" is defined as a public or private entity responsible for determining the character and fitness of a person applying for a license, employment, or as a volunteer within the human services field that involves the care and security of children, the elderly, the handicapped, or the mentally impaired. "Employer" is defined as any nonprofit corporation or other organization specified by the Attorney General in which employees or volunteers have supervisory or disciplinary power over a minor or person under his or her care and are responsible for the care and security of these individuals. In accordance with these statutes, the City will require fingerprinting, and the submission of those fingerprints to the Department of Justice for all available criminal history information, for any staff employee, staff volunteer, or contractor for any City-managed youth program.

E. Involving Parents
Parents can play a crucial role in detecting inappropriate interactions, violations of standards, and incidents of abuse. To ensure that parents have the information necessary to do so, all City-managed youth programs must have in place procedures for ensuring that parents are advised how to access and review the Code of Conduct, Prevention Standards, and Reporting and Response Standards attached as Exhibits A, B, and C to this Administrative Instruction.

These will be publicly available on the City’s website. In addition, all City-managed youth programs must have in place procedures for ensuring that parents are advised how to access and review the Information for Parents -- Preventing and Detecting Abuse attached as Exhibit E. These will also be publicly available on the City’s website.

F. Acknowledgment of Code of Conduct and Standards
All staff employees, staff volunteers, and contractors (to the extent required by their contracts) for any City-managed youth program shall confirm that they have read and agree to comply with the Code of Conduct, Prevention Standards, and Reporting and Response Standards attached as Exhibits A, B, and C to this Administrative Instruction by signing a written acknowledgment in the form attached as Exhibit F. All City-managed youth programs shall have in place procedures for maintaining the signed written acknowledgments and for ensuring that all staff EFFECTIVE DATE: March 22, 2021 (R) PAGE: 9 of 11

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Packet Pg. 379 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 10 of 11
employees, staff volunteers, and contractors (to the extent required by their contracts) working in the program have signed a written acknowledgment. This requirement shall apply retroactively to staff employees, staff volunteers, and contractors (to the extent required in their contracts) in place at any City-managed youth program or City-sponsored youth program as of the date of implementation of this AI III-5-12.

G. Contractors
All contracts with the City or any City-managed youth program under which one or more individuals will become contractors will include provisions requiring that all such individuals: (i) will be subject to the “Live Scan” fingerprint” criminal background check procedures set out in Section VII.D above; (ii) will be required to complete Child Abuse Mandated Reporter training as set forth in Section VII.C above; and (iii) will be required to be familiar with and comply with the Code of Conduct for Providing Services to Youth attached as Exhibit A, the Standards for CityManaged Youth Programs attached as Exhibit B, and the Standards for Responding to Suspected Abuse or Neglect or Suspicious or Inappropriate Conduct attached as Exhibit C.

Sample form contract clauses are provided in Exhibit H.

VIII. City-Grant Youth Programs
A. Requirements
Prior to disbursement and as a condition of receiving City grant funds, a City-grant youth program will be required to ensure that all grantees affiliated with the program are screened in accordance with, receive training on, and comply with all federal, state, and local laws, ordinances, regulations, and directives, as well as all rules imposed by school districts or other government agencies, that are directed at preventing abuse or neglect of minors or promoting the safety, protection, and wellbeing of minors, and will be required to provide a certification of compliance with this obligation prior to disbursement of City grant funds and on an annual basis thereafter in substantially the form attached as Exhibit I.

B. Review
As certifications from City-grant youth programs are received by the City, copies shall be provided to the Child Protection Officer. On an annual basis, the Child Protection Committee, working with the Child Protection Officer, will identify all City-grant youth programs that received grant funds from the City during the prior year. The Child Protection Officer will confirm that each such City-grant youth program provided the required certification prior to receiving grant funds from the City, and that it has updated its certification on an annual basis. The Child Protection Officer is authorized to make inquiries as deemed appropriate to check on compliance with representations in any certification. The Child Protection Officer shall report any absence of a required certification, or any determined failure to comply with representations in any certification, to the Child Protection Committee for a determination as to appropriate

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Packet Pg. 380 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

ADMINISTRATIVE INSTRUCTION
SUBJECT: Abuse Prevention NUMBER: III-5-12
EFFECTIVE DATE: March 22, 2021 (R) PAGE: 11 of 11
action, which may include a decision to stop any further disbursements of grant funds to the relevant City-grant youth program.

IX. Requirements for Permittee Youth Programs
Prior to receiving or renewing a permit for use of any City facility, a Permittee Youth Program will be required to ensure that all individuals, including volunteers, who may or will have contact with minors while providing services or performing activities on behalf of the program are screened in accordance with, receive training on, and comply with all federal, state, and local laws, ordinances, regulations, and directives, as well as all rules imposed by school districts or other government agencies, that are directed at preventing abuse or neglect of minors or promoting the safety, protection, and wellbeing of minors, and prior to receiving or renewing a permit will be required to provide a certification of compliance with this obligation in substantially the form attached as Exhibit J.

X. Limitation and Severability
This AI III-5-12 is not intended, and should not be interpreted, to apply to any conduct that is protected by the First Amendment of the United States Constitution or Article I, Section 2 of the California Constitution. To the extent any portion of this AI III-5-12 is determined to be illegal or unenforceable, such portion shall be limited or eliminated to the minimum extent necessary so that this AI III-5-12 shall otherwise remain in full force and effect and enforceable.

XI. Authorized By

LANE DILG
Interim City Manager

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Packet Pg. 381 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child EXHIBIT A:

CODE OF CONDUCT FOR PROVIDING

SERVICES TO YOUTH

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Packet Pg. 382 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

CODE OF CONDUCT FOR PROVIDING SERVICES TO YOUTH
The Code of Conduct for Providing Services to Youth outlines specific expectations for all staff employees, staff volunteers, and contractors (collectively “Staff”) for any City-managed youth program. Staff are expected to act conscientiously to exemplify the highest ethical standards. While the City encourages the cultivation of positive relationships with youth, Staff must take care that efforts to cultivate such relationships do not place youth or them in vulnerable situations. Accordingly, when working in connection with the City-managed youth program, all Staff must at all times comply with all of the following:

Staff understand that the City of Santa Monica has zero tolerance for abuse.

Staff will treat youth with dignity and respect.

Staff will treat youth fairly regardless of race, color, sex, sexual orientation, gender identity, gender expression, ancestry, national-origin, religion, medical condition, or physical or mental disability.

Staff will ensure that youth are adequately supervised in accordance with recommended supervision ratios.

Staff will dress appropriately to the occasion, task, and company present.

Staff will seek guidance from a program supervisor if they are unsure about anything relating to the conduct of Staff or youth.

Staff will not stare at or comment on youth bodies.

Staff will not date or engage in physical or romantic relationships with youth.

Staff will not use or be under the influence of alcohol or illegal drugs in the presence of youth or at any facility used to provide services to youth.

Staff will not have printed or online pornography in the presence of youth or at any facility used to provide services to youth.

Staff will not have secrets with youth.

Staff will not give to any youth gifts, rewards, or incentives (including food) that are not program related.

Unless a program supervisor has agreed that greater confidentiality is absolutely necessary to the service being provided (for example, individual therapy that requires privacy for confidential communications): (a) Staff will not meet individually with youth behind closed doors or in any other setting outside the view of other adults; (b) interactions with youth should occur in view of other adults; (c) if Staff believes there is a need for a private or one-on-one discussion to address something personal or sensitive, Staff should conduct the discussion in a quiet place that can be monitored or seen by another adult Staff; (d) Staff will notify the Staff’s supervisor in advance of the individual meeting and its purpose; and (e) immediately, or as soon as practically possible, after the meeting, Staff will report the meeting to the Staff’s supervisor, identify to the Staff supervisor

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Packet Pg. 383 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Code of Conduct—Page 2 of 4
the other Staff who witnessed the meeting, and provide the Staff supervisor with a full description of what occurred during the meeting. Where a program supervisor has agreed that greater confidentiality is absolutely necessary to the service being provided, Staff will still notify the Staff’s supervisor of the time, place, and duration of the meeting, and, to the extent possible without breaching required confidentiality, the general nature of what occurred during the meeting, including any unusual occurrences.

Staff will not abuse youth in anyway. In addition, Staff have an obligation to do all they can to prevent abuse of youth by anyone, including other Staff, other adults, or other youth. Abuse includes, but is not limited to, any of the following:
a. Physical abuse: striking, kicking, hitting, spanking, shaking, slapping, biting, hair pulling, choking, throwing, whipping, unnecessary restraints, or other action that injures a child; b. Verbal abuse: degrading, threatening, cursing;
c. Sexual abuse: inappropriate touching, exposing oneself, sex of any kind, obscene phone calls, text messages, or digital interactions, or other sexual conduct that is harmful to a child’s mental, emotional, or physical welfare;
d. Emotional abuse: shaming, humiliating, isolating, terrorizing, cruelty.

Staff will not mistreat or bully youth in any way. In addition, Staff have an obligation to do all they can to prevent mistreatment or bullying of youth by anyone, including other Staff, other adults, or other youth. Bullying is aggressive or threatening behavior that is intentional, repeated, and involves an imbalance of power or strength. Bullying may be based on, but not limited to, actual or perceived race, color, ethnicity, religion, national origin, sex, age, marital status, personal appearance, sexual orientation, gender identity or expression, intellectual ability, familial status, family responsibilities, matriculation, political affiliation, genetic information, disability, source of income, or any other distinguishing characteristic, or on a person's association with a person or group with any of the actual or perceived foregoing characteristics. Bullying can take on various forms and includes, but is not limited to, any of the following:
a. Physical bullying involves unwanted physical contact and using physical force to hurt a person’s body or possessions. Physical bullying can include: (i) hitting, punching, pushing, shoving, kicking, tripping, pinching, or restraining another; (ii) spitting on another; (iii) taking, hiding, or breaking another’s things.
b. Verbal bullying and bullying using non-verbal gestures involves using words, whether spoken (including in telephone calls) or written (including in texts, emails, or graffiti), or non-verbal gestures, to harm another or convey a threat of harm to another. Verbal bullying can include: (i) teasing; (ii) name-calling; (iii) taunting; (iv) mean, rude, threatening, or vulgar gestures.

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c. Social bullying (sometimes also referred to as relational bullying) involves hurting or threatening to hurt someone’s reputation or relationships. Social bullying can include: (i) social exclusion, that is, excluding someone from social interactions; (ii) friendship manipulation, that is, telling others not to be friends with someone, or only to be friends with certain others; (iii) spreading rumors or gossip about someone; (iv) embarrassing someone in public or in front of a group of friends; (v) hazing a person seeking to join or participate in a group by engaging in or encouraging conduct that humiliates, degrades, abuses, or endangers that person, regardless of that person’s willingness to participate in the conduct.

d. Cyberbullying involves verbal or social bullying that is carried out using any form of electronic communication, including but not limited to email, instant messages, text messages, or postings (whether on social media, a website, a blog, a chatroom, or in any other way), to communicate text, video, audio, digital pictures, or digital images.

Cyberbullying can include: (i) sending or posting mean, rude, threatening, or vulgar messages or images; (ii) sending or posting threats of harm; (iii) sending or posting sensitive, private information about another person; (iv) .sending or posting harassing messages or images; (v) encouraging others to exclude someone from an online group; (vi) breaking into another’s electronic account and assuming that person’s identity in sending or posting information to damage that person’s reputation or harm other individuals. e. Sexualized bullying involves engaging in any of the other types of bullying using behaviors that are sexual in nature. Sexualized bullying can include: (i) sexting; (ii) , exposing or threatening or demanding the exposure of, private body parts; (iii) inappropriate sexual comments, gestures, or innuendo.

Staff will adhere to the City’s standards for youth programs regarding all of the following:
a. appropriate and inappropriate physical interactions with youth; b. appropriate and inappropriate verbal interactions with youth; and, c. appropriate and inappropriate electronic communications with youth.

All staff employees whose duties require direct contact with and supervision of children must understand that under California law (Penal Code § 11165.7(a)(8)) they are mandated reporters and, as a result, each must, as soon as is practicably possible, make a report to the Department of Children and Family Services (“DCFS”) or the Santa Monica Police Department (“SMPD”), whenever he or she, within the scope of his or her employment, has knowledge of or observes a child whom he or she knows or reasonably suspects has been the victim of child abuse or neglect.

To comply with this obligation, staff employees must
a. be familiar with the symptoms of child abuse and neglect; b. know and follow City policies and procedures intended to protect children against abuse and neglect; and

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c. report suspected child abuse or neglect to DCFS or SMPD as required by state mandated reporter laws, including an initial report by telephone as soon as is practically possible, with a follow-up written report within 36 hours.

Separate and apart from staff employees’ obligations as mandated reporters under California law, all Staff will immediately report any concerns or complaints about abuse, neglect, bullying, or any conduct in violation of City standards regarding physical interactions, verbal interactions, or electronic communications with youth, by other Staff, other adults, or other youth, to their immediate supervisor (or if the concerns relate to that supervisor, to the program manager, program administrator, division manager, and/or department leadership) and/or the City’s anonymous ethics hotline at [email protected] or 844-4-SMETHIC.

The City cooperates fully with law enforcement authorities to investigate all cases of alleged abuse or neglect. All Staff must fully cooperate in any external investigation by outside authorities or internal investigation conducted by the City or persons given investigative authority by the City

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Packet Pg. 386 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child EXHIBIT B:

STANDARDS FOR CITY-MANAGED YOUTH

PROGRAMS

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Packet Pg. 387 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Standards for City-Managed Youth Programs
The following standards apply to all staff employees, volunteers, and contractors (collectively “Staff”) for any City-managed youth program. Staff are expected to act conscientiously to exemplify the highest ethical standards. While the City encourages the cultivation of positive relationships with youth, Staff must take care that efforts to cultivate such relationships do not place youth or them in vulnerable situations.

Accordingly, when working with youth, all Staff must at all times comply with all of the following standards.

I. Interactions with Youth
A. Physical Interactions
The City’s physical interaction standards are intended to promote a positive, nurturing environment while protecting youth and Staff. The City permits the physical interactions listed as appropriate below, but only when appropriate to a situation occurring within the program’s scope. The City prohibits physical interactions of the type set forth as inappropriate below. Any inappropriate physical interactions by Staff with youth will result in disciplinary action, up to and including termination of employment.

The City’s standards for appropriate and inappropriate physical interactions are:

Appropriate Physical Interactions Inappropriate Physical Interactions • Side hugs
• Shoulder-to-shoulder or “temple” hugs
• Brief pats on the shoulder or back
• Handshakes
• High-fives and hand slapping
• Briefly touching hands, shoulders, and
arms
• Briefly placing arms around shoulders
• Holding hands with young children in an
escorting situation
• Physical contact necessary for providing
valid medical assistance or for providing
needed assistance to special needs youth
• Physical intervention necessary to
separate youth involved in a physical
altercation
• Full-frontal hugs
• Kisses
• Lap sitting
• Wrestling
• Piggyback rides
• Tickling
• Touching bottom, chest, or genital areas
• Touching, grooming, or playing with hair
• Any type of massage
• Allowing a youth to cling to a Staff
member’s leg
• Any physical act of affection that is
unwanted by the youth
• Any physical act of affection that occurs
in an isolated area

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B. Verbal Interactions
The City’s verbal interaction standards prohibit Staff from all of the following: (a) speaking to youth in a way that is, or could be construed by any observer to be, harsh, coercive, threatening, intimidating, shaming, derogatory, demeaning, or humiliating; (b) speaking to youth in a way that is, or could be construed by any observer, as demonstrating any bias or discriminatory intent based on race, color, sex, sexual orientation, gender identity, gender expression, ancestry, national-origin, religion, medical condition, or physical or mental disability; (c) initiating any sexually oriented conversation with youth; and (d) discussing their own sexual activities with youth.

The City’s standards for appropriate and inappropriate verbal interactions are:

Appropriate Verbal Interactions Inappropriate Verbal Interactions • Instruction and guidance
• Positive reinforcement
• Encouragement
• Praise
• Appropriate critiques where necessary to
the program (e.g., “your hand was in the
wrong position” when giving a swim
lesson), provided in a non-derogatory
fashion
• Appropriate jokes
• Initiating sexually oriented conversations
• Discussing staff or volunteer sexual
encounters
• In any way involving youth in the personal
problems or issues of staff and volunteers
• Off-color or sexual jokes
• Remarks demonstrating any bias or
discriminatory intent based on race, color,
sex, sexual orientation, gender identity,
gender expression, ancestry, nationalorigin, religion, medical condition, or physical or mental disability
• Secrets
• Name calling
• Cursing
• Remarks that are harsh, coercive,
threatening, intimidating, demeaning, or
humiliating
• Belittling
• Derogatory remarks about any youth or
his/her family or friends

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C. One-on-One Interactions (including tutoring/private coaching) Most abuse occurs when an adult is alone with a youth in a non-public setting. The City aims to eliminate or reduce these situations and prohibits Staff from engaging in private one-on-one interactions with youth unless approved in advance by the program supervisor. This includes scheduled tutoring and/or private coaching sessions, whether occurring during or outside regular program hours, which must comply with all of the following:
a. Staff must have program supervisor approval for any tutoring or private coaching sessions; b. tutoring and private coaching sessions must be scheduled through the program, not independently, and must occur at a program-approved location; c. program supervisors must keep a schedule of private tutoring and coaching sessions, which should include times, youth involved, and location of the sessions.

In those situations where private one-on-one interactions (including tutoring and/or private coaching sessions) are approved in advance, Staff should observe the following additional guidelines when engaging in the approved interactions:

Additional Guidelines for Approved Private One-on-One Interactions • Unless the program supervisor has agreed that greater confidentiality is absolutely necessary to the service being provided (for example, individual therapy that requires privacy for confidential communications):
• Meet in a public place where you are in full view of others (e.g., a visible section of a library or gymnasium) or, if meeting in a room or office, leave the door open and ensure that you can be easily observed by individuals in the adjoining public area. • Before the meeting, inform other adult Staff that you will be alone with a youth and ask them to randomly drop in and, after the meeting, inform the other adult Staff that the meeting has been completed.
• If the program supervisor has agreed that greater confidentiality is absolute necessary to the service being provided (for example, individual therapy that requires privacy for confidential communications), before the meeting, inform other adult Staff that you will be alone with a youth and after the meeting inform the other adult Staff that the meeting has been completed.
• Avoid any physical acts of affection that might be misinterpreted. Limit any physical acts of affection to brief pats on the shoulder, high-fives, and handshakes. • At the conclusion of the meeting, immediately: (a) notify the program supervisor that the meeting has concluded; (b) report to the program supervisor and document any unusual occurrences during the meeting, including, but not limited to: any disclosures by the youth of any instances of abuse or maltreatment; any behavior problems and how they were handled; any injuries and how they were addressed; and any interactions that might be misinterpreted as inappropriate.

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D. Off-site Contact
Many cases of abuse occur off-site and outside of regularly scheduled activities. To avoid this risk, the City prohibits Staff interactions with youth outside of regularly scheduled program activities unless the interaction is of an appropriate type and is approved in advance by the program supervisor. City standards for appropriate off-site contacts (which may occur with advance program supervisor approval and parental approval) and inappropriate off-site contacts (which are absolutely prohibited and cannot be approved by program supervisors, regardless of whether parents approve or not) are as follows:

Appropriate Outside Contact Inappropriate Outside Contact • Taking groups of youth on a programrelated outing (parental approval and a minimum of two Staff or the number of
Staff required to satisfy the program
standard Staff/youth ratio, whichever is
greater, with at least one staff employee,
are required)
• Attending program-related sporting
activities with groups of youth (parental
approval and a minimum of two Staff or
the number of Staff required to satisfy the
program standard Staff/youth ratio,
whichever is greater, with at least one staff
employee, are required)
• Visiting a youth at the youth’s home for
program-related reasons, with the parents
present at all times
• Taking one youth on an outing
• Visiting a youth, whether in the youth’s
home or elsewhere, without a parent or
approved adult guardian present
• Hosting one or more youth in the home of
Staff
• One or more youth spending the night with
Staff
• Transporting youth in a personal vehicle
(except in a true emergency situation with
prior notice to the program supervisor
wherever practical and, if not practical,
notice to the program supervisor as soon as
practical)
E. Electronic Communications and Use of Electronic Communication Devices
Any private electronic communication between Staff and youth, including private communications through social media (e.g., Facebook, Instagram, Snapchat) is prohibited. All electronic communication between Staff and youth must be publicly viewable (i.e., accessible to program supervisors and the youth’s parents) and/or copied to a program supervisor and/or the youth’s parents.

In addition, all electronic communications between Staff and youth must comply with the guidelines for verbal interactions set forth in section B above.

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The following are examples of appropriate and inappropriate electronic communication:

Appropriate Electronic Communication Inappropriate Electronic Communication
• Sending and replying to emails and text
messages from youth ONLY when
copying a program supervisor and/or the
youth’s parents
• Communicating through “organization
group pages” on Facebook or other
approved public forums
• Posting harsh, coercive, threatening,
intimidating, shaming, derogatory,
demeaning or humiliating comments on
social media sites
• Posting sexually oriented comments on
social media sites
• Private emails or text messages
between Staff and youth (whether using
Staff’s personal email or phone or a
City-issued email or phone)
• Posting pictures of program
participants on any non-program social
media sites
• “Friending” or messaging youth on
social media sites, through online
gaming sites, or through other online
mechanisms
• Providing youth with a personal email
address, personal phone number, or
other personal contact information
• Calling youth at home or on their cell
phone, except for program related
purposes
Use of electronic communication devices (whether personal or provided by the City) to engage in any inappropriate electronic communication with a program youth shall be grounds for discipline up to and including termination of employment.

F. Gift Giving
Molesters routinely groom youth by giving gifts, thereby endearing themselves to the youth, and instruct the youth to keep the gifts a secret, thereby teaching the youth to keep secrets from the youth’s parents. For these reasons, Staff are prohibited from giving gifts (including gifts of food) to any youth.

This prohibition applies even if Staff believe the items they are giving to a youth are needed by that youth. Thus, for example, even if Staff believes a youth needs shoes, clothing, or food, Staff may not personally provide the youth with shoes, clothing, or food. Any gifts to youth must be approved by and come from the program, not individual Staff.

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II. Monitoring and Supervision
When Staff are adequately supervised, potential offenders are less likely to act on their impulses because they face detection. When youth are adequately supervised, they too are less likely to engage in inappropriate interactions with others. Similarly, the physical plant must be monitored, particularly out-ofthe-way locations or locations that might permit an offender undue access to or privacy with a youth. Set out below are standards for programs to follow to ensure adequate monitoring and supervision.

A. Facility Monitoring
Building architecture can increase or mitigate the risk of an incident or accident. Because most incidents of abuse occur in private, to the extent privacy is managed, risk is managed. To ensure that all of the locations are properly and consistently monitored, the City’s Child Protection Officer (or designee as approved by the Child Protection Committee) shall conduct regular reviews of all locations used by the program.

B. General Supervision
Programs must put in place general supervision procedures that comport with the following:

Supervisor Visits to Youth Programs: Supervisors will regularly (not less than quarterly) visit all youth programs to ensure that all activities are well- managed and that youth policies are observed by all in attendance.

Check-In/Roll Call Procedures: Each program must put in place procedures (which will be sitespecific) to monitor and document who has access to youth while the program is providing services to youth. For some programs, this may require a facility check-in sheet at or near the facility’s entrance.

For other programs, this may require a program instructor to maintain a roll-call of participants with spaces for volunteers and others assisting with the program to sign in. Each program will need to consider how best to control and limit access to youth during program participation and how best to monitor and document those having such access.

Staff-to-Youth Ratios- Each program will establish and follow requirements for Staff-to-youth ratios that are appropriate to the goals of the program and the design of the program area and that comply with any local licensing requirements and best practice guidelines for the particular type of program.

The Staff-to-youth ratio should be adjusted (in accordance with any local licensing requirements and best practice guidelines) for programs that serve youth with special needs.

Mixed Age Groups- In most incidents involving one youth abusing another youth, the youth are from different age groups. Each program is responsible for establishing specific guidelines for additional monitoring and supervision of activities that involve youth from different age groups. Staff must be made aware that close line of sight supervision is required when monitoring programs that mix age groups.

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C. Monitoring Youth in Program Facilities
Programs must implement practices for monitoring program youth that comply with all of the following:

1. A parent or legal guardian must complete a participant application which includes identifying information, the youth’s date of birth, and emergency contact information.

2. Programs should establish procedures (e.g., sign-in/sign-out sheets, instructor roll calls) sufficient to ensure that: (a) for all times youth are under direct supervision (see below), the the program has a record of the youth who are participating in the activity that is subject to direct supervision; and (b) for all times youth are using authorized areas within a facility under indirect supervision (see below), the program has a record of the youth who are using the authorized areas within the facility.

3. Programs must establish procedures to ensure that, while in the program facility, youth are supervised, either directly or indirectly.
a. Direct supervision: The program may offer structured, scheduled activities like basketball tournaments, swimming classes, arts and crafts activities, etc. These activities should have one or more Staff assigned to lead and supervise, in accordance with the program’s Staffto-youth ratio requirements. b. Indirect supervision: The program may designate certain facility areas as authorized areas.

For example, authorized areas could include a gymnasium, a game area, a playground area, or a classroom for doing homework. Authorized areas must be easily visible and routinely and systematically checked by Staff. Youth should know that they will be supervised by Staff at all times, and all Staff should know which areas are authorized for indirect supervision. Programs must implement indirect supervision standards for all authorized areas that include at least the following: (i) how frequently and for how long authorized areas will be monitored by Staff; (ii) specific assignments of Staff to have supervision responsibilities over the authorized areas; and (iii) documentation of the scheduled periodic monitoring of these areas.
c. Programs must ensure that Staff are on notice of the need for close line of sight supervision of any group that includes youth below the age of 12, or 7th grade.

4. Programs must establish procedures for monitoring high risk areas (e.g., bathrooms, locker rooms, unused rooms, and other high risk areas identified by the periodic program site location review) that include at least: (a) designation of specific Staff to supervise these areas; (b) scheduled periodic monitoring of these areas; and (c) requirements for Staff to contemporaneously record when and for how long they monitor these areas.

5. Programs must require all program Staff to wear nametags or other identifying clothing so that youth can easily recognize them as Staff. Where possible, nametags or other identifying clothing should enable easy differentiation among staff employees, staff volunteers, and contractors.

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6. Programs must train all Staff:
a. to greet youth that enter the facility; to direct youth to structured activities or authorized areas; and, to redirect youth who are not in an authorized area or who are not participating in a structured activity;
b. to be aware of the risks involved with mixing age groups and how to monitor activities involving mixed age groups;
c. to routinely monitor high risk areas even if not specifically designated to do so.

D. Monitoring High Risk Activities

1. Bathrooms
Many incidents of youth-to-youth abuse occur in bathrooms. Programs must establish procedures for monitoring bathroom activities that comply with the following:
a. For “Group Bathroom Breaks”:
• Require Staff to take groups of two or more youth to the bathroom. • An adult Staff member should enter and check the bathroom before youth are allowed to enter.
• If the bathroom only has one stall, only one youth should enter the restroom while the others wait outside with Staff.
• If there are multiple stalls, only send in as many youth as there are stalls. • Minimize youth of different ages using the bathroom at the same time. • Require Staff to stand outside the bathroom door but remain within earshot with the door ajar.
b. For single use restrooms:
• Require youth to ask permission to use the bathroom.
• Require all Staff to frequently check bathrooms.
c. To the extent practical, prohibit Staff from using the bathroom at the same time as youth.

If this cannot be done due to facility limitations, ensure that bathroom doors remain open while Staff use a stall.

If presence in a stall with a youth is required (e.g., to assist a youth with a disability), Staff must keep the door to the stall open with another Staff in sight.

2. Locker Rooms
Programs must establish locker room procedures that comply with the following:
a. Staff must stand within earshot of the locker room when in use by youth.

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Packet Pg. 395 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Prevention Standards—Page 9 of 14
b. Staff must intermittently and briefly check inside the locker room so youth know the locker room is monitored.
c. Discourage the use of locker rooms by youth of different ages at the same time; if youth of different ages must use the locker room at the same time, increase the frequency of checks inside the locker room.
d. Prohibit the use of locker room horseplay such as towel snapping. e. When possible, arrange lockers to minimize unnecessary privacy. f. When possible, require Staff and youth to use the locker room at different times.

3. Showers
Programs must establish procedures for showers that comply with the following:
a. Staff and youth must shower at different times. Shower schedules should be created to permit supervision of youth while Staff shower.
b. While youth shower, at least one Staff should stand in the bathroom doorway and within earshot of the youth.
c. Ensure that only one youth is in each shower. Where possible, programs should use shower curtains that do not go all the way to the floor, so that Staff can easily see how many youth are in each shower stall.

4. Transition Times and Free Times
Transition times and free times pose a high risk for incidents because during these times, Staff may not be assigned a particular group of youth to supervise. To decrease the risk of incidents, programs must establish procedures for transition times and free times that comply with the following:
a. Require youth to remain in line-of-site of Staff at all times. b. Specify Staff-to-youth ratio for these times.
c. Define authorized areas for use during these times.
d. Ensure that Staff are assigned specific zones within the authorized areas to supervise. e. Ensure that bathroom procedures continue to be followed during these times. f. Require supervisors to conduct periodic check-ins and sweeps of the entire activity area, including both authorized and non-authorized areas.

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5. Playground Activities
Programs must establish procedures for playground activities that comply with the following:
a. Require youth to remain in line-of-site of Staff at all times. b. Specify Staff-to-youth ratios for these activities.
c. Define specific narrow boundaries around the playground area to define the authorized area for use.
d. Provide Staff with specific instructions on how to monitor barriers to supervision (such as storage sheds, playhouses, tunnels, and shrubs).
e. Ensure that Staff are assigned specific zones within the authorized area to supervise. f. Ensure that bathroom procedures continue to be followed during playground activities. g. Require supervisors to conduct periodic check-ins and sweeps of the entire playground area, including both authorized and non-authorized areas.

6. Transportation Activities
Programs must establish procedures for transportation activities that comply with the following:
a. Require written parent permission forms and medical releases from all youth on the trip.

Staff must take these permission forms and medical releases with them on the trip. b. Require Staff to have a list of youth on the trip. Require Staff to take roll when boarding the bus/other transport, when leaving the bus/other transport, and periodically throughout the trip.
c. Specify Staff-to-youth ratios. When possible, do not count the driver in the supervision ratio.
d. Require Staff to sit separately and in seats that provide sight lines throughout the bus/other transport and permit maximum supervision.
e. Prohibit drivers from making unauthorized stops.
f. Require Staff to document the beginning and ending time of the trip and the mileage, names of youth being transported, and destination.
g. Require written documentation of any unusual occurrences during transportation.

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When public transportation is used, in addition to the procedures listed above, procedures should comply with the following:
a. Require youth to remain in one area of the bus/other public transport, if possible. b. Require Staff assigned to a group to remain with that group on the bus/other public transport in a position where all youth in the group can be observed. c. Require Staff to take a head count or call roll immediately after entering and leaving the bus/other public transport.
d. Staff should never transport youth in non-organization vehicles except in an emergency situation. If such transport occurs: (a) the youth must be transported directly to the emergency destination without any unauthorized stops; (b) Staff must immediately notify administrators in writing, identifying the youth transported, the beginning and ending times of transport, the mileage, the emergency that necessitated the transport, and any unusual events that occurred during the transport.

7. Off-Site Activities
Programs must establish procedures for off-site activities that comply with the following:
a. Staff must obtain written supervisor approval for all off-site activities. b. Staff must obtain written parental approval for all off-site activities. c. Staff-to-youth ratios must be appropriate to off-site activities (these may vary depending on the particular off-site activity).
d. Staff and youth must be easily identifiable to each other while engaged in the off-site activity.
e. Include specific bathroom and locker room procedures as applicable to the off-site activity. f. Require strict compliance with transportation activity requirements above while traveling to and from the off-site activity and while engaged in the off-site activity. g. A supervisor must observe the off-site activities at scheduled times and random intervals. h. Require adoption of additional procedures as appropriate to a particular location and type of activity (for example, Amusement parks, Water Parks, Arcades), and ensure that Staff are advised of any additional procedures. Such procedures may include, but are not limited to, assigned groups, scheduled itineraries, continuous roll calls or head counts, and group bathroom breaks.

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8. Overnight Activities
Overnight stays present unique risks to youth and Staff because they often involve changing clothes, groups of both genders and different ages in a more intimate atmosphere than usual, more unstructured activities, and increased supervision demands for Staff.

Programs must establish procedures for overnight activities that comply with the following:

Supervision Guidelines:
a. All overnight activities must be documented and approved in writing by the program manager, program administrator, or division manager.
b. The program manager, program administrator, or division manager must regularly and randomly observe overnight activities on a scheduled and periodic basis. c. The program manager or program administrator must appoint a “lead” Staff to supervise the overnight.
d. The program manager or program administrator and lead Staff must determine the appropriate Staff-to-youth ratios before the overnight activity and schedule Staff accordingly.
e. The lead Staff must conduct a pre-trip meeting with all Staff assigned to the trip to discuss and review the unique risks of overnight trips, unique elements of the specific overnight trip, and specific policies and procedures that govern overnight trips. f. Provide parents with written information about the overnight activity and the name and contact information for the lead Staff. Require all parents to sign a permission slip for their children to attend the overnight. Lead Staff should consider conducting a pre-trip meeting with parents as well.

Overnights at the Program Facility:
a. Physical boundaries within the program facility, including authorized and unauthorized areas, must be clearly defined and explained to the youth. b. At least two Staff must be present throughout the overnight stay. Assign each Staff to a specific group of youth to supervise. Each Staff must maintain a roll sheet that lists all of the youth in his or her group and must conduct head counts and roll checks routinely throughout the evening.

c. Assign Staff to high risk areas within the program facility, such as the bathrooms, entrances and exits, and hallways. If it is not possible to assign specific Staff to these areas, assign specific Staff to conduct periodic facility “walk-throughs” that include these areas.

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d. With regard to sleeping arrangements, separate male and female youth into separate rooms and post Staff at the entrances and exits to these rooms. If this is not feasible, separate male and female youth by as much space as possible.
e. Require Staff to perform periodic random room checks. When performing room checks, Staff should always go in pairs.
f. All Staff are to be on duty at night until an hour after lights out and all youth are quiet.

Overnights Away from the Facility:
a. Overnight stays at private homes are prohibited unless approved in advance in writing by the program manager and program administrator.
b. Physical boundaries at the off-site location, including authorized and unauthorized areas, must be clearly defined and explained to the youth.
c. At least two Staff must be present throughout the overnight stay. Assign each Staff to a specific group of youth to supervise. Each Staff must maintain a roll sheet that lists all of the youth in his or her group and must conduct head counts and roll checks routinely throughout the evening.
d. Assign Staff to high risk areas within the off-site location, such as the bathrooms, entrances and exits, and hallways. If it is not possible to assign specific Staff to these areas, assign specific Staff to conduct periodic facility “walk-throughs” that include these areas. e. With regard to sleeping arrangements, separate male and female youth into separate rooms and post Staff at the entrances and exits to these rooms. If this is not feasible, separate male and female youth by as much space as possible.
o If in a cabin type setting, Staff should be placed in bunks to maximize supervision around the cabin, provide sight lines to all exits, and decrease the chances of youth sneaking out.
o In hotels/motels, assign youth to rooms based on sex and age. Staff should have their own rooms. If Staff must share rooms with youth, Staff must have their own beds and never change in front of youth.
f. Require Staff to perform periodic random room checks. When performing room checks, Staff should always go in pairs.
g. All Staff are to be on duty at night until an hour after lights out and all youth/rooms are quiet.

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Packet Pg. 400 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Prevention Standards—Page 14 of 14

9. Teen Leadership Program/Counselors in Training Program Staff must understand that older youth who participate in teen leadership programs are still youth and not Staff. Even though they are often given more responsibility, teens in the leadership programs must be provided with guidelines regarding appropriate behavior, and then supervised accordingly.

Programs must establish procedures for teen leadership programs that comply with the following:
a. Create a screening process for teen leaders that includes • A standard application
• An interview
• References (from teachers, counselors, family friends, etc.) b. Train teen leaders in their roles in programs and on program policies about appropriate and inappropriate interactions. This training should include the following information:
• Appropriate and inappropriate physical and verbal interactions. • The importance of maintaining behavioral boundaries between teen leaders and younger youth and between teen leaders and Staff.
• Prohibiting teen leaders from being one-on-one with youth. • Prohibiting teen leaders from escorting youth to the bathrooms. • Prohibiting teen leaders from assisting youth with changing their clothes. c. Create a system to monitor the teen leaders.
• Designate specific Staff to be in charge of the teen leadership program and its participants.
• Require teen leaders to wear clothing or lanyards that identify them as leaders-intraining and differentiate them from both Staff and other program youth. • Require a supervisor to conduct regular periodic check-ins with teen leaders and their Staff supervisors.
• Require teen leaders to keep a log documenting their program activities and any problems they encounter. The Staff supervisor should review these logs on a regular periodic basis.

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Packet Pg. 401 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child EXHIBIT C:

STANDARDS FOR RESPONDING TO SUSPECTED

ABUSE OR NEGLECT OR SUSPICIOUS OR

INAPPROPRIATE CONDUCT

4.B.c
Packet Pg. 402 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Standards for Responding to Suspected Abuse or Neglect or Suspicious or Inappropriate Conduct
The following standards apply to all staff employees, staff volunteers, and contractors (collectively “Staff”) for any City-managed youth program. All Staff are expected to act conscientiously to exemplify the highest ethical standards. Accordingly, all Staff must at all times comply with all of the following standards for responding to suspected abuse or neglect or suspicious or inappropriate conduct.

A. Responding to Suspected Child Abuse or Neglect

1. California’s Mandatory Reporting Requirements for Suspected Abuse or Neglect California law defines mandated reporters to include any “employee of a public or private organization whose duties require direct contact and supervision of children.” California Penal Code 1165.7(a)(8).

California law requires such employees to make a report to a county welfare department, here the Department of Children and Family Services (“DCFS”) or a local police department, here the Santa Monica Police Department (“SMPD”), whenever the mandated reporter “within the scope of his or her employment, has knowledge of or observes a child whom the mandated reporter knows or reasonably suspects has been the victim of child abuse or neglect.” California Penal Code 11166(a), 11165.9. The initial report must be made immediately, or as soon as is practicably possible, by telephone, and a written report must be prepared and electronically transmitted to DCFS or SMPD within 36 hours. California Penal Code 11166(a). DCFS and SMPD have obligations to cross-report to each other. California Penal Code 11166(j), (k).

Volunteers of public or private organizations whose duties require direct contact with and supervision of children generally are not mandated reporters, but are “encouraged to obtain training in the identification and reporting of child abuse and neglect and are further encouraged to report known or suspected instances of child abuse or neglect” just as employees are required to do by law. California Penal Code 11165.7(b).

As a matter of policy, the City will provide all Staff with training regarding the mandated reporting duties imposed by California law, and will expect all Staff to make reports of suspected child abuse or neglect in accordance with the requirements imposed by California law on mandated reporters.

For purposes of mandatory reporting requirements, California Penal Code 11165.6 defines “child abuse or neglect” to include “physical injury or death inflicted by other than accidental means upon a child by another person, sexual abuse as defined in Section 111165.1, neglect as defined in Section 111165.2, the willful harming or injuring of a child or the endangering of the person or health of a child, as defined in Section 11165.3, and unlawful corporal punishment or injury as defined in Section 11165.4.” Section 11165.1 defines sexual abuse as including, but not limited to, all of the following: penetration, however slight, of the vagina or anal opening of one person by the penis of another person; sexual contact between the genitals or anal opening of one person and the mouth or tongue of another person; intrusion by one person into the genitals or anal opening of another person, including the use of an object for this purpose (with an exception for acts performed for a valid medical purpose); 0intentional touching of the genitals or intimate parts, including the breasts, genital area, groin, inner thighs, and buttocks, or the clothing covering them, of a child, or of the perpetrator by a child, for purposes of sexual arousal or gratification; intentional masturbation of the perpetrator’s genitals in the presence of a child; depicting a child in, or accessing through any electronic or digital media, any image in which a child is engaged in an act of obscene sexual conduct; sexual trafficking of a child; and the provision of food, shelter, or payment to a child in exchange for the performance of any sexual act described above.

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Packet Pg. 403 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 2 of 9
Section 111165.2 defines neglect to mean “the negligent treatment or the maltreatment of a child by a person responsible for the child’s welfare under circumstances indicating harm or threatened harm to the child’s health or welfare” including “both acts and omissions on the part of the responsible person.” It includes both the intentional and negligent failure by a person having care or custody of a child to “provide adequate food, clothing, shelter, medical care, or supervision,” whether or not any physical injury to the child has occurred.

Section 11165.3 defines the willful harming or injuring of a child or the endangering of the person or health of a child to mean “a situation in which any person willfully causes or permits any child to suffer, or inflicts thereon, unjustifiable physical pain or mental suffering, or having the care or custody of any child, willfully causes or permits the person or health of the child to be placed in a situation in which his or her health is endangered.” Willful harming can occur without actual physical injury.

Section 11165.4 defines unlawful corporal punishment or injury to mean “a situation where any person willfully inflicts upon any child any cruel or inhuman corporal punishment or injury resulting in a traumatic condition.”
If Staff have a question whether conduct observed or alleged rises to the level of child abuse or neglect as defined by these statutes, they should report the conduct to and consult with a supervisor, program manager, program administrator, or division manager. If after this consultation Staff still have a question whether conduct observed or alleged rises to the level of child abuse or neglect as defined by these statutes, Staff should report the conduct to DCFS for further guidance. Supervisors are prohibited by law from impeding Staff from reporting to DCFS. California Penal Code 11166(i). Supervisors also may not direct Staff to allow the supervisor to report to DCFS instead of Staff. Id.

2. Staff Response to Suspected Abuse or Neglect:

As required by mandated reporting laws and City policy, all Staff must immediately (or as soon as practically possible) report any suspected abuse or neglect of a youth—whether on or off organization property or whether perpetrated by Staff or others—to DCFS or SMPD. If the situation is urgent or there is an immediate safety threat, Staff should call SMPD. A person who mistakenly reports suspected abuse or neglect is immune from civil or criminal liability unless it can be proven that the reporter knew the report was false or that the report was made with reckless disregard for its truth or falsity. California Penal Code 11172.

For Los Angeles County, a report to DCFS may be made by phone at 800-540-4000; the required followup written report to DCFS should be made online using the Suspected Child Abuse Report (SCAR) Form (Cal DOJ Form BCIA 8572) at https://mandreptla.org/cars.web/. A sample of the form is attached to these Standards as Attachment 1. Staff may wish to complete the form before making the required phone report so that all information is available during the call.

In addition to reporting to DCFS or SMPD, Staff are required to report any suspected or known abuse or neglect of youth, whether perpetrated by Staff or others, directly to a program supervisor so that immediate and proper steps may be taken to ensure the safety of alleged victims and others who may be at risk. Reports of suspected or known abuse or neglect may be made confidentially to the following:
a. Immediate supervisor
b. Program Manager and/or Program Administrator
c. Division Manager

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Packet Pg. 404 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 3 of 9
Additional Guidelines for Staff Response to Suspected Abuse or Neglect • If you witness abuse or neglect, interrupt the behavior immediately. • If abuse or neglect is disclosed to you, assure the individual disclosing that he or she was correct to tell you.
• Protect the alleged victim from intimidation, retribution, or further abuse. • Immediately, or as soon as practicably possible, report the allegation or incident to DCFS or SMPD by phone and to your program supervisor. Be sure to get a case number and the name and contact information of the DCFS or SMPD representative with whom you speak.
• Be sure to document the incident, disclosure, or any circumstances causing your suspicion of abuse or neglect. State only the facts. • It is not your job to investigate the incident but it IS your job to report the incident to your supervisor, program manager, program administrator, or division manager in a timely manner.
• Check back to make sure appropriate steps were taken. If not, report again to your supervisor, program manager, program administrator, or division manager.

3. Supervisor and Department Response to Suspected Abuse or Neglect:

If a supervisor, program manager, program administrator, or division manager receives a report of abuse or neglect, they must do the following:

Guidelines for Supervisor and Department Response to Suspected Abuse or Neglect
• First, determine if the youth is still in danger and if so, take immediate steps to prevent any further harm.
• Report to the next level of management and determine the appropriate level of management (supervisor, program manager, program administrator, or division manager) to respond to the report. • Gather as much information about the allegation as you can. For example, who made the report, who was allegedly abused, who was the alleged abuser, what was the nature of the alleged abuse, where and when did the alleged abuse occur, etc.
• Accurately record everything you learn in as much detail as you can.

Remember your notes may be read by others. Stick to the facts. • Make sure that a report was made to DCFS or SMPD, and, if not, contact DCFS or SMPD, which are the agencies to which mandatory reports must be directed. Make sure you get a case number and the name and contact information of the SMPD Officer with whom you speak.
• If the alleged abuse or neglect involves Staff, review the file of the Staff who has been reported to determine if similar complaints were reported.

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Packet Pg. 405 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 4 of 9
• Work with your program administrator, division manager, or department leadership and the City’s Human Resources Department to determine what action with respect to the accused Staff should be taken while the investigation is completed.
• Advise the person who reported the behavior that the report is being taken seriously.
• Ensure that department leadership is advised of the allegation or incident and the steps taken in response.
• Department leadership shall ensure that a summary of the report and the actions taken in response to the report is provided to the Child Protection Officer for review by the Child Protection Officer and the Child Protection Committee. A form for this purpose is attached to these standards as Attachment 2.

4. City Response (Child Protection Officer and Child Protection Committee):

Guidelines for Organizational Response
• Review the need for increased supervision.
• Review the need for revised policies or procedures.
• Review the need for additional training.
• Review the need for discipline up to and including termination in accordance with the City’s progressive disciplinary process. • Advise the Department that reported the issue of any additional actions that should be taken.

B. Responding to Suspicious or Inappropriate Conduct
Because the City is dedicated to maintaining zero tolerance for abuse, it is imperative that all Staff actively participate in the protection of youth. If Staff observe any suspicious or inappropriate conduct or violations of standards on the part of other Staff, it is their personal responsibility to immediately report their observations.

Examples of Suspicious or Inappropriate Conduct Between Staff and Youth
• Violation of the abuse prevention standards described in the City’s Standards for City-Managed Youth Programs
• Seeking private time or one-on-one time with youth
• Buying gifts for individual youth
• Making suggestive comments to youth
• Picking favorites among youth

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Packet Pg. 406 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 5 of 9
• Communicating privately with youth on social media or through email or phone (whether using Staff’s personal email or phone or a City-issued email or phone)
All reports of suspicious or inappropriate conduct with youth will be taken seriously. City procedures will be carefully followed to ensure that the rights of all those involved are protected.

The reporting procedures below apply whether or not the conduct observed rises to the level of child abuse or neglect, as defined by California’s mandatory reporting statutes. What constitutes child abuse or neglect for purposes of triggering mandatory reporting requirements under California’s mandatory reporting statutes is discussed in Section A above, which lays out the additional mandatory reporting requirements (including an immediate report to DCFS or SMPD) when Staff become aware of conduct they suspect rises to the level of child abuse or neglect (as defined by statute).

Reporting conduct that does not rise to the level of suspected child abuse or neglect:

1. Staff Response:

If Staff observes suspicious or inappropriate conduct or violations of standards by another Staff or by nonStaff, or receives a report of such behavior from either Staff or non-Staff, Staff must do the following:

Guidelines for Staff Response to Suspicious or Inappropriate Conduct or Standards Violations
• Interrupt the behavior immediately.
• Report the behavior to their supervisor, the program manager, program administrator, division manager, or department leadership. • If the report is about a supervisor, make the report to the program manager or higher level of management. If the report is about a program manager, make the report to the program administrator or higher level of management. In general, the report should be made a level of management above that of the individual to whom the report pertains. • Document the report but do not conduct an investigation. • Keep reporting until the appropriate action is taken.

4.B.c
Packet Pg. 407 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 6 of 9

2. Supervisor and Department Response:

If a supervisor, program manager, program administrator, or division manager receives a report of suspicious or inappropriate behavior or violations of standards, they must do the following:

Guidelines for Supervisor and Department Response to Suspicious or Inappropriate Conduct or Standards Violations
• Report to the next level of management and determine the appropriate level of management (supervisor, program manager, program administrator, or division manager) to respond to the concern.
• Determine the appropriate response based on the report. • If the report relates to Staff, review the file of the Staff who has been reported to determine if similar complaints were reported. • Document the report on the appropriate form.
• If at any point in gathering information about a report of suspicious or inappropriate behavior, a concern arises about possible child abuse or neglect, contact DCFS or SMPD and file a report.
• If appropriate, notify parents and/or guardians.
• Advise the person who reported the behavior that the report is being taken seriously.
• Ensure that Department leadership is advised of the report and the actions taken in response to the report.
• Department leadership shall ensure that a summary of the report and the actions taken in response to the report is provided to the Child Protection Officer for review by the Child Protection Officer and the Child Protection Committee. A form for this purpose is attached to these standards as Attachment 2.

Based on the information gathered, the following may be required:
a. Increase monitoring or supervision of Staff or the program. b. If standards violations with youth by Staff are confirmed, Staff must be subject to disciplinary action up to and including termination and prosecution. Disciplinary action will follow the City’s progressive disciplinary process in consultation with Human Resources.
c. If more information is needed, interview and/or survey other Staff, youth, and parents.

3. City Response (Child Protection Officer and Committee):

Guidelines for Organizational Response
• Review the need for increased supervision.
• Review the need for revised policies or procedures.
• Review the need for additional training.

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Packet Pg. 408 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 7 of 9
• Review the need for discipline up to and including termination in accordance with the City’s progressive disciplinary process. • Advise the Department that reported the issue of any additional actions that should be taken.

C. Responding to Youth-to-Youth Sexual Abuse and Sexual Behavior The thought that one youth may sexually abuse another youth does not occur to many people. Unfortunately, abuse between peers has increased significantly over the past few years.

1. Youth-to-Youth Interactions:

Most serious incidents of youth-to-youth abuse are preceded by more subtle incidents such as name-calling, taunting, or roughhousing. Interrupting these interactions early and establishing and communicating standards of conduct can keep the program environment safe. Accordingly, the following high-risk youthto-youth interactions are prohibited during program participation and must be promptly addressed and reported by Staff:

Prohibited High-Risk Youth-to-Youth Interactions
• Hazing
• Bullying
• Derogatory name-calling
• Games of Truth or Dare
• Singling out one child for different treatment
• Ridicule or humiliation
Most serious incidents of youth-to-youth sexual abuse are preceded by inappropriate sexual behaviors.

Interrupting these behaviors early and establishing and communicating standards of conduct can keep the program environment safe. Accordingly, the following youth-to-youth sexual behaviors are prohibited during program participation and must be promptly addressed and reported by Staff:

Prohibited Youth-to-Youth Sexual Behaviors
• Inappropriate touching
• Exposing body parts
• Using inappropriate sexual language
• Making threats of sexual activity
• Engaging in sexual activity

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Packet Pg. 409 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 8 of 9

2. Staff Response:

If Staff observe prohibited youth-to-youth high-risk interactions or prohibited youth-to-youth sexual behaviors, they are instructed to follow these guidelines:

Guidelines for Staff Responding to Youth-to-Youth High-Risk Interactions or Sexual Behaviors
• If you observe high-risk interactions or sexual behaviors between youth, you should immediately separate them.
• Calmly explain that such interactions/behaviors are not permitted and separate the youth.
• Notify your supervisor and provide a summary of what you observed and how you responded.
• Follow your supervisor's instructions regarding notifying the authorities and informing the parents of the youth involved.
• If you believe the conduct rose to the level of suspected sexual abuse, comply with the reporting requirements for suspected abuse set forth in Section A above.

3. Supervisor and Department Response:

If a supervisor, program manager, program administrator, or division manager receives a report of prohibited you-to-youth high-risk interactions or prohibited youth-to-youth sexual behaviors, they should do the following:

Guidelines for Supervisor and Department Response to
Youth-to-Youth High-Risk Interactions or Sexual Behaviors • Report to the next level of management and determine the appropriate level of management (supervisor, program manager, program administrator, or division manager) to respond to the concern. • Meet with Staff who reported the high-risk interaction or sexual behavior to gather information.
• Confirm that the youth involved have been separated or placed under increased supervision.
• Review the steps taken by Staff.
• Review the incident report to confirm it is accurate and thorough. • Meet with parents of the youth involved.
• Determine actions needed to make sure there is no recurrence, including assessing the suitability of the program for the youth involved and determining whether removal from the program is appropriate. • Notify the proper authorities.
• Develop a written action plan in response to the incident.

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Packet Pg. 410 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Reporting and Response Standards—Page 9 of 9
• Advise the Staff that reported the behavior that the report is being taken seriously.
• Ensure that department leadership is advised of the report and the actions taken in response to the report. A form for this purpose is attached to these standards as Attachment 2.

Based on the information gathered, the following may be required:
a. Review the need for additional supervision
b. Review the need for revised policies or procedures
c. Review the need for additional training
d. Alert others in the organization

4. City Response (Child Protection Officer and Child Protection Committee):

After the internal review of the high-risk youth-to-youth interaction or youth-to-youth sexual behavior, the organization will determine what can be done to prevent a reoccurrence, such as:

Guidelines for Organizational Response
• Review the need for additional supervision.
• Review the need for revised policies or procedures.
• Review the need for additional training.
• Alert others in the organization.
• Advise the department that reported the behavior of any additional actions that should be taken.

4.B.c
Packet Pg. 411 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Attachment 1:

Suspected Child Abuse Report (SCAR) Form
(Cal DOJ Form BCIA 8572)

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Packet Pg. 412 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

STATE OF CALIFORNIA DEPARTMENT OF JUSTICE
BCIA 8572
(Rev. 04/2017)

Page 1 of 2 ends

SUSPECTED CHILD ABUSE REPORT
(Pursuant to Penal Code section 11166)
To Be Completed by Mandated Child Abuse Reporters

PLEASE PRINT OR TYPE
CASE NAME:

CASE NUMBER:

A. REPORTING
PARTY

NAME OF MANDATED REPORTER TITLE MANDATED REPORTER CATEGORY REPORTER'S BUSINESS/AGENCY NAME AND ADDRESS Street City Zip DID MANDATED REPORTER WITNESS THE INCIDENT? YES NO

REPORTER'S TELEPHONE (DAYTIME) SIGNATURE TODAY'S DATE
B. REPORT

NOTIFICATION

LAW ENFORCEMENT COUNTY PROBATION
COUNTY WELFARE / CPS (Child Protective Services)
AGENCY
ADDRESS Street City Zip DATE/TIME OF PHONE CALL

OFFICIAL CONTACTED - NAME AND TITLE TELEPHONE
NAME (LAST, FIRST, MIDDLE) BIRTHDATE OR APPROX. AGE SEX ETHNICITY ADDRESS Street City Zip TELEPHONE

PRESENT LOCATION OF VICTIM SCHOOL CLASS GRADE
PHYSICALLY DISABLED?
YES NO
DEVELOPMENTALLY DISABLED?
YES NO

OTHER DISABILITY (SPECIFY) PRIMARY LANGUAGE SPOKEN IN HOME IN FOSTER CARE?
YES
NO
IF VICTIM WAS IN OUT-OF-HOME CARE AT TIME OF INCIDENT, CHECK TYPE OF CARE:

DAY CARE CHILD CARE CENTER FOSTER FAMILY HOME

FAMILY FRIEND GROUP HOME OR INSTITUTION RELATIVE'S HOME TYPE OF ABUSE (CHECK ONE OR MORE):

PHYSICAL MENTAL

SEXUAL NEGLECT

OTHER (SPECIFY)
RELATIONSHIP TO SUSPECT PHOTOS TAKEN?
YES NO

DID THE INCIDENT RESULT IN THIS VICTIM'S
DEATH? YES NO UNK

VICTIM'S

SIBLINGS

NAME BIRTHDATE SEX ETHNICITY

1. 2.

NAME BIRTHDATE SEX ETHNICITY

3. 4.

VICTIM'S

PARENTS/GUARDIANS
NAME (LAST, FIRST. MIDDLE) BIRTHDATE OR APPROX. AGE SEX ETHNICITY ADDRESS Street City Zip HOME PHONE BUSINESS PHONE
NAME (LAST, FIRST. MIDDLE) BIRTHDATE OR APPROX. AGE SEX ETHNICITY ADDRESS Street City Zip HOME PHONE BUSINESS PHONE

SUSPECT
SUSPECT'S NAME (LAST, FIRST. MIDDLE) BIRTHDATE OR APPROX. AGE SEX ETHNICITY ADDRESS Street City Zip TELEPHONE

OTHER RELEVANT INFORMATION
E. INCIDENT

INFORMATION
IF NECESSARY, ATTACH EXTRA SHEET(S) OR OTHER FORM(S) AND CHECK THIS BOX IF MULTIPLE VICTIMS, INDICATE NUMBER:

DATE/TIME OF INCIDENT PLACE OF INCIDENT
NARRATIVE DESCRIPTION (What victim(s) said/what the mandated reporter observed/what person accompanying the victim(s) said/similar or past incident's involving the victim(s) or suspect)
DO NOT submit a copy of this form to the Department of Justice (DOJ). The investigating agency is required under Penal Code section 11169 to submit to DOJ a Child Abuse or Severe Neglect Indexing Form BCIA 8583 if (1) an active investigation was conducted and (2) the incident was determined to be substantiated. C. VICTIM One report per victim D. INVOLVED PARTIES

4.B.c
Packet Pg. 413 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

STATE OF CALIFORNIA DEPARTMENT OF JUSTICE
BCIA 8572
(Rev. 04/2017)

Page 2 of 2 ends

SUSPECTED CHILD ABUSE REPORT
(Pursuant to Penal Code section 11166)
DEFINITIONS AND GENERAL INSTRUCTIONS FOR COMPLETION OF FORM BCIA 8572 All Penal Code (PC) references are located in Article 2.5 of the California PC. This article is known as the Child Abuse and Neglect Reporting Act (CANRA). The provisions of CANRA may be viewed at: http://leginfo.legislature.ca.gov/faces/codes.xhtml (specify "Penal Code" and search for sections 11164-11174.3). A mandated reporter must complete and submit form BCIA 8572 even if some of the requested information is not known. (PC section 11167(a).) I. MANDATED CHILD ABUSE REPORTERS
Mandated child abuse reporters include all those individuals and entities listed in PC section 11165.7.

II. TO WHOM REPORTS ARE TO BE MADE ("DESIGNATED
AGENCIES")
Reports of suspected child abuse or neglect shall be made by mandated reporters to any police department or sheriff's department (not including a school district police or security department), the county probation department (if designated by the county to receive mandated reports), or the county welfare department. (PC section 11165.9.)

III. REPORTING RESPONSIBILITIES
Any mandated reporter who has knowledge of or observes a child, in his or her professional capacity or within the scope of his or her employment, whom he or she knows or
reasonably suspects has been the victim of child abuse or neglect shall report such suspected incident of abuse or neglect to a designated agency immediately or as soon as practically possible by telephone and shall prepare and send a written report thereof within 36 hours of receiving the information concerning the incident. (PC section 11166(a).) No mandated reporter who reports a suspected incident of child abuse or neglect shall be held civilly or criminally liable for any report required or authorized by CANRA. Any other person reporting a known or suspected incident of child abuse or neglect shall not incur civil or criminal liability as a result of any report authorized by CANRA unless it can be proven the report was false and the person knew it was false or made the report with reckless disregard of its truth or falsity. (PC section 11172(a).)

IV. INSTRUCTIONS
SECTION A – REPORTING PARTY: Enter the mandated
reporter's name, title, category (from PC section 11165.7), business/agency name and address, daytime telephone
number, and today's date. Check yes/no whether the
mandated reporter witnessed the incident. The signature area is for either the mandated reporter or, if the report is telephoned in by the mandated reporter, the person taking the telephoned report.

IV. INSTRUCTIONS (continued)
SECTION B – REPORT NOTIFICATION: Complete the
name and address of the designated agency notified, the date/time of the phone call, and the name, title, and
telephone number of the official contacted.

SECTION C – VICTIM (One Report per Victim): Enter the
victim's name, birthdate or approximate age, sex, ethnicity, address, telephone number, present location, and, where applicable, enter the school, class (indicate the teacher's name or room number), and grade. List the primary
language spoken in the victim's home. Check the
appropriate yes/no box to indicate whether the victim may have a developmental disability or physical disability and specify any other apparent disability. Check the appropriate yes/no box to indicate whether the victim is in foster care, and check the appropriate box to indicate the type of care if the victim was in out-of-home care. Check the appropriate box to indicate the type of abuse. List the victim's
relationship to the suspect. Check the appropriate yes/no box to indicate whether photos of the injuries were taken.

Check the appropriate box to indicate whether the incident resulted in the victim's death.

SECTION D – INVOLVED PARTIES: Enter the requested
information for Victim's Siblings, Victim's Parents/Guardians, and Suspect. Attach extra sheet(s) if needed (provide the requested information for each individual on the attached sheet(s)).

SECTION E – INCIDENT INFORMATION: If multiple
victims, indicate the number and submit a form for each victim. Enter date/time and place of the incident. Provide a narrative of the incident. Attach extra sheet(s) if needed.

V. DISTRIBUTION
Reporting Party: After completing form BCIA 8572, retain a copy for your records and submit copies to the designated agency.

Designated Agency: Within 36 hours of receipt of form
BCIA 8572, the initial designated agency will send a copy of the completed form to the district attorney and any additional designated agencies in compliance with PC sections
11166(j) and 11166(k).

ETHNICITY CODES
1 Alaskan Native
2 American Indian
3 Asian Indian
4 Black
5 Cambodian
6 Caribbean
7 Central American
8 Chinese
9 Ethiopian
10 Filipino
11 Guamanian
12 Hawaiian
13 Hispanic
14 Hmong
15 Japanese
16 Korean
17 Laotian
18 Mexican
19 Other Asian
21 Other Pacific Islander
22 Polynesian
23 Samoan
24 South American
25 Vietnamese
26 White
27 White-Armenian
28 White-Central American
29 White-European
30 White-Middle Eastern
31 White-Romanian

4.B.c
Packet Pg. 414 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Attachment 2:

Response to Report of Inappropriate or
Suspicious Conduct or Standards Violation

4.B.c
Packet Pg. 415 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child ADMINISTRATIVE INSTRUCTION III-5-12: ABUSE PREVENTION
Report Regarding Suspicious or Inappropriate Conduct
or Standards Violation1
City-Managed Youth Program: Location of Reported
Conduct:

Date and Time of
Reported Conduct:

Reporting Party: Title:

Party Receiving Report: Title: Date and Time of
Report:

Supervisor/Manager Assigned to Respond to
Report:

Title:

Description of Conduct Reported (include names of individuals engaging in conduct reported, names of youth affected, and steps taken at time to stop reported conduct) (attach additional pages as needed):

Actions taken in Response to Conduct Reported (include any notification to parents, referral for investigation, counseling, or other corrective action) (attach additional pages as needed):
_______________________________________ ______________________ Supervisor/Manager Signature Date
1 This form should be used only to report suspicious or inappropriate conduct or a standards violation that does not rise to the level of suspected child abuse or neglect. Suspected child abuse or neglect must be immediately reported by phone to the Department of Children and Family Services or the Santa Monica Police Department, followed within 36 hours by a written report California Department of Justice form BCIA 8572, Suspected Child Abuse Report.

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Packet Pg. 416 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child EXHIBIT D:

FORM VOLUNTEER APPLICATION AND WAIVER

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Packet Pg. 417 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Document12
Position Desired: _______________________ Dept./Div.: _______________________ Contact Information
First Name: ____________________________ Last Name: ________________________ Cell Phone: ____________________________ Home Phone: ______________________ Address: ______________________________________________________________________ City: ________________________ State: ___________ Zip Code: ___________________ Email: _______________________ DOB (M/D/Y): ___________ Male: ___ Female: ____ Additional Information
Currently: Employed ____ Unemployed ____ Student ____ Retired ____ Other ____ Work Experience (if available, please attach resume): ____________________________________ ______________________________________________________________________________ Prior Volunteer Experience with Santa Monica: ________________________________________ ______________________________________________________________________________ Other Prior Volunteer Experience: __________________________________________________ ______________________________________________________________________________ Bilingual: ________ If yes, please specify language(s): ___________________________________ Skills: _________________________________________________________________________ ______________________________________________________________________________ Availability: ____________________________________________________________________ Please provide two references (name and contact information):
(1) ____________________________________________________________________________ (2) ____________________________________________________________________________ Fingerprinting
Volunteers (18 or older) will be required to pass a Live-Scan fingerprint background check as provided by the Santa Monica Police Department. Notifications of relevant convictions are sent to the City of Santa Monica by the State of California, Department of Justice and Bureau of Criminal Investigations.

You will receive instructions for completing the Live-Scan fingerprint process in the mail. ____________________________ ______________________________ ___________ Volunteer Signature Parent Signature Date
(if volunteer is under 18)
Volunteer Application

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Packet Pg. 418 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

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Packet Pg. 419 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child EXHIBIT E:

INFORMATION FOR PARENTS -- PREVENTING AND

DETECTING ABUSE

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Packet Pg. 420 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Whether you are taking advantage of a City homework help program, sending your child to swimming lessons at a City pool, or letting your child participate in any other City-managed youth program, you will be entrusting your child to the care of another adult. There are some common steps you can take to help keep your child safe:

Know who is working with your child. Become familiar with the program and staff. Know what will be covered when, and check with program staff to get specifics about planned activities including field trips. Know the rules the program sets for interactions between youth and adult staff. City-managed programs place strict boundaries on interactions between youth and adult staff and generally prohibit all of the following: isolated, non-public, one-onone interactions; exchanges of emails, texts, or calls without express parental permission, and then only as absolutely necessary for program purposes, such as scheduling; giving gifts, including food, without express parental permission; sharing secrets; and engaging in inappropriate physical interactions such as lap sitting, kisses, wrestling, piggyback rides, tickling, massage, or any touching of inappropriate areas.

These boundaries are set out in a Code of Conduct for Providing Services to Youth and Standards for City-Managed Youth Programs. Both these documents are available on the City’s website. Or ask staff to see them. The more you know about the boundaries that should be in place between youth and adult staff, the more easily you will be able to identify and report a violation of these boundaries.

Go visit the program. Take any scheduled opportunity to meet program staff and see the facility the program uses. Consider dropping in unexpectedly on the program when your child is there. If you observe any violation of boundaries or other program rules, make sure to report it to a program supervisor. The City has standards for responding to reports of inappropriate conduct that are available on the City’s website. Or ask staff to see them. The more you know about how to report violations, and how those reports should be addressed, the more easily you will be able to assist program supervisors in ensuring that staff are complying with boundaries and program rules.

Show your child you are interested in what happens in the program. Talk with your child after program sessions about what your child did during the session.

Notice your child’s mood and whether your child is willing to describe what happened during the program session with confidence and specificity. If your child appears hesitant or upset, explain that it is alright to tell you about anything that happened. And if your child tells you about conduct that violated boundaries or other program rules, make sure to report it to a program supervisor so that it can be addressed.

If you are interested in receiving more information on how to help keep your children safe, the City has sponsored training for parents on how to help prevent child abuse. Additional training sessions are offered periodically. You can find information on the City’s website.

KNOW
GO
SHOW

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Packet Pg. 421 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child EXHIBIT F:

ACKNOWLEDGMENT FORM

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Packet Pg. 422 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Acknowledgment of Abuse Prevention Standards and
Requirements
I have read, understand, and agree to comply with all of the following:

A. Code of Conduct for Providing Services to Youth;
B. Standards for City-Managed Youth Programs; and
C. Standards for Responding to Suspected Abuse or Neglect or Suspicious or Inappropriate Conduct.

In addition, I have completed Child Abuse Mandated Reporter Training using materials designated by the Child Abuse Prevention Committee. I understand that violations of the standards and requirements set forth in these materials may result in discipline up to and including termination of my employment and/or volunteer status. ___________________________ ________________
Signature of Employee/Volunteer Date
____________________________
Printed Name of Employee/Volunteer
_____________________________
Name of Youth Program

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Packet Pg. 423 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit G:

Annual Review No Change Form

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Packet Pg. 424 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Annual Review: No Change Report
Youth Program: ______________________________________
Name of Youth Program
Since the last submission to the Child Protection Officer by the program identified above, the program has had no change in (check all to which this applies):

Staff employees, staff volunteers, contractors
Facilities at which program provides services to youth
Procedures implemented by the program to provide notifications to parents regarding abuse prevention practices.

Monitoring and supervision procedures implemented by the program, including but not limited to staff to youth supervision ratios
___________________________ ________________
Signature of Program Supervisor Date
____________________________
Printed Name of Program Supervisor

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Packet Pg. 425 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit
H:

Form Contract Clauses

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Packet Pg. 426 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child ## Child Protection.

Contractor and any and all of Contractor’s employees, subcontractors, volunteers, agents, and representatives who render Services that involve direct contact with or supervision of children, or who supervise the employees, subcontractors, volunteers, agents, or representatives rendering such Services, are required to do all of the following:
## Child Abuse and Neglect Mandated Reporter Training. Obtain training in the identification and reporting of child abuse and neglect and comply with California Penal Code Section 11166.5. Contractor shall provide a signed copy of the City of Santa Monica Mandated Reporter Acknowledgement and CDSS Certificates of Completion for the California Child Abuse Mandated Reporter Online Training for Contractor and all such employees, subcontractors, volunteers, agents, and representatives before performing any Services that involve direct contact with or supervision of children.
## Code of Conduct and Standards. Read, understand, and agree to comply with all of the following City standards set forth in City of Santa Monica Administrative Instruction III-5-12: (a) Code of Conduct for Providing Services to Youth; (b) Standards for City-Managed Youth Programs; and (c) Standards for Responding to Allegations of Suspicious or Inappropriate Conduct. For all such employees, subcontractors, volunteers, agents, and representatives, Contractor shall provide a signed Acknowledgment of Abuse Prevention Standards and Requirements, in the form attached as Exhibit F to City of Santa Monica Administrative Instruction III5-12. [OPTION: Contractor will bear the costs of complying with the Child Protection requirements set forth in this section.]
## Live Scan. Contractor agrees that Contractor and all of Contractor’s employees, subcontractors, volunteers, agents, and representatives who perform Services, or who supervise the employees, subcontractors, volunteers, agents, or representatives performing such Services, will be fingerprinted prior to the commencement of their provision of Services and on an annual basis thereafter as long as Contractor is performing Services.

Contractor acknowledges and agrees that fingerprints may be used to verify arrest and conviction records for all such employees, subcontractors, volunteers, agents, and representatives by comparing them with local, state, and federal records. [OPTION:

Contractor agrees to pay whatever fees if any may be involved in this process.] ## Tuberculosis Screening. Contractor agrees to provide City with proof that Contractor and all of Contractor’s employees, sub-contractors, and volunteers who perform Services have undergone a TB risk assessment or test, as required every four (4) years for adults working with school age children. [OPTION: Contractor shall bear the costs of complying with this tuberculosis screening requirement.]

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Packet Pg. 427 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit
I:

City-Grant Youth Program
Certification Form

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Packet Pg. 428 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

GRANTEE CERTIFICATION OF COMPLIANCE

WITH CHILD PROTECTION LAWS
The City of Santa Monica (“City”) is committed to providing youth with the highest quality services available and creating an environment for youth that is safe, nurturing, empowering, and promotes growth and success. ___________________________ (“Grantee”) acknowledges this commitment, and hereby certifies that Grantee will similarly maintain this commitment and in furtherance of this commitment will ensure that all of its officers, administrators, employees, contractors, and volunteers who may or will have contact with minors while providing services or performing activities that are directly or indirectly funded with City funds (the “Relevant Personnel”) are screened in accordance with, receive training on, and comply with all federal, state, and local laws, ordinances, regulations, and directives, as well as all rules imposed by school districts or other government agencies, that are directed at preventing abuse or neglect of minors or promoting the safety, protection, and wellbeing of minors (collectively “Child Protection Laws”), including without limitation, where applicable, any of the following:
requirements for the performance of “Live Scan” background checks which involve submitting fingerprints to the Department of Justice and Federal Bureau of Investigation for all available criminal history information (see California Education Code § 10911.5; California Penal Code § 11105.03);
requirements to undergo Tuberculosis (TB) risk assessments and/or examinations and produce certificates that show individuals are free of infectious tuberculosis (see California Education Code §§ 49406 and 87408.6; California Health and Safety Code §§ 1597.055, 121525, 121545, and 121555.); and/or
requirements to complete Child Abuse Mandated Reporter Training in compliance with the California Child Abuse and Neglect Reporting Act (see California Penal Code §§ 11164-11174.3).

On behalf of Grantee, understanding that this certification is a condition of receiving grant funds and that the accuracy of this certification will be relied on by the City of Santa Monica in disbursing grant funds, I hereby represent, certify, and agree as follows:
(1) I have the authority to execute this certification on behalf of Grantee. (2) I have reviewed the above and understand the requirements of this certification. (3) I understand and agree that it is Grantee’s sole responsibility to ensure that Grantee and the Relevant Personnel understand Child Protection Laws and comply with all applicable requirements imposed by those laws.

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Packet Pg. 429 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child (4) I certify that Grantee has implemented policies and procedures to ensure that Grantee and the Relevant Personnel comply with all applicable Child Protection Laws. (5) I further certify that, to ensure that Grantee provides youth with the highest quality services in an environment that is safe, nurturing, empowering, promotes growth and success, and is free from abuse or neglect, Grantee has implemented policies and procedures regarding child protection similar to those set forth in Exhibits A, B, and C to City of Santa Monica Administrative Instruction III-5-12. (6) I authorize the City to make inquiries, including requesting that Grantee provide documentation, as necessary, to verify that Grantee and the Relevant Personnel are in compliance with all applicable Child Protection Laws and have in place policies and procedures regarding child protection as required above. «Organization_Name»
By:_____________________________
Print Name: ______________________

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Packet Pg. 430 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child Exhibit
J:

Permittee Youth Program
Certification Form

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Packet Pg. 431 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

PERMITTEE YOUTH PROGRAM CERTIFICATION
The City of Santa Monica (“City”) is committed to providing youth with the highest quality services available and creating an environment for youth that is safe, nurturing, empowering, and promotes growth and success. ___________________________ (“Permittee”) acknowledges this commitment, and hereby certifies that Permittee will similarly maintain this commitment and in furtherance of this commitment will ensure that all of its officers, administrators, employees, contractors, and volunteers who may or will have contact with minors while providing services or performing activities on behalf of the program (the “Relevant Personnel”) are screened in accordance with, receive training on, and comply with all federal, state, and local laws, ordinances, regulations, and directives, as well as all rules imposed by school districts or other government agencies, that are directed at preventing abuse or neglect of minors or promoting the safety, protection, and wellbeing of minors (collectively “Child Protection Laws”), including without limitation, where applicable, (a) requirements to undergo Tuberculosis (TB) risk assessments and/or examinations and produce certificates that show individuals are free of infectious tuberculosis (see California Education Code §§ 49406 and 87408.6; California Health and Safety Code §§ 1597.055, 121525, 121545, and 121555.); and/or (b) requirements to complete Child Abuse Mandated Reporter Training in compliance with the California Child Abuse and Neglect Reporting Act (see California Penal Code §§ 11164-11174.3).

On behalf of Permittee, understanding that this certification is a condition of receiving a permit to use a City of Santa Monica facility, I hereby represent, certify, and agree as follows:
(1) I have the authority to execute this certification on behalf of Permittee. (2) I have reviewed the above and understand the requirements of this certification. (3) I understand and agree that it is Permittee’s sole responsibility to ensure that Permittee and the Relevant Personnel understand Child Protection Laws and comply with all applicable requirements imposed by those laws.
(4) I certify that Permittee has implemented policies and procedures to ensure that Permittee and the Relevant Personnel comply with all applicable Child Protection Laws and that Permittee provides youth with the highest quality services in an environment that is safe, nurturing, empowering, promotes growth and success, and is free from abuse or neglect. «Organization_Name»
By:_____________________________
Print Name & Title: __________________________________

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Packet Pg. 432 Attachment: Attachment C Administrative Instructions on Abuse Prevention (7219 : Approval of an Agreement with Praesidium Inc. for Child

CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

OR OTHER BENEFITS FROM THE CITY OF SANTA MONICA
Santa Monica’s voters adopted a City Charter amendment commonly known as the Oaks Initiative. The Oaks Initiative requires the City to provide this notice and information about the Initiative’s requirements. You may obtain a full copy of the Initiative’s text from the City Clerk.

This information is required by City Charter Article XXII—Taxpayer Protection.

It prohibits a public official from receiving, and a person or entity from conferring, specified personal benefits or campaign advantages from a person or entity after theofficial votes, or otherwise takes official action, to award a “public benefit” to that person or entity. The prohibition applies within and outside of the geographical boundaries of SantaMonica.

Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12- month period.

In order to facilitate compliance with the requirements of the Oaks Initiative, theCity compiles and maintains certain information. That information includes the name of any personorpersons whois seeking a “publicbenefit.” If the“public benefit” is sought by an entity, ratherthan an individual person, the information includes the nameof everyperson who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.

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Packet Pg. 433 Attachment: Attachment D Oaks Initiative Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program

CITY OF SANTA MONICA

OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-monthperiod;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Prepared by: Title:

Signature: Date:

Email: Phone:

Permit #
FOR CITY USE ONLY:

Bid/PO/Contract #

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Packet Pg. 434 Attachment: Attachment D Oaks Initiative Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program City of Santa Monica Levine Act Disclosure Form

CITY OF SANTA MONICA

Code Regs. Section 18438.1, which states:

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Packet Pg. 435 Attachment: Attachment E Levine Act Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program City of Santa Monica Levine Act Disclosure Form
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.

I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIATHAT THE FOREGOING IS TRUEAND CORRECT.

Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:

Please note this form is a public record and subject to a California Public Records Act request.

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Packet Pg. 436 Attachment: Attachment E Levine Act Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program SANTA MONICA CITY ATTORNEY’S OFFICE
TO: Public
FROM: City Attorney’s Office
RE: Levine Act Disclosure Form
The Levine Act (Government Code 84308) is a California law aimed at preventing “pay to play” practices by prohibiting parties, participants, and their agents in a proceeding involving a license, permit, or other entitlement from contributing more than $500 to an officer of the City during a 12-month period. The prohibition applies to any 12-month period while the proceeding is pending and for 12 months following the date a final decision is rendered in the proceeding.

State law requires a party to a proceeding to disclose any contributions exceeding an aggregate $500 that the party and their agents have made to an officer of the City within the preceding 12 months. The Disclosure Form is intended to assist City officials with recognizing when they have an obligation to disclose and recuse themselves, and to aid parties with their disclosure obligations.

1. To what sort of proceedings is the disclosure form applicable? The Levine Act applies to all discretionary entitlements and contracts, with the exception of labor contracts, personal employment contracts, and contracts that must be awarded to the lowest responsive/responsible bidder. It does not apply to ministerial approvals.

For instance, the Levine Act applies to the following:
• Building and development permits
• Conditional use permits
• Contracts generally (unless an exception applies):
o Real property contracts for purchase, sale, lease
o Contract amendments
o Settlement agreements
o Contracts for goods, services, professional services that are not awarded pursuant to a competitive process
• Public street abandonments
• Private development plans
• Professional license revocations
• Rezoning of specific real estate parcels
• Event permits
• Rulemaking procedures affecting a particular industry where only a small number of businesses are affected
• Special district formation proceedings involving the creation of a special use or benefit to the person in the district
• Tentative subdivision and parcel maps

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Packet Pg. 437 Attachment: Attachment E Levine Act Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program

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3. What must be disclosed?
A party must disclose campaign contributions over $500 made in the prior twelve months.

A “contribution” is anything of value for which the party has not received full consideration, including money, nonmonetary items, payments made for advertising or

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Packet Pg. 438 Attachment: Attachment E Levine Act Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program

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other expenses coordinated with a candidate or committee, loans, tickets to political fundraisers, etc.

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Packet Pg. 439 Attachment: Attachment E Levine Act Disclosure Form (7219 : Approval of an Agreement with Praesidium Inc. for Child Protection Program City Council
Report
City Council Meeting: October 28, 2025
Agenda Item: 4.C
1 of 5
To: Mayor and City Council
From: Anuj Gupta, Director of Transportation, Department of Transportation, Transit Operations
Subject: Approval of Eighth Contract Modification with Trapeze for Operator and Vehicle Scheduling Software for BBB
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of no possibility of significant effects pursuant to Section 15061(b)(3) (Common Sense Exemption) of the California Environmental Quality Act (CEQA) Guidelines; and

2. Authorize the City Manager to negotiate and execute an eighth modification to agreement #8928 (CCS) in an amount not to exceed $830,895 with Trapeze Software Group for software licenses and maintenance support of the Trapeze operator and vehicle scheduling systems for the Department of Transportation.

This will result in a 15-year amended agreement (16 years if the option is exercised) with a new total amount not to exceed $4,749,265 (including the option year), with future year funding contingent on Council budget approval.

Summary
Big Blue Bus (BBB), a division of the Santa Monica Department of Transportation (DOT), operates 194 transit buses across 58 square miles of greater Los Angeles, providing more than 10 million rides annually. DOT’s Transit Planning and Performance Division is responsible for planning and scheduling Big Blue Bus service three times a year and the Operations Division is responsible for operating that service each day.

BBB maintains a warranty contract with Trapeze Group to support proprietary software and hardware to perform the necessary scheduling functions required to operate a public transportation system.

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The final option year for this agreement with Trapeze #8928 (CCS), expires on June 30, 2026. The agreement covers support for a group of integrated products that manage vehicle scheduling, operator work assignment scheduling, operations payroll and data management, and the collection, analysis, and transfer of vehicle and operator scheduling data to other systems critical to the efficient management of a transit system of BBB’s size and scope. Trapeze is the exclusive service provider for these proprietary products.

An eighth modification, covering one year plus one additional one-year option, is therefore needed to extend the agreement with Trapeze to allow staff to complete the competitive procurement process for and subsequently implement a new vehicle and operator scheduling system. Due to the size of the new scheduling system and the need to integrate it with other BBB systems including the computer-aided dispatch/automated vehicle locator (CAD/AVL) system, staff is requesting not only a one-year extension but also an additional option year, if needed.

Discussion
BBB uses Trapeze software systems to manage its daily operations and to provide reports and required data to federal, state, and local regulatory bodies and funding sources. Agreement #8928 with Trapeze allows BBB to operate and maintain its Operator Management (OPS) and Planning (BlockBuster and FX) software systems.

Trapeze OPS tracks work assignments, motor coach operator (MCO) sign-in, accidents, incidents, training, certifications, and operator communications via interactive voice response and web, as well as performing payroll management functions. This data resides on City of Santa Monica virtual servers and is owned by the City. The Trapeze OPS module also provides staff with data to ensure daily schedule efficiencies, and that all MCO hours comply with Federal and State mandated driving work rules for MCOs.

Trapeze BlockBuster and FX facilitate the planning and scheduling of the work assignments that are then managed by OPS. The scope of services for agreement #8928 also includes maintenance of several vital Trapeze sub-modules, including InfoCom and Mapmaker, which support MCO communications and scheduling adjustments respectively, as well as OPS-SIT (MCO Sign-on Terminal) a clocking-in system; OPS Interactive Voice Response and OPS Web which support communications with MCOs; OPS-MON and Trapeze Standard Data Exchange (TSDE) to facilitate the

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flow of data from OPS to the CAD/AVL system currently being installed; and other planning and operations functions.

One of the BBB systems with which these Trapeze modules interface is the new CAD/AVL and voice-over-internet protocol (VoIP) radio system by Clever Devices.

Specifically, vehicle scheduling data flows from the Trapeze system into the Clever CAD/AVL system prior to each of the three service changes conducted by BBB each year. The Clever CAD/AVL system implementation took three years due to its enormous scope and the need for deployment of all available staff resources from DOT and the Information Services Department, but is now complete.

With the CAD/AVL implementation complete, staff resources are now available to focus on the procurement of a new vehicle and operator scheduling system, a process that requires input from a large number of users to verify that the necessary requirements are included in the RFP. Staff is working with the Information Services and Finance Departments on this procurement, which is a top priority due to the age of the existing system as the current system has been in use since 2009.

In early 2025, a seventh modification to Agreement #8928 extended warranty maintenance services for all modules through June 30, 2026. It was anticipated, at that time, that since the CAD-AVL system implementation was nearly complete, staff resources could be focused on the vehicle and operator scheduling procurement.

However, there were delays in completing CAD-AVL implementation. Now, with less than a year remaining in contract #8928 with Trapeze, there is insufficient time to complete the competitive procurement process to replace the vehicle and operator scheduling systems, select a vendor, complete a contract, and then implement the new system. Implementation alone could take up to a year due to the size of the system and the need to integrate with CAD-AVL and other BBB systems.

Since the procurement and implementation processes for the new vehicle and operator scheduling system will not be complete before Agreement #8928 expires on June 30, 2026, staff recommends extending the existing agreement. Extending this agreement will ensure BBB’s existing system remains supported for the duration of the competitive procurement and implementation process. It is therefore recommended that the agreement be extended for one additional year through June 30, 2027, with one option year through June 30, 2028, to be used if needed. The cost of warranty maintenance

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support for all modules covered by Agreement #8928 for FY2026-27 is $303,774 and for the option year FY2027-28 is $324,437 (totaling $628,211 for both years if the option year is exercised).

In addition, an audit of staff accessing the Trapeze operator workforce management system (OPS), found that the number of software user licenses, which had not changed since the system was procured in 2009, was insufficient to cover all users. To ensure that all users of Trapeze OPS, mostly MCOs who use it for bidding and to download their work schedules, can login and access the system, staff is asking for authorization for a one-time payment of $202,684 in FY2025-26 to pay for an additional 45 licenses plus long-term support services for the additional licenses. Going forward, the license and maintenance support fees are calculated based on a maximum number of 333 users which includes all 317 budgeted MCOs plus a 5% contingency in case it is needed to support expanded service delivery.

Environmental Review
The modification of Agreement #8928 is exempt from CEQA pursuant to Section 15061(b)(3) of the CEQA Guidelines. The modification is covered by the commonsense exemption which states that CEQA does not apply, “where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” The modification will provide the City with software and hardware for modules required to operate a public transportation system. Therefore, it can be seen with certainty that the proposed modification would not result in adverse physical impacts on the environment, and as such, is exempt from CEQA.

Past Council Actions
Meeting Date Description
5/27/2008 Motor Coach Operator Management System and Customer Service Software 5/28/2019 Extension of Maintenance Contract Budget Authority with Trapeze Software Group to operate and maintain the Planning and Operator Management Systems for Big Blue Bus
4/28/2020 Approval of Extension of Software Maintenance Contracts 2/28/2023 Authorization of 6th Modification to Contract #8928 with Trapeze, Inc. for Vehicle and Operator Scheduling Systems
2/11/2025 Authorization of 7th Modification to Agreement with Trapeze Software Group for Vehicle and Operator Scheduling Technology Service
Financial Impacts and Budget Actions

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Staff seeks authority to approve funding from the Big Blue Bus Fund to increase the amount of contract #8928 with Trapeze Group for OPS software licenses to accommodate 333 employees, and for maintenance support through June 30, 2027, with one option year through June 30, 2028 (if exercised).

Contract Modification Request
Contract #
Current
Authorized
Amount
FY 2025-
26 Request
Amount
Future
Years
Request
Amount
CIP Account #
Total Revised
Contract
Amount
8928 $3,918,370 $202,684 $628,211 C6004770.689000 $4,749,265 Future year funding is contingent on Council budget approval.

Prepared By: Peter Seller, Senior Administrative Analyst Approved Forwarded to Council
Attachments:

A. Approval of Seventh Modification to Agreement with Trapeze Software Group (Web Link)
B. OAKS INITIATIVE FORM
C. Levine Act Disclosure Form 2025
D. 8928_Trapeze OPS-FX_Original Agreement
E. 8928_Trapeze OPS-FX_1st Mod
F. 8928_Trapeze OPS-FX_2nd Mod
G. 8928_Trapeze OPS-FX_3rd Mod
H. 8928_Trapeze OPS-FX_4th Mod
I. 8928_Trapeze OPS-FX_5th Mod
J. 8928_Trapeze OPS-FX_6th Mod
K. 8928_Trapeze OPS-FX_7th Mod

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CITY OF SANTA MONICA

OAKS INITIATIVE NOTICE

NOTICE TO APPLICANTS, BIDDERS, PROPOSERS

AND OTHERS SEEKING DISCRETIONARY PERMITS, CONTRACTS,

This information is required by City Charter Article XXII—Taxpayer Protection.

Examples of a “public benefit” include public contracts to provide goods or services worth more than $25,000 or a land use approval worth more than $25,000 over a 12- month period.

In order to facilitate compliance with the requirements of the Oaks Initiative, theCity compiles and maintains certain information. That information includes the name of any personorpersons whois seeking a “publicbenefit.” If the“public benefit” is sought by an entity, ratherthan an individual person, the information includes the nameof everyperson who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity. Therefore, if you are seeking a “public benefit” covered by the Oaks Initiative, you must supply that information on the Oaks Initiative Disclosure Form. This information must be updated and supplied every 12 months.

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Packet Pg. 445 Attachment: OAKS INITIATIVE FORM (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

CITY OF SANTA MONICA

OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-monthperiod;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Prepared by: Title:

Signature: Date:

Email: Phone:

Permit #
FOR CITY USE ONLY:

Bid/PO/Contract #

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Packet Pg. 446 Attachment: OAKS INITIATIVE FORM (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) City of Santa Monica Levine Act Disclosure Form

CITY OF SANTA MONICA

Code Regs. Section 18438.1, which states:

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Packet Pg. 447 Attachment: Levine Act Disclosure Form 2025 (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) City of Santa Monica Levine Act Disclosure Form
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.

I HEREBY CERTIFY UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIATHAT THE FOREGOING IS TRUEAND CORRECT.

Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:

Please note this form is a public record and subject to a California Public Records Act request.

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Packet Pg. 448 Attachment: Levine Act Disclosure Form 2025 (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 449 Attachment: 8928_Trapeze OPS-FX_Original Agreement (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 450 Attachment: 8928_Trapeze OPS-FX_Original Agreement (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 461 Attachment: 8928_Trapeze OPS-FX_Original Agreement (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 462 Attachment: 8928_Trapeze OPS-FX_Original Agreement (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 499 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 501 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 502 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 503 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 505 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 508 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 509 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 511 Attachment: 8928_Trapeze OPS-FX_2nd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 1 June 2019
Contract No. 8928 (CCS)

THIRD MODIFICATION OF
SOFTWARE LICENSE AGREEMENT NUMBER 8928 (CCS)
This Third Modification of Agreement Number 8928 (CCS) (“Third Modification”), entered into as of ______________, 2019, by and between the City of Santa Monica, a municipal corporation (“City”), and Trapeze Software Group, Inc. (“Trapeze”) is made with reference to the following:

RECITALS
A. On or about February 10, 2009, the City and Trapeze entered into a Software License Agreement Number 8928 (CCS) for and Operator Management System, and Customer Service Software for the Big Blue Bus, with certain years of maintenance costs included (“Original Agreement”).

B. On or about April 8, 2016, the City and Trapeze entered into a First Modification of the Software License Agreement Number 8928 (CCS) (CCS) (“First Modification”) for additional years of software maintenance and to include additional customized reports.

C. On or about October 6, 2017 the City and Trapeze entered into a Second Modification of the Software License Agreement Number 8928 (CCS) (“Second Modification”) to implement an upgrade of the Trapeze system to Version 16 of the applicable Trapeze software. The Original Agreement, First Modification and Second Modification may be referred to collectively herein as “the Agreement.” D. City and Trapeze desire to modify the Agreement to extend maintenance services and to receive software upgrades for Year 8 on the terms and conditions set forth herein.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Agreement as follows:

1. Maintenance and Support Services. The Agreement shall be amended to extend the maintenance, support services and upgrades for the Licensed Products, including the Upgraded Trapeze System, for one additional year for Year 8. This includes upgrades and unlimited technical support for all components of the Operator Management System (OPS), BlockBuster/FX, InfoCom, MapMaker, OPS-SIT and OPS-IVR. The upgrades shall be implemented in accordance with the Maintenance Schedule attached hereto as Exhibit “A-1.”

2. Maintenance Fees. Section 6(C) of the Original Agreement, as amended by Section 2 of the First Modification, shall be amended to include shall be modified to include maintenance and support fees for Year 8 as follows: “(viii) Year 8:
$148,908,. The total amount of additional maintenance fees for Year 8 shall not

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Packet Pg. 512 Attachment: 8928_Trapeze OPS-FX_3rd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 2 June 2019
exceed $148,908.”

3. Exhibits. A-1 is attached hereto and incorporated herein by this reference.

4. Full Force and Effect. Except as expressly modified by this Third Modification, all other terms and conditions of the Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Third Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
TRAPEZE SOFTWARE GROUP, INC.

By: ________________________________
Name: _____________________________
Title: ______________________________

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Packet Pg. 513 Attachment: 8928_Trapeze OPS-FX_3rd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 3 June 2019
“Exhibit A1”
Maintenance Schedule

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Packet Pg. 514 Attachment: 8928_Trapeze OPS-FX_3rd Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 515 Attachment: 8928_Trapeze OPS-FX_4th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 516 Attachment: 8928_Trapeze OPS-FX_4th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software)

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Packet Pg. 517 Attachment: 8928_Trapeze OPS-FX_4th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 1 FIFTH MODIFICATION OF
SOFTWARE LICENSE AGREEMENT NO. 8928 (CCS)
This Fifth Modification of Agreement Number 8928 (CCS) (“Fifth Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and Trapeze Software Group (“Trapeze”) is made with reference to the following:

RECITALS
A. On or about February 10, 2009, City and Trapeze entered into a Software License Agreement Number 8928 (CCS) for an Operator Management System and Customer Service Software for the Big Blue Bus, with certain years of maintenance costs included (“Original Agreement”).

B. On or about April 8, 2016, City and Trapeze entered into a First Modification of the Software License Agreement Number 8928 (CCS) (CCS) (“First Modification”) for additional years of software maintenance and additional customized reports.

C. On or about October 6, 2017, City and Trapeze entered into a Second Modification of the Software License Agreement Number 8928 (CCS) (“Second Modification”) to implement an upgrade of the Trapeze system to Version 16 of the applicable Trapeze software.

D. On or about August 12, 2019, City and Trapeze entered into a Third Modification of the Software License Agreement Number 8928 (CCS) (“Third Modification”) to extend maintenance services and to receive software upgrades for the year commencing July 1, 2019 and continuing through June 30, 2020 (“Year 8”).

E. On or about June 4, 2020, City and Trapeze entered into a Fourth Modification to extend maintenance services for two years (“Year 9” and Year “10”) commencing on July 1, 2020 and continuing through June 30, 2022, and one additional option to renew through June 30, 2023 (“Year 11”). The Original Agreement, First Modification, Second Modification, Third Modification, and Fourth Modification may be referred to collectively herein as “the Agreement.”
F. The City and Trapeze desire to modify the Original Agreement to add and incorporate the terms and conditions under which Trapeze will provide licenses for Trapeze Standard Data Exchange (TSDE) Software and Trapeze OPS-MON Software (“New Licensed Products”), and Trapeze Standard Data Exchange (TSDE) and OPS-MON installation services, maintenance, and support (“Additional Services”), on the terms and conditions set forth herein.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74 9/26/2021

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Packet Pg. 518 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 2 1. Section 3 of the Original Agreement entitled “License Use” shall be modified by adding the following paragraph:

New Licensed Products. Trapeze will provide Trapeze Standard Data Exchange (TSDE) Software licenses and Trapeze OPS-MON Software licenses (“New Licensed Products”) described in Exhibit A-5, Scope of Services, Trapeze Standard Data Exchange (TSDE), and Exhibit B-5, Scope of Services, Trapeze OPS-MON. Trapeze will provide the New Licensed Products in accordance with Exhibit C-5, Budget.

2. Section 4 of the Original Agreement entitled “Software Services” shall be modified by adding the following paragraph:

Additional Services. Trapeze will perform all of the installation, maintenance and support services (“Additional Services”) described in Exhibit A-5, Scope of Services, Trapeze Standard Data Exchange (TSDE) and Exhibit B-5, Scope of Services, Trapeze OPS-MON. Trapeze will complete the Additional Services in accordance with Exhibit C-5, Budget.

3. Section 6 of the Original Agreement entitled “License Fees and Support Services Fees” shall be modified by adding the following paragraph:

Compensation for New Licensed Products and Additional Services.

The City will compensate Trapeze for the New Licensed Products and Additional Services in an amount not to exceed $255,180, as set forth in Exhibit C-5. The total contract price for services pursuant to the Original Agreement, the First Modification, the Second Modification, the Third Modification, the Fourth Modification, and this Fifth Modification shall not exceed $3,139,210.

4. Exhibit A-5, Exhibit B-5, and Exhibit C-5 are attached hereto incorporated herein by this reference.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 519 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 3 5. Except as expressly modified by this Fifth Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Second Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74 George S. Cardona
Interim City Attorney
9/23/2021
VP, Finance
dm
9/23/2021
Deborah Mills
9/26/2021
John Jalili
Interim City Manager
10/1/2021
Nikima Newsome
Assistant City Clerk

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Packet Pg. 520 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 4 Exhibit A-5
Scope of Services, Trapeze Standard Data Exchange (TSDE) DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 521 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Introduction l Page 1 Introduction
The purpose of this document is to provide Big Blue Bus ( BBB ), with a quote and scope of work for the deployment of our Trapeze Standard Data Exchange (TSDE) for FX. By implementing TSDE, BBB will be able to pass data from Trapeze FX/BB to the downstream 3rd party consumers specifically the CAD/AVL System from Clever. This document outlines the implementation services to be provided by Trapeze, as well as the support required from BBB and Clever staff and resources.

Trapeze Professional Services
Personnel
To ensure successful completion of this implementation, Trapeze will utilize the following professional services personnel:

Project Manager: The centralized point of contact for the project. The project manager is responsible for coordinating project schedules, deliverables and resources required to deliver the deliver the Trapeze solution as defined in this statement of work.

Technical Product Specialist(s): The primary technical point(s) of contact supporting the design, installation, configuration, testing, implementation, training, and deployment of the Trapeze solution.

Implementation Methodology Overview
This project will be executed in a phased approach, with key activities identified below:

1. Project Kick-Off

2. Project Design

3. Internal Acceptance Testing

4. Software Installation and Configuration

5. Installation Testing

6. Training

7. Acceptance Testing

8. Deployment and Closure
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 522 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 2 Project Implementation Approach
Project Kick-Off
Following contract execution, Trapeze, BBB and Clever will hold a remote project kick-off meeting to align stakeholders on project scope and timelines, as well as review roles, responsibilities, key risks, and preliminary project schedule. Project teams from Trapeze, BBB and Clever (as required) are expected to attend the kick-off meeting.

Project Design
The Project Design meetings for TDSE will be held remotely over the course of up to one (1) day. In preparation for these discussions, BBB/Clever will be expected to provide Trapeze with any relevant operational materials and/or documentation requested.

The following topics will be covered during these meetings and calls:

BBB
Current operational environment (policies/procedures) as they relate to CAD/AVL System Software configuration
Hardware recommendations (as necessary)
Project timelines
Testing, training, and transition strategies
A preliminary Project Design Document outlining deliverables, goals and objectives, configurations, and expected project timelines for the implementation will be prepared by Trapeze and shared with BBB/Clever after the initial Project Design meetings. During the review process, non-standard Software functionality may be identified beyond any in-scope customizations. If desired, Trapeze will provide estimates to address these gap items, however addressing any such gaps will be considered out-of-scope and may result in additional costs.

Following completion of the preliminary Project Design Document, Trapeze will provide BBB/Clever with the document to review and provide comments. BBB/Clever will have five (5) business days to complete this review, after which the Trapeze project manager will coordinate a meeting with BBB/Clever comments. During this meeting, Trapeze will revise the Project Design Document to address BBB/Clever comments and feedback and will provide a finalized Project Design Document.

Internal Acceptance Testing
Internal Acceptance Testing (IAT) is completed by Trapeze before any Software is installed in BBB environment. During IAT, Trapeze testing specialists will perform unit and regression testing to ensure DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 523 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 3 completeness and accuracy of all standard features. These specialists will also update any automated regression test scripts to expand coverage as needed.

After unit and regression testing is completed, Trapeze Technical Product Specialists will run a series of tests in a local testing environment to ensure that all Software is functioning properly against BBB This allows Trapeze to proactively determine any potential data-related issues and ensures that all standard setup and configuration tasks can be performed for BBB, as well as validates that all branded Software is functioning as expected.

Software Installation and Configuration
Following the completion IAT, Trapeze will work with Clever and BBB to remotely install and configure the Software in BBB test and production environment. The installation into test environment will be used to carry out the testing activities. The production environment will be used to export the most current signup data to TSDE format, but will go live only during deployment activities after completion of the acceptance testing in BBB test environment. BBB will be required to complete all hardware installations (including all server configurations) in time for the installation. To assist Trapeze with the installation, BBB will provide remote access (VPN, etc.) to all necessary servers. If remote access is unavailable, Zoom will be used as an alternate method for connecting to the servers.

Installation Testing
Installation Testing will occur after the new Software has been installed in BBB test environment. This testing is designed to ensure the Software is functioning properly within BBB as well as with third party software, as necessary. Installation Testing will also ensure successful demonstration of all requirements as documented in the Project Design Document.

Applications are connected to the appropriate database(s) General Software functionality is working as designed
All configurations and settings are functioning as agreed upon in the Project Design Document Upon completion of Installation Testing, Trapeze will work with BBB to schedule training.

Training
Training Requirements
In order to facilitate remote training, BBB will need to ensure attendees are able to access online Zoom meetings as well as the BBB test environment from their current place of work.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 524 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 4 In addition to training, Trapeze will provide one (1) digital copy of all available user manuals to BBB. If desired, BBB can create additional hard copies for their users.

Training Delivery
Trapeze product training is based on standard training agendas, and sessions vary in length based on topic.

BBB
the Project Design activities. Training sessions cannot exceed eight (8) employees per session. The training will also include a refresher overview of how to identify data integrity errors to proactively detect issues within the FX data. The following table outlines the proposed training for this implementation:

Module Training Topic Duration (Days) On-site/Remote
TSDE and System
Administrator Training 2.0 Remote
and System Administrator
approach and the BBB SMEs are expected to train any additional end-users if required. Trapeze proposes that the any SME training zoom sessions to be recorded by BBB to train other end-users when needed.

Acceptance Testing
Acceptance Testing involves BBB utilizing the new Trapeze Software in the test environment to ensure it responds accurately to user inputs and all features and functions work as specified in the Project Design Document.

BBB will have ten (10) business days in which to perform an initial comprehensive end-to-end round of Acceptance Testing.

All subsequent end-to-end rounds of Acceptance Testing must be completed in no more than five (5) business days.

Testing Defect Review Tracking and Resolution
During Acceptance Testing, BBB will document and prioritize any defects encountered throughout the testing period (if any exist). Following the completion of a round of testing, BBB will supply Trapeze with a complete list of all perceived defects, which Trapeze will assess for root cause and resolve where appropriate based on the severity levels defined below.

1. Critical Defect causes failure of critical functionality or critical data and no workaround is available. o This can include but is not limited to:

System crashing
Non-recoverable conditions
Data loss or corruption
Security concerns leading to breach of information and/or misuse, or severely affecting system performance and/or functionality.

Performance defects leading to unavailability or loss of functionality.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 525 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 5

2. Major Defect partially impairs critical functionality. A workaround is available but difficult to execute. o This can include but is not limited to:

System crashing or aborting during normal operation of a non-critical flow.

Missing functionality
Inconsistent logic or display of data.

Slow responsiveness and underperformance of the system
Missing security or system patches, minor breach of information

3. Minor Defect impairs non-critical functionality with a satisfactory workaround available. o This can include but is not limited to:

Minor usability issues such as inconsistent display
Tab/shortcut keys not working.

Missing input validation
System recoverable errors
BBB will identify the priority of each defect and indicate the desired resolution sequence (1 = soonest resolution desired). Trapeze will make best reasonable effort to resolve defects of the same severity levels based on sequential order.

At the completion of each round of testing, Trapeze will work remotely to resolve all critical and major defects (if any exist). If an updated Software solution is required to resolve the defect(s), Trapeze will provide the updated Software encompassing all defect fixes. BBB will be asked to test and validate the Software to ensure all defects have been rectified. If further defects are identified, Trapeze will evaluate and work to resolve them, and BBB will be asked to execute another round of Acceptance Testing.

Once BBB confirms that all critical and major defects have been resolved, Acceptance Testing will be considered complete and the Software deemed ready for production use. BBB will be required to sign off on the Acceptance Testing. All minor defects will be transitioned to the Trapeze maintenance and support program, who will provide new Software builds addressing post-deployment defects, as necessary.

Deployment and Closure
During the deployment activities, Trapeze will begin to export data to TSDE from BBB to support operations.

Deployment Support
Trapeze will provide remote go-live support for the launch of the new Software over the course of one (1) week . BBB can leverage these services during standard
business hours to address any non-critical questions or support needs that may arise from using the Software to support live operations.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 526 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Responsibilities and Deliverables l Page 6 Closure
At the completion of the one (1) week deployment support period, all ongoing support will continue to be provided -term maintenance program. At this time, the project will be considered complete and project closure will be processed.

Responsibilities and Deliverables
Activity
Trapeze
Responsibilities
BBB Responsibilities Deliverables
Project Kick-Off
Lead project
kick-off
meeting
Develop and
maintain
project
schedule
Provide input for BBB-led
activities
Provide database
backup
Ensure all appropriate
staff attend the kick-off
meeting
Assist with developing
and maintaining the
project schedule
Kick-Off
meeting
Preliminary
project
schedule
(revised as
necessary)
Preliminary
Project Plan
Project Design
Conduct
Project
Design
meetings
Participate in Project
Design meetings
Provide documentation
as requested
Review Project Design
Document and provide
comments/feedback
Sign off on finalized
Project Design Document
Finalized
Project
Design
Document
Finalized
Project
Schedule
Internal Acceptance
Testing
Perform
Internal
Acceptance
Testing
Provide data as
necessary
Software Installation
and Configuration
Install
Software in
BBB
and
production
environment
Complete all hardware
installation(s)
Provide access to test
environment
Manage servers,
databases, backup
procedures, database
maintenance practices,
and Windows
environments and
security
Install Trapeze prerequisite Software (e.g.

ODBC connections,
database servers, etc.)
Installed
Software in
BBB
and
production
environment
Installation Testing
Perform
Installation
Testing
Provide technical
consulting as required
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 527 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Duration l Page 7 Provide access to test
environment
Training
Review
training
topics with
BBB
Conduct
training
session(s)
Provide training facilities
with network connectivity
and individual
workstations for each
participant per class
Reproduce training
materials and provide
printed copies for all
class participants and
instructor
Ensure trainees are
prepared and engaged in
the training activities
Training
agenda
Completed
training
session(s)
Available
user
manuals
Acceptance Testing
Support BBB
during
Acceptance
Testing
Perform Acceptance
Testing
Complete prioritization of
defect(s)
Re-test defect
resolutions
Escalate defects to the
appropriate Trapeze
resource
Prioritized
defects log
Software
releases, as
necessary
Deployment and
Closure
Migrate
Software to
BBB
production
environment
Provide
remote
support for
one (1) week
for Software
rollout
Escalate defects to
appropriate Trapeze
Technical Product
Specialists
Update production
system to ensure all
records are up to date
Ensure data accuracy
Confirm connectivity,
logins, etc.

Trapeze
Software is
operational
and
functional in
BBB
production
environment
Project Duration
This implementation is expected to be completed within three (3) months from the completion of the project kick-off meeting. Following contract execution, a mobilization period of up to forty-five (45) days may be required to kick off the project and align all resources. Trapeze will work to minimize this mobilization period through proactive planning with BBB.

If the length of the project exceeds three (3) months from the kick-off meeting, either due to BBB readiness or resourcing delays, a change order may be required to fund the extension.

Project Management
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 528 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed l Page 8 Trapeze will provide remote project management support for the entire duration of the project. The Trapeze project manager will be responsible for the successful planning, design, and execution of the project, including effective stakeholder communication, risk mitigation and meeting project milestones. The project manager will be the key point of contact for BBB for the duration of the project. Trapeze will also require BBB assign a project manager for this implementation. The two project managers will work together to ensure consistent dialogue is maintained through well-established communication channels.

A successful implementation requires effective and timely communication with all project stakeholders. Trapeze expects the project managers will meet on a bi-weekly basis.

In addition to the responsibilities outlined above, Trapeze project managers will also provide the following key services:

Change Management: If any deliverable(s) will need to be changed mid-project, the project manager will identify the impact of the change and initiate necessary actions to ensure timelines and project costs will be adjusted.

Milestone Sign-Offs: With each completed milestone, BBB will be asked to sign off on the milestone and confirm agreement with project moving forward.

BBB
Outlined below are estimated resource allocations to support the implementation and effort defined in this statement of work.

Resource Resource Allocation Responsibilities
Project Manager
30% of their time for
the full duration of the
project
Coordinate all resources from BBB and Clever
Coordinate conference calls and meetings, as required
Coordinate completion of Acceptance Testing
Coordinate BBB activities
Work with the Trapeze project manager to identify
risks, issues, and mitigations throughout the project
Subject Matter
Experts
20% of their time for
the full duration of the
project
100% during Training
Participate in the completion of the Project Design
activities, as well as BBB activities
Participate in the review of all documentation
Assist project manager with completion of Acceptance
Testing
Assist with Software deployment activities
Attend Training Sessions
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 529 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed l Page 9 System
Administrators / IT
25% of their time
during Software
Installation, Testing,
and Deployment
Assist with troubleshooting network or technical issues Provide access to servers as necessary throughout the
project
Maintain system security controls & permissions, user
accounts, etc.

Assist with Software deployment activities
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 530 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Budget l Page 10 Project Budget
The following project budget includes all licenses and services required for this implementation as outlined in this statement of work.

Item Description Cost (USD)
1 Licenses $77,271
2 Implementation Services $39,173
Management Discount $(7,438)
Total Cost $109,546
Long Term Support
Item Description Cost (USD)
1 90-day Warranty Included
2 Year 1 Maintenance $15,454
Long Term Support Notes:

All subsequent maintenance renewal fees will be based on the operational characteristics of BBB at the -current pricing
The 90-day Software warranty begins upon its installation in BBB environment Payment Milestones
The below payment milestones shall be followed throughout the implementation.

Milestone Description Acceptance Criteria % of Contract Value 1 Project Kickoff Meeting Agenda and Minutes 50% of Software Licenses 5% of Services
2 Project Design Delivery of preliminary Project Design Document
15% of Services
3 Software Installation Installation of the Software in BBB test environment
25% of Services
50% of Software Licenses
4 Training Completion of Training 20% of Services
5 Acceptance TestingRound 1 Completion of Round 1 of
Acceptance Testing
20% of Services
6 Acceptance Testing -
Final
Resolution of critical and major
defects
15% of Services
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 531 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Assumptions l Page 11 Project Assumptions
General Pricing Assumptions

1. This implementation is a fixed fee engagement.

2. Pricing does not include any applicable taxes or expenses associated with BBB or Clever and any of their resources assigned to the project.

3. Prior to sharing any proprietary information with 3rd party providers, a Non-Disclosure Agreement will need to be executed with Trapeze.

4. This project is expected to be complete within no more than three (3) months from the initial project kick-off meeting.

If the length of the project will exceed the proposed timeline due to BBB delays, a Project Change Order (CO) will need to be issued and agreed upon by both parties to accommodate any additional support services required to support the increased project duration.

5. Trapeze has included services to implement TSDE and export the data from FX through TSDE. It is expected that Clever will be responsible for importing the data and making it available for any Clever project related activities.

6. -the- bed in the most
current literature.

7. All Software will take advantage of the existing Trapeze infrastructure, data sources and software unless otherwise stated.

8. Clever/BBB are responsible for the purchase and installation of any required server hardware and

9. A BBB system administrator will be readily available for all configuration, installation, testing and deployment activities.

10. It is the responsibility of Clever/BBB to interface with TSDE data elements.

11. Licenses are based on the following operational characteristics:

Up to 195 peak vehicles

12. All services will be performed utilizing BBB he FX Software. However BBB is encouraged to upgrade to the latest version of FX.

13. Any integration with third party software or systems will be the responsibility of Clever/BBB.

14. Any services or requests not identified within this statement of work, including reviewing, or correcting data integrity issues, will be considered outside the scope of this engagement and will need to be addressed through a change order. Additional costs may apply based on the nature of the change.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 532 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Assumptions l Page 12

15. If Clever/BBB determines a need for additional support from Trapeze to review and correct any data integrity issues or training, these services will need to be addressed through the Trapeze change order process.
a. Clever/BBB is responsible for correcting all FX data issues as raised by downstream consumers of the TSDE data.

16. All services will be performed remotely.

17. Pricing is valid until September 15th, 2021.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 533 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 5 Exhibit B-5
Scope of Services, Trapeze OPS-MON
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 534 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Introduction l Page 1 Introduction
The purpose of this document is to provide Big Blue Bus ( BBB ), with a quote and scope of work for the deployment of OPS-MON. By implementing the OPS-MON, BBB will be able to pass data from Trapeze OPS to the downstream 3rd party consumers specifically the CAD/AVL System from Clever. This document outlines the implementation services to be provided by Trapeze, as well as the support required from BBB and Clever staff and resources.

OPS-MON provides three one-way (outbound) tables containing the following real-time information:

Employee master file information
Vehicle master file information
Vehicle/work/assignment information
In addition, Trapeze will be customizing the OPS-MON module to include the following for BBB:

Implementation of the operational events import to import incidents from a 3rd party CAD/AVL system.

A new custom import to import real-time pull-in/out time from a CAD/AVL system This document will outline the services needed to implement the Software and the efforts required from Trapeze, BBB and Clever.

Trapeze Professional Services
Personnel
To ensure successful completion of this implementation, Trapeze will utilize the following professional services personnel:

Implementation Methodology Overview
This project will be executed in a phased approach, with key activities identified below:

1. Project Kick-Off

2. Project Design

3. Software Configuration
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 535 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 2

4. Software Development

5. Internal Acceptance Testing

6. Software Installation

7. Installation Testing

8. Training

9. Acceptance Testing

10. Deployment and Closure
Project Implementation Approach
Project Kick-Off
Following contract execution, Trapeze, BBB and Clever will hold a remote project kick-off meeting to align stakeholders on project scope and timelines, as well as review roles, responsibilities, key risks, and preliminary project schedule. Project teams from Trapeze, BBB and Clever (as required) are expected to attend the kick-off meeting.

Project Design
The Project Design meetings for OPS-MON will be held remotely over the course of up to one (1) day. In preparation for these discussions, BBB/Clever will be expected to provide Trapeze with any relevant operational materials and/or documentation requested.

The following topics will be covered during these meetings and calls:

BBB business needs
Current operational environment (policies/procedures) as they relate to CAD/AVL System Software configuration
OPS-MON and Clever Integration
Project timelines
Testing, training, and transition strategies
A preliminary Project Design Document outlining deliverables, goals and objectives, configurations, and expected project timelines for the implementation will be prepared by Trapeze and shared with BBB/Clever after the initial Project Design meetings. During the review process, non-standard Software functionality may be identified beyond any in-scope customizations. If desired, Trapeze will provide estimates to address these gap items, however addressing any such gaps will be considered out-of-scope and may result in additional costs.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 536 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 3 Following completion of the preliminary Project Design Document, Trapeze will provide BBB/Clever with the document to review and provide comments. BBB/Clever will have five (5) business days to complete this review, after which the Trapeze project manager will coordinate a meeting with BBB/Clever comments. Following this meeting, Trapeze will revise the Project Design Document to address BBB/Clever comments and feedback and will provide a finalized Project Design Document.

Software Configuration
Trapeze will configure the OPS-MON rules based on the standard functionality of the product. The version of OPSMON implemented during this project will align with BBB settings will be determined during the Project Design activities and documented appropriately. These configurations will then be utilized for Internal Acceptance Testing.

Software Development
Trapeze will provide custom development services that are required for adding the following scope:

Implementation of the operational events import that would enable import of incidents from a thirdparty CAD/AVL system.

A new custom import to import real-time pull-in/pull-out time from the CAD/AVL system with the following details:
o Creation of a new service with two (2) methods
UpdatePullInTime and UpdatePullOutTime.

Expected parameters for it will be: EventTime, Date, and VehicleNumber. OPS will then find the appropriate block based on EventTime and VehicleNumber and will adjust the ActualFromTime and ActualToTime as specified.

When changing the ActualFromTime and ActualToTime, OPS Will log these events in a new table (OPSPullInOutTimeLog: DailyBlockId, TransactionDate, TransactionTime, OriginalFromTime, OriginalToTime, NewFromTime, NewToTime).

There will not be a view for this log table in OPS, however, it is possible to query the database when needed for trouble shooting.

Trapeze will add detailed tracing activities in the new service methods for the purpose of integration trouble shooting. Further, a security key will also be added for the service.

Internal Acceptance Testing
Internal Acceptance Testing (IAT) is completed by Trapeze before any Software is installed in BBB environment. During IAT, Trapeze testing specialists will perform unit and regression testing to ensure completeness and accuracy of all standard features. These specialists will also update any automated regression test scripts to expand coverage as needed.

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Packet Pg. 537 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 4 This allows Trapeze to proactively determine any potential data-related issues and ensures that all standard setup and configuration tasks can be performed for BBB, as well as validates that all branded Software is functioning as expected.

Clever is expected to provide support, including tools, data, and p environment. Activities completed as part of this test may include simulating data exchange as will be performed Software Installation
Following the completion IAT, Trapeze will work with Clever and BBB to remotely install and configure the Software in BBB test environment. The installation into test environment will be used to carry out the testing and training activities. BBB will be required to complete all hardware installations (including all server configurations) in time for the installation. To assist Trapeze with the installation, BBB will provide remote access (VPN, etc.) to all necessary servers. If remote access is unavailable, Zoom will be used as an alternate method for connecting to the servers. Clever will provide support to assist in connecting the Trapeze software to the Clever system.

Applications are connected to the appropriate database(s) General Software functionality is working as designed
All configurations and settings are functioning as agreed upon in the Project Design Document Clever will support this testing, ensuring that the Clever piece of this integration is working as described in the project design document.

Upon completion of Installation Testing, Trapeze will work with BBB to schedule training.

Training
Training Requirements
In order to facilitate remote training, BBB is responsible for setting up a dedicated classroom environment and include the following training equipment:

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 538 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 5 A networked computer for each trainee, with access to the test system Whiteboard and markers
LCD projector
If the above-listed items are not available, Trapeze will work with BBB to identify alternative arrangements. In addition to training Trapeze will provide one (1) digital copy of all available user manuals. If desired, BBB can create additional hard copies for their users.

Training Delivery
Trapeze OPS-MON system administrator training will be based on standard training agendas and sessions vary in length based on topic. Trapeze will provide one (1) resource to assist BBB with the training session, which will be conducted remotely via Zoom Meeting. A detailed training agenda will be provided by Trapeze prior to the start of training. Training sessions cannot exceed eight (8) employees per session.

The following table outlines the proposed training for this implementation:

Module Training Topic Duration (Days) On-site/Remote
OPS-MON Subject Matter Expert Training 0.5 Remote
Acceptance Testing
Acceptance Testing involves BBB utilizing the new Trapeze Software in the test environment to ensure it responds accurately to user inputs and all features and functions work as specified in the Project Design Document.

Trapeze will provide a resource for up to two (2) days to remotely begin the Acceptance Testing activities.

Following the remote support, BBB will have ten (10) business days in which to perform an initial comprehensive end-to-end round of Acceptance Testing.

All subsequent end-to-end rounds of Acceptance Testing must be completed in no more than five (5) business days.

Testing Defect Review Tracking and Resolution
During Acceptance Testing, BBB and Clever will document and prioritize any defects encountered throughout the testing period (if any exist). Following the completion of a round of testing, BBB and Clever will supply Trapeze with a complete list of all perceived defects, which Trapeze will assess for root cause and resolve where appropriate based on the severity levels defined below.

1. Critical Defect causes failure of critical functionality or critical data and no workaround is available. o This can include but is not limited to:

System crashing
Non-recoverable conditions
Data loss or corruption
Security concerns leading to breach of information and/or misuse, or severely affecting system performance and/or functionality.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 539 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Implementation Approach l Page 6 Performance defects leading to unavailability or loss of functionality.

2. Major Defect partially impairs critical functionality. A workaround is available but difficult to execute. o This can include but is not limited to:

System crashing or aborting during normal operation of a non-critical flow.

Missing functionality
Inconsistent logic or display of data.

Slow responsiveness and underperformance of the system
Missing security or system patches, minor breach of information

3. Minor Defect impairs non-critical functionality with a satisfactory workaround available. o This can include but is not limited to:

Minor usability issues such as inconsistent display
Tab/shortcut keys not working.

Missing input validation
System recoverable errors
BBB will identify the priority of each defect and indicate the desired resolution sequence (1 = soonest resolution desired). Trapeze will make every effort to resolve defects of the same severity levels based on sequential order.

At the completion of each round of testing, Trapeze will work remotely to resolve all critical and major defects (if any exist). If an updated Software solution is required to resolve the defect(s), Trapeze will provide the updated Software encompassing all defect fixes. BBB and Clever will be asked to test and validate the Software to ensure all defects have been rectified. If further defects are identified, Trapeze will evaluate and work to resolve them, and BBB will be asked to execute another round of Acceptance Testing.

Deployment and Closure
production environment so that it can be used to support live operations.

BBB and Clever SMEs are expected to be the first level support for end users during the deployment activities.

SMEs will be expected to provide support on the use of the new system, answer questions regarding functions that may be unfamiliar, and reinforce key functionalities.

Deployment Support
Trapeze will provide remote go-live support for the launch of the new Software over the course of one (1) week.

BBB can leverage these services during standard business hours to address any non-critical questions or support needs that may arise from using the Software to support live operations.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 540 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Responsibilities and Deliverables l Page 7 Closure
At the completion of the one (1) week deployment support period, all ongoing support will continue to be provided -term maintenance program. At this time, the project will be considered complete and project closure will be processed.

Responsibilities and Deliverables
Activity
Trapeze
Responsibilities
BBB/Clever Responsibilities Deliverables
Project Kick-Off
Lead project kick-off
meeting
Develop and
maintain project
schedule
Provide input for Clever and
BBB-led activities
Provide database backup
Ensure all appropriate staff
attend the kick-off meeting
Assist with developing and
maintaining the project schedule
Kick-Off
meeting
Preliminary
project
schedule
(revised as
necessary)
Preliminary
Project Plan
Project Design Conduct Project
Design meetings
Participate in Project Design
meetings
Provide documentation as
requested
Review Project Design
Document and provide
comments/feedback
Sign off on finalized Project
Design Document
Finalized
Project Design
Document
Finalized
Project
Schedule
Software Configuration
Configure the
Software as
documented in the
Project Design
Document
Provide a back up of the
production MMS database
Configured
Software in the
test
environment
Software Development Complete custom
development Consult as necessary
Completed
custom
development
as per Section

3.4 Internal Acceptance
Testing
Perform Internal
Acceptance Testing
Provide data as necessary
Provide support as necessary
Software Installation
Install Software in
BBB
environment
Complete all hardware
installation(s)
Provide access to test
environment
Manage servers, databases,
backup procedures, database
maintenance practices, and
Windows environments and
security
Install Trapeze pre-requisite
Software (e.g. ODBC
Installed
Software in
BBB
environment
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 541 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Duration l Page 8 Activity
Trapeze
Responsibilities
BBB/Clever Responsibilities Deliverables
connections, database servers,
etc.)
Installation Testing Perform Installation
Testing
Provide technical consulting and
testing support as required
Provide access to test
environment
Training
Review training
topics with BBB
Conduct training
sessions
Ensure trainees are prepared
and engaged in all training
activities
Training
agenda
Completed
training
sessions
Available user
manuals
Acceptance Testing Support BBB during
Acceptance Testing
Perform Acceptance Testing
Complete prioritization of
defect(s)
Re-test defect resolutions
Escalate defects to the
appropriate Trapeze resource
Prioritized
defects log
Software
releases, as
necessary
Deployment and Closure
Migrate Software to
BBB
environment
Provide remote
support for one (1)
week for Software
rollout
Escalate defects to appropriate
Trapeze Technical Product
Specialists
Update production system to
ensure all records are up to date
Ensure data accuracy
Confirm connectivity, logins, etc.

Trapeze
Software is
operational and
functional in
BBB
production
environment
Project Duration
This implementation is expected to be completed within three (3) months from the completion of the project kick-off meeting. Following contract execution, a mobilization period of up to forty-five (45) days may be required to kick off the project and align all resources. Trapeze will work to minimize this mobilization period through proactive planning with BBB.

If the length of the project exceeds three (3) months from the kick-off meeting, either due to BBB readiness or resourcing delays, a change order may be required to fund the extension.

Project Management
Trapeze will provide remote project management support for the entire duration of the project. The Trapeze project manager will be responsible for the successful planning, design, and execution of the project, including effective stakeholder communication, risk mitigation and meeting project milestones. The project manager will be the key point of contact for BBB and Clever for the duration of the project. Trapeze will also require BBB and Clever assign a project manager for this implementation. The three project managers will work together to ensure consistent dialogue is maintained through well-established communication channels.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 542 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed l Page 9 A successful implementation requires effective and timely communication with all project stakeholders. Trapeze expects the project managers will meet on a bi-weekly basis.

In addition to the responsibilities outlined above, Trapeze project managers will also provide the following key services:

Milestone Sign-Offs: With each completed milestone, Clever/BBB will be asked to sign off on the milestone and confirm agreement with project moving forward.

Clever/BBB
Outlined below are estimated resource allocations to support the implementation and effort defined in this statement of work.

Resource Resource Allocation Responsibilities
Project Manager
30% of their time for
the full duration of the
project
Coordinate all resources from BBB and Clever
Coordinate conference calls and meetings, as required
Coordinate completion of Acceptance Testing
Coordinate BBB and Clever activities
Work with the Trapeze project manager to identify
risks, issues, and mitigations throughout the project
Subject Matter
Experts
(BBB and Clever)
20% of their time for
the full duration of the
project
100% during SME
Training
Participate in the completion of the Project Design
activities, as well as BBB and Clever activities
Participate in the review of all documentation
BBB SMEs to participate in the SME training
Assist project manager with completion of Acceptance
Testing
Assist with Software deployment activities
System
Administrators / IT
25% of their time
during Software
Installation, Testing,
and Deployment
Assist with troubleshooting network or technical issues Provide access to servers as necessary throughout the
project
Maintain system security controls & permissions, user
accounts, etc.

Assist with Software deployment activities
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 543 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Budget l Page 10 Project Budget
The following project budget includes all licenses and services required for this implementation as outlined in this statement of work.

Item Description Cost (USD)
1 Licenses $61,537
2 Implementation Services $53,450
Management Discount ($26,005)
Total Cost $88,982
Long Term Support
Item Description Cost (USD)
1 90-day Warranty Included
2 Year 1 Maintenance $12,307
Long Term Support Notes:

Milestone Description Acceptance Criteria % of Contract Value 1 Project Kick Off Completion of Project Kick off
meeting
50% of Software Licenses
2 Project Design Delivery of preliminary Project Design Document
25% of Services
3 Software Installation Installation of the Software in BBB test environment
50% of Licenses
25% of Services
4 Training Completion of SME training 25% of Services
5 Acceptance TestingRound 1 Completion of Round 1 of
Acceptance Testing
15% of Services
6 Acceptance Testing -
Final
Resolution of critical and major
defects
10% of Services
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 544 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential Not to be Disclosed Project Assumptions l Page 11 Project Assumptions
General Pricing Assumptions

1. This implementation is a fixed fee engagement.

2. Prices for this fixed fee engagement will be honoured if BBB completes sign off on this agreement by no later than September 30, 2021. Should BBB choose not to execute contract signing by this date, Trapeze will no longer honour the services pricing listed in this scope of work.

3. Pricing does not include any applicable taxes or expenses associated with BBB/Clever and any of their resources assigned to the project.

4. Prior to sharing any proprietary information with 3rd party providers, a Non-Disclosure Agreement will need to be executed with Trapeze.

5. This project is expected to be complete within no more than three (3) months from the initial project kick-off meeting.

If the length of the project will exceed the proposed timeline due to BBB delays, a Change Order will need to be issued and agreed upon by both parties to accommodate any additional support services required to support the increased project duration.

6. The S -thecurrent literature.

7. The standard, out-of-box Software and solution delivery approach will be provided as described in the most current Software literature

8. All Software will take advantage of the existing Trapeze infrastructure, data sources and software unless otherwise stated.

9. Clever/BBB are responsible for the purchase and installation of any required server hardware and

10. A BBB system administrator will be readily available for all configuration, installation, testing and deployment activities.

11. Licenses are based on the following operational characteristics:

Up to 317 OPS processed employees

12. Any integration with third party software or systems will be the responsibility of Clever/BBB.

13. Any services or requests not identified within this statement of work, including reviewing, or correcting data integrity issues, will be considered outside the scope of this engagement and will need to be addressed through a change order. Additional costs may apply based on the nature of the change.

14. If Clever/BBB determines a need for additional support from Trapeze to review and correct any data integrity issues or training, these services will need to be addressed through the Trapeze change order process.
a. Clever/BBB are responsible for correcting all OPS data issues as raised by downstream consumers of the data.

15. All services will be performed remotely.

16. Pricing is valid until September 15th, 2021.

DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 545 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 6 Exhibit C-5
Budget
New Licensed Products and Additional Services shall not exceed $255,180:

1. Trapeze Standard Data Exchange (TSDE) Software Licenses and Services

2. Trapeze OPS-MON Software Licenses and Services
DocuSign Envelope ID: 28D2EB71-A21D-4980-9E4D-8F578A5D2B74

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Packet Pg. 546 Attachment: 8928_Trapeze OPS-FX_5th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 1 SIXTH MODIFICATION OF
SOFTWARE LICENSE AGREEMENT NO. 8928 (CCS)
This Sixth Modification of Agreement Number 8928 (CCS) (“Sixth Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and Trapeze Software Group (“Trapeze”) is made with reference to the following:

RECITALS
A. On or about February 10, 2009, City and Trapeze entered into a Software License Agreement Number 8928 (CCS) for an Operator Management System and Customer Service Software for Big Blue Bus, with certain years of maintenance costs included (“Original Agreement”).

F. On or about September 26, 2021, City and Trapeze entered into a Fifth Modification to add and incorporate the terms and conditions under which Trapeze would provide licenses for Trapeze Standard Data Exchange (TDSE) Software and Trapeze OPS-MON Software (“New Licensed Products”), and Trapeze Standard Data Exchange (TDSE) and OPS-MON installation services, maintenance, and support (“Additional Services”). The Original Agreement, First Modification, Second Modification, Third Modification, Fourth Modification, and Fifth Modification may be referred to collectively herein as “the Agreement.”
G. The City and Trapeze desire to modify the Agreement with this Sixth Modification to extend maintenance support of the Trapeze operator and vehicle scheduling systems for two additional years (“Year 12” and “Year 13”) through June 30, 2025, as well as the following additional services: to configure the operator scheduling DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB 3/22/2023

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Packet Pg. 547 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 2 module to accommodate a shortened workweek, to add up to two additional absence codes to the OPS Timekeeping module, and to train staff on the use of the Timekeeping module (“Additional Services”), on the terms and conditions set forth herein.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:

1. Section 4 of the Original Agreement entitled “Software Services” shall be modified by adding the following paragraph:

Additional Services. Trapeze will perform all of the installation, maintenance and support services described in Exhibit A-6.1, Extension of Maintenance Support for OPS-FX-BlockBuster, OPS-MON, and TDSE Modules; Exhibit A6.2, BBB Ops Configuration; Exhibit A-6.3, OPS Health Assessment and Training; Exhibit A-6.4, New Absence Code Configuration, and Exhibit A-6.5, Contingency—Bucket of Support (“Additional Services”). Trapeze will complete the Additional Services in accordance with Exhibit B-6, Budget.

2. Section 6 of the Original Agreement entitled “License Fees and Support Services Fees” shall be modified by adding the following paragraph:

Compensation for Extension of Maintenance Support and Additional Services. The City will compensate Trapeze for the Additional Services in an amount not to exceed Five Hundred and Twenty-Seven Thousand, Seven Hundred and Eighty-One Dollars ($527,781), as set forth in Exhibit B-6. The total contract price for services pursuant to the Original Agreement, the First Modification, the Second Modification, the Third Modification, the Fourth Modification, the Fifth Modification, and this Sixth Modification, shall not exceed Three Million, Six Hundred and Sixty-Six Thousand, Nine Hundred and Ninety-One Dollars ($3,666,991).

3. Execution in Counterparts. This Sixth Modification may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single modification. Any signature to this Sixth Modification transmitted electronically through DocuSign or PDF shall be deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).

4. Exhibit A-6.1, Exhibit A-6.2, Exhibit A-6.3, Exhibit A6-4, Exhibit A6-5, and Exhibit B-6 are attached hereto incorporated herein by this reference.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 548 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 3 5. Except as expressly modified by this Sixth Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.

IN WITNESS WHEREOF, the parties have executed this Sixth Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By: ______________________________

RICK COLE
City Manager
ABC Corporation
#VENDOR
By: _______________________________
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB City Attorney
3/20/2023

DOUGLAS SLOAN
Modaxo
Rod Jones
3/22/2023
President
David White
City Manager
3/22/2023
City Clerk
Denise Anderson-Warren
3/28/2023

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Packet Pg. 549 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 4 Exhibit A-6.1
Scope of Services
Extension of Maintenance Support for OPS-FX-BlockBuster, OPS-MON, and TDSE Modules
Maintenance Support Services for OPS/BlockBuster/FX/OPS-MON/TSDE Product Period of Service Period of Service
BlockBuster/FX July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 Info Com July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 Mapmaker July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 OPS-SIT with BioKey July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 OPS-All July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 OPS IVR July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 OPS-Web July 1, 2023-June 30, 2024 July 1, 2024-June 30, 2025 OPS-MON July 1, 2023-June 30, 2024* July 1, 2024-June 30, 2025 TSDE July 1, 2023-June 30, 2024* July 1, 2024-June 30, 2025 *Covered by 5th Modification Terms and Conditions
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 550 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 5 Exhibit A-6.2
Scope of Services
BBB Ops Configuration
Compressed Work Week
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 551 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) Submitted by:

Trapeze Software Group, Inc.
5265 Rockwell Dr. NE, Cedar Rapids, IA, USA 52402
Beverly D’Souza, Sales Specialist
Tel: +1 905-629-8727 x104850
[email protected]
City of Santa Monica
OPS Configuration
Statement of Work
January 6, 2023
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 552 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Table of Contents Table of Contents
Introduction .......................................................................................................................................... 1 Trapeze Professional Services ............................................................................................................. 1 Personnel ...............................................................................................................................................................1 Implementation Methodology Overview ...............................................................................................................1 Project Implementation Approach ........................................................................................................ 2 Project Kick-off.......................................................................................................................................................2 Project Design ........................................................................................................................................................2 Software Configuration..........................................................................................................................................2 Internal Acceptance Testing..................................................................................................................................4

3.4.1 Software Demonstration...................................................................................................................................................4 Software Installation and Configuration ...............................................................................................................5 Installation Testing.................................................................................................................................................5 Acceptance Testing................................................................................................................................................5 Deployment and Closure .......................................................................................................................................6 Responsibilities and Deliverables ........................................................................................................ 7 Project Duration ................................................................................................................................... 8 BBB’s Resource Requirements ............................................................................................................ 8 Project Assumptions ............................................................................................................................. 9 General Pricing Assumptions ................................................................................................................................9 Exhibit A-1 ......................................................................................................................................... 10 Project Budget......................................................................................................................................................10 Payment Milestones ............................................................................................................................................10 DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 553 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Introduction l Page 1 Introduction
City of Santa Monica has requested to introduce a 4-day week schedule to bid on (i.e., 3 days off), requiring selection of 10h runs and this 4-day schedule would not apply to Extra Board (EB) operators.

The purpose of this document is to provide BBB with a quote and scope of work for services required to configure and test the necessary OPS changes to align with BBB’s business requirements. The following information defines the implementation services to be provided by Trapeze, as well as the support required from BBB staff and resources.

Trapeze Professional Services
Personnel
To ensure successful completion of this implementation, Trapeze will utilize the following professional services personnel:
• Project Manager: The centralized point of contact for the project. The project manager is responsible for coordinating project schedules, deliverables and resources required to deliver the changes as identified in this statement of work.
• Technical Product Specialist(s): The primary technical point(s) of contact supporting the design, installation, configuration, testing, and implementation of the Software.

Implementation Methodology Overview
This project will be executed in a phased approach, with key activities identified below:

1. Project Kick-off

2. Project Design

3. Software Configuration

4. Internal Acceptance Testing
a. Software Demonstration
b. Payroll Comparison

5. Software Installation and Configuration

6. Installation Testing

7. Acceptance Testing

8. Deployment and Closure
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 554 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 2 Project Implementation Approach
Project Kick-off
Following contract execution, Trapeze and BBB will hold a remote project kick-off meeting to align stakeholders on project scope and timelines, as well as review roles, responsibilities, and key risks. Project teams from both Trapeze and BBB are expected to attend the kick-off meeting.

Upon conclusion of the kick-off meeting, Trapeze will work with BBB to gain access to a database backup of their current Trapeze environment.

Project Design
The Project Design meetings for the OPS configurations will be held remotely via Zoom over the course of up to four (4) hours to confirm the project scope and requirements. In preparation for these discussions, BBB will be expected to provide Trapeze with any relevant operational materials and/or documentation requested. The following topics will be covered during these meetings and calls:
• Review current operational policies and procedures as they relate to the OPS processes • Review and finalize project timelines
A preliminary Project Design Document (PDD) outlining deliverables, goals and objectives, configurations, and expected project implementation timelines will be prepared by Trapeze and shared with BBB after the initial Project Design meetings. During the review process, non-standard Software functionality may be identified beyond any in-scope customizations. If desired, Trapeze will provide estimates to address these gap items, however, addressing any such gaps will be considered out-of-scope and may result in additional costs.

Following completion of the preliminary Project Design Document, Trapeze will share the document with BBB to review and provide comments. BBB will have five (5) business days to complete the review of the preliminary Project Design Document, after which the Trapeze project manager will coordinate a meeting with BBB’s project team to review the comments. Following this meeting, Trapeze will revise the preliminary Project Design Document to address BBB’s comments and feedback and will provide BBB a finalized Project Design Document.

Software Configuration
Using the final PDD, Trapeze will work with BBB to remotely configure the OPS changes in a local test environment. Trapeze will create a new bid unit that requires 3 days off per week during bid selection process e.g., ‘4/10’ or ‘CWW’.

The following configurations are expected to be included as part of the scope in the PDD:

Pre-requisites
BBB scheduling team to create a new run type to make the 10h runs a distinct type i.e. CWW Bidding
- New bid unit to be associated to a WorkTypeGroup containing only this run type i.e. a 4-day operator can only select 10h runs
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 555 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 3 - Existing ‘FT Bid Work’ bid unit to remain for 5-day operators who have 2 days off per week but will have option to select this new 10h run type, due to contract stipulating that ALL available work must be provided as an option to bid.
(*renaming bid unit name will cause disconnect with existing bids) - An operator can choose to be a 5-day operator but select all/some work from the 10h runs (mixed 8/10 hr runs are allowed during bid selection for 5-day) - While the quota for 4-day off operators will be 10 (at least initially), a scenario may arise where an operator who wants to be a 4-day is unable to select work for each of his 4 work days (due to 5 day operators being able to select 10h runs also) and must opt to be a 5 day. o BBB will need to track 10h run selections by 5-day operators and manage/update the 4 day bid quotas as needed.

Accruals
- Update Max To Deduct accordingly.
- ‘Use Designated’ is currently checked, thus system will calculate 8h or 10h accordingly based on Employee Type’s ‘weekly hours work’ and days off for that week. - ‘Use Pay Value’ not used so TK does not determine usage.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 556 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 4

Timekeeping
- Existing pay rules are not bid-unit based.
- New pay rules required to differentiate from 5-day (8h) based operators:
o Absences
o Daily Overtime
o Daily Guarantee
o Stat Holiday
Internal Acceptance Testing
Internal Acceptance Testing (“IAT”) is completed remotely by Trapeze before the OPS changes are installed in BBB’s test environment. During IAT, Trapeze Technical Product Specialists will perform testing to ensure completeness and accuracy of all approved design and data elements as outlined in the final Project Design Document.

The Trapeze Technical Product Specialists will run a series of tests in a local testing environment to ensure that the OPS changes are functioning properly against BBB’s specific data and configuration. This allows Trapeze to proactively determine any potential data-related issues and ensure that all standard setup and configuration tasks can be performed for BBB.

3.4.1 Software Demonstration
Trapeze will provide a demonstration of the Software configurations to confirm that they meet all requirements as documented in the PDD. The demonstration session will be conducted remotely via Zoom over the course of up-to two (2) hours and will focus on validating the function requirements and data output as documented in the PDD. Furthermore, the demonstration session will also help familiarize BBB with the upcoming changes to its OPS Software.

3.4.2 Payroll Comparison
To support testing of payroll records, Trapeze will compare and test against an historical production pay period to verify the Software configurations are functioning as documented in the PDD. The pay period selected should include a holiday week.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 557 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 5 Software Installation and Configuration
Trapeze will work with BBB to remotely install and configure the changes in BBB’s test environment. BBB will be required to complete all hardware installations (including all server configurations) in time for the test environment installation. To assist Trapeze with the installation, BBB will be required to provide remote access (VPN, etc.) to all necessary servers. If remote access is unavailable, Zoom will be used as an alternate method for connecting to the servers. The final PDD will be used to complete the configurations within the OPS Software.

Installation Testing
Installation Testing will occur after the changes have been installed in BBB’s test environment. This testing is designed to ensure the Software is functioning properly within BBB’s test environment, as well as with third party software, as necessary.

During Installation Testing, BBB will grant Trapeze access to their servers so that Trapeze can perform testing of key Software functionality and validate the Software is functioning properly in BBB’s test environment. During Installation Testing, Trapeze will validate the following:
• Applications are connected to the appropriate database(s) • General Software functionality is working as designed • All configurations and settings are functioning as expected Acceptance Testing
Acceptance Testing involves BBB utilizing the OPS 4-day Work Week configurations in the test environment to ensure they respond accurately to user inputs and all features and functions work as expected.

Trapeze will provide remote support during the Acceptance Testing activities. BBB will have ten (10) business days in which to perform an initial comprehensive end-to-end round of Acceptance Testing. All subsequent endto-end rounds of Acceptance Testing must be completed in no more than five (5) business days.

1. Critical – Defect causes failure of critical functionality or critical data, and no workaround is available. o This can include but is not limited to:
▪ System crashing
▪ Non-recoverable conditions
▪ Data loss or corruption
▪ Security concerns leading to breach of information and/or misuse, or severely affecting system performance and/or functionality.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 558 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 6 ▪ Performance defects leading to unavailability or loss of functionality.

2. Major – Defect partially impairs critical functionality. A workaround is available but difficult to execute. o This can include but is not limited to:
▪ System crashing or aborting during normal operation of a non-critical flow. ▪ Missing functionality
▪ Inconsistent logic or display of data.
▪ Slow responsiveness and underperformance of the system ▪ Missing security or system patches, minor breach of information

3. Minor – Defect impairs non-critical functionality with a satisfactory workaround available. o This can include but is not limited to:
▪ Minor usability issues such as inconsistent display
▪ Tab/shortcut keys not working.
▪ Missing input validation
▪ System recoverable errors
BBB will identify the priority of each defect and indicate the desired resolution sequence (1 = soonest resolution desired). Trapeze will make every effort to resolve defects of the same severity levels based on sequential order.

Once BBB confirms that all critical and major defects have been resolved, Acceptance Testing will be considered complete, and the Software configurations deemed ready for production use. BBB will be required to sign off on the Acceptance Testing. All minor defects will be transitioned to the Trapeze maintenance and support program, who will provide new Software builds addressing post-deployment defects, as necessary.

Deployment and Closure
During the deployment activities, Trapeze will migrate the 4-day Work Week configurations from BBB’s test environment to BBB’s production environment so that they can be used to support live operations.

Deployment Support
Trapeze will provide remote go-live support for the launch of the OPS changes over the course of one (1) week.

BBB can leverage these services during standard business hours to address any non-critical questions or support needs that may arise from using the Software to support live customer operations.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 559 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Responsibilities and Deliverables l Page 7 Closure
At the completion of the one (1) week deployment support period, all ongoing support will be transitioned to and provided through Trapeze’s long-term maintenance program. At this time, the project will be considered complete and project closure will be processed.

Responsibilities and Deliverables
Activity Trapeze Responsibilities BBB Responsibilities Deliverables Project Kick-off
• Lead project kick-off
meeting
• Collaborate with BBB
in developing project
agenda
• Provide input for BBB-led
activities
• Ensure all appropriate staff
attend the kick-off meeting
• Assist with developing and
maintaining the project agenda
• Kick-off meeting
• Kick-off
Presentation (MS
PowerPoint)
• Preliminary
project agenda
Project Design
• Conduct Project
Design meetings
• Participate in Project Design
meetings
• Provide documentation as
requested
• Review Project Design Document
and provide comments/feedback
• Sign off on finalized Project
Design Document
• Project Design
Document
• Finalized Project
Schedule
Software
Configuration
• Complete Software
configuration changes
as documented in the
PDD
• Consult as required
• Completed
configuration as
identified in PDD
Internal
Acceptance
Testing
• Perform Internal
Acceptance Testing
• Software
Demonstration
• Payroll comparison
• Provide data as necessary
• Attend software demonstration
and provide feedback
Software
Installation and
Configuration
• Install and configure
changes in BBB’s test
environment
• Complete all hardware
installation(s)
• Provide access to test
environment
• Manage servers, databases,
backup procedures, database
maintenance practices, and
Windows environments and
security
• Install Trapeze pre-requisite
Software (e.g., ODBC
connections, database servers,
etc.)
• Installed and
configured
changes in BBB’s
test environment
Installation
Testing
• Perform Installation
Testing
• Provide technical consulting as
required
• Provide access to test
environment
Acceptance
Testing
• Support BBB during
Acceptance Testing • Perform Acceptance Testing • Prioritized defects log DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 560 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Duration l Page 8 • Complete prioritization of
defect(s)
• Re-test defect resolutions
• Escalate defects to the
appropriate Trapeze resource
• Software
releases, as
necessary
Deployment and
Closure
• Migrate the Software
to BBB’s production
environment
• Provide support for
one (1) week for the
deployment of the
Software changes
• Escalate issues to Trapeze
• Update the production system to
ensure all records are up to date
• Ensure data correctness
• Confirm connectivity, logins, etc.
• Confirm finalization and closure
of all contract deliverables
• Clear any outstanding project
balance
• Trapeze OPS 4-
day Work Week
configurations
are operational
and functional in
BBB’s production
environment
Project Duration
This implementation is expected to be completed within four (4) months from the completion of the project kickoff meeting. Following contract execution, a mobilization period of up to forty-five (45) days may be required to kick off the project and align all resources. Trapeze will work to minimize this mobilization period through proactive planning with BBB.

If the length of the project exceeds four (4) months from the kick-off meeting, either due to BBB’s readiness or resourcing delays, a change order may be required to fund the extension.

BBB’s Resource Requirements
Outlined below are estimated resource allocations to support the implementation and effort defined in this statement of work.

Resource Resource Allocation Responsibilities
Project Manager
30% of their time for
the full duration of the
project
• Coordinate all resources from BBB
• Coordinate conference calls and meetings, as
required
• Coordinate completion of Acceptance Testing
• Coordinate BBB activities
• Work with the Trapeze project manager to identify
risks, issues, and mitigations throughout the project
Subject Matter
Experts
70% of their time for
the full duration of the
project
• Participate in the review of all documentation
• Assist project manager with completion of
Acceptance Testing
System
Administrators / IT
25% of their time
during Software
Installation, and Testing
• Assist with troubleshooting network or technical
issues
• Provide access to servers as necessary throughout
the project
• Maintain system security controls & permissions,
user accounts, etc.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 561 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Assumptions l Page 9 Project Assumptions
General Pricing Assumptions

1. This implementation is a fixed fee engagement.

2. The Software will take advantage of existing Trapeze infrastructure, data sources unless otherwise stated.

3. All services will be performed remotely utilizing BBB’s existing version.

4. BBB is responsible for the purchase and installation of any required server hardware (servers shall be preconfigured to Trapeze’s specifications), if necessary.

5. All execution of test cases will be the responsibility of BBB. Trapeze will provide standard test cases.

6. Any integration with third party software or systems will continue to be the responsibility of BBB.

7. Any services or requests not identified within this statement of work, including reviewing, or correcting data integrity issues, will be considered outside the scope of this engagement and will need to be addressed through a change order. Additional costs may apply based on the nature of the change. o No Development is included as part of this project implementation. If any development is identified in project, a change order may be required.

8. A BBB system administrator will be readily available for all configuration, installation, and testing activities.

9. Pricing is valid until March 31st, 2023.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 562 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Exhibit A-1 l Page 10 Exhibit A-1
Project Budget
The following project budget includes all services required for this implementation as outlined in this statement of work.

Item Description Cost (USD)
1 Implementation Services $53,500

Total Cost $53,500
Payment Milestones
The below payment milestones shall be followed throughout the implementation.

Milestone Description Acceptance Criteria % of Contract Value 1 Project Design Delivery of the preliminary Project Design Document
25% of Services
2 Software Demonstration Completion of Software Demonstration session
20% of Services
3 Software Installation –
Test Environment
Installation of the changes in BBB’s test
environment
25% of Services
4 Acceptance Testing Resolution of critical and major defects 20% of Services 5 Software Installation –
Production Environment
Installation of the changes in BBB’s
production environment
10% of Services
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

4.C.j
Packet Pg. 563 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Exhibit A-1 l Page 11 Thank you for taking the time
to review this proposal.

Please reach out to us with
any questions or comments.

Your feedback is always
appreciated.

Here for the journey is more than our
tagline – It’s our commitment to you. Our
value is in our ability to address your needs
and please your riders. We always strive to
do both.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 564 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 6 Exhibit A-6.3
Scope of Services
OPS Health Assessment and Training
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 565 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) Submitted by:

Trapeze Software Group
Beverly D’Souza, OPS Solution Consultant
Tel : 647 204 0876
Email : [email protected]
Big Blue Bus
OPS-Timekeeping Health Assessment & Training
Statement of Work
November 15, 2022
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 566 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Table of Contents Table of Contents
Introduction .......................................................................................................................................... 1 Trapeze Professional Services ............................................................................................................. 1 Personnel ...............................................................................................................................................................1 Implementation Methodology Overview ...............................................................................................................1 Project Implementation Approach ........................................................................................................ 1 Project Kick-off.......................................................................................................................................................1 Solution Assessment and Training........................................................................................................................1 Responsibilities and Deliverables ........................................................................................................ 4 Project Duration ................................................................................................................................... 5 Project Management ............................................................................................................................ 5 BBB’s Resource Requirements ............................................................................................................ 5 Project Assumptions ............................................................................................................................. 6 Exhibit A-1 ............................................................................................................................................ 7 Project Budget........................................................................................................................................................7 Payment Milestones ..............................................................................................................................................7 DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 567 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Introduction l Page 1 Introduction
Big Blue Bus (“BBB”) is currently using the Trapeze OPS Software and has requested Trapeze services for assessing its current use of the OPS-Timekeeping module and assisting with the review of best practices, procedures, or functionality to optimize BBB’s use of the overall Trapeze OPS-Timekeeping solution.

Further, BBB also wants to avail training services for up to one (1) user for the OPS-Timekeeping module.

This document will outline the services and the effort required from both Trapeze and BBB to complete these objectives and make recommendation for OPS usage optimization and training, as necessary.

Trapeze Professional Services
Personnel
To ensure successful completion of this project, Trapeze will utilize the following professional services personnel:
• Project Manager: The centralized point of contact for the project. The project manager is responsible for coordinating project schedules, deliverables and resources required to deliver the Trapeze services as identified in this statement of work.
• Technical Product Specialist(s): The primary technical point(s) of contact supporting the assessment.

Implementation Methodology Overview
This project will be executed in a phased approach, with key activities identified below:

1. Project Kick-off

2. Solution Assessment

3. Training

4. Recommendations and Feedback
Project Implementation Approach
Project Kick-off
Following contract execution, Trapeze and BBB will hold a remote project kick-off meeting to align stakeholders on project scope and timelines, as well as review roles, responsibilities, and key risks. Project teams from both Trapeze and BBB are expected to attend the kick-off meeting.

Solution Assessment and Training
Initially, Trapeze will work with BBB to assess the current use of its Trapeze OPS-Timekeeping module. This DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

4.C.j
Packet Pg. 568 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 2 assessment will focus on the integration between products and modules, as well as the current Software usage of OPS-Timekeeping while considering best practices and feature adoption.

To support BBB with this assessment, Trapeze will provide the following support services:
• Meet with payroll team and SME(s) and discuss issues
• Observe Timekeeping calculations and adjustments being made • Check existing production settings
• High level review of new features in current version and beyond, with SME(s) to determine which features to implement.
• Review reporting, auditing, develop action list with senior staff • Off-site documentation services to complete and deliver an “Assessment and Recommendations Report”
• Off-site Project Management, assessment preparation and resource preparation Prior to the start of any assessment sessions, Trapeze will provide a detailed agenda for the OPS-Timekeeping assessment component to be discussed during the remote sessions.

In order to gain resource efficiencies and to minimize cost to BBB, a Trapeze Technical Product Specialist will provide on-site OPS-Timekeeping assessments services for up to two (2) days.

Assessment Activities and Deliverables
Based on the allotted timeline outlined above, Trapeze will provide one (1) on-site Technical Product Specialist (TPS) resource to assist with completing the following tasks:
• Shadow BBB staff as necessary
• Discuss current challenges, manual workarounds, and resolutions • Review current Software configurations and parameters • Evaluate and provide information on any Software features currently not in use and likely beneficial to BBB processes
• Review current Trapeze integrations
• Meet with BBB SMEs / super users to discuss and review findings Training
After the completion of Assessment activities, Trapeze will proceed to complete the OPS-Timekeeping training for one (1) resource of BBB. This training will be completed in up to one (1) day during the on-site trip for the OPS-Timekeeping Assessment.

In order to facilitate the on-site training, BBB is responsible for setting up a dedicated classroom environment that includes the following training equipment:
• A networked computer for each trainee, with access to the test system • Whiteboard and markers
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 569 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 3 • LCD projector
If the above-listed items are not available, Trapeze will work with BBB to identify alternative arrangements. In addition to training, Trapeze will provide one (1) digital copy of all available user manuals. If desired, BBB can create additional hard copies for their users.

Trapeze product training is based on standard training agendas, and sessions vary in length based on topic.

Training will cover Software functionality, key Software best practices, Software configurations, and Software application maintenance practices.

The following table outlines the proposed on-site training:

Module Training Topic Duration (Days) On-site/Remote
OPS-Timekeeping Subject Matter Expert Training 1.0 On-site Timekeeping Training
Timekeeping allows BBB to capture an employee’s work and transform it to an employee’s pay. The timekeeping function in WFM is designed to help BBB add, edit, remove and zero out timekeeping transactions. The timekeeping users will learn how to audit and analyze timekeeping records and build daily, weekly, or bi-weekly payroll files.

Assessment and Recommendations Report
Following the completion of the assessment and training trip, Trapeze will provide BBB a preliminary Assessment and Recommendations Report. This report will be provided to BBB within ten (10) business days from the final day of the assessment/training trip. The report will detail BBB’s current challenges with the Software configurations and parameters and will outline specific recommended changes to improve efficiency or integration of Trapeze OPS-Timekeeping.

The purpose of the Assessment and Recommendations Report is to:
• Identify any tools, features, or best practices available within BBB’s current Trapeze OPS-Timekeeping Software which can be leveraged to improve process efficiencies • Highlight existing knowledge gaps with BBB’s staff — as these will become the focus of future training efforts at BBB
• Identify any Software configuration changes that BBB may benefit from in order to gain operational benefits and efficiencies for the OPS-Timekeeping Software • Discuss the introduction of any ancillary data adjustments or changes to assist BBB with current operational challenges
• Provide a summary of the Software integrations and recommendations for best practices, improvements, and process changes
Should any product defects be identified during the assessment, they will be addressed through Trapeze’s longterm maintenance program. Support with executing any recommendations or suggested next steps will not be covered by the standard maintenance program, however, these items can be addressed via a new scope of work.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 570 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Responsibilities and Deliverables l Page 4 BBB will have the opportunity to review the report and inform Trapeze of the recommendations it wants assistance with implementing based on estimated operational impact/benefits, cost, and effort. Following the selection of the recommendations, Trapeze will work with BBB to document any services to be provided in an associated scope of work.

Prior to the delivery of the final Assessment and Recommendations Report, Trapeze will schedule a meeting with BBB SMEs to review the report and complete any revisions.

Final Review and Feedback Meeting
Once the final Assessment and Recommendations Report is delivered to BBB Trapeze will schedule a final review and feedback meeting with BBB SMEs/Senior Leadership/Super Users. This meeting will be held remotely for up to four (4) hours and will assist in gathering BBB’s feedback and review BBB’s action plan for the implementation of the recommendations.

During the meeting, Trapeze will review each recommendation included in the report and will provide BBB with the necessary information required to make an informed decision on which recommendation(s) to implement.

After the completion of the final review and feedback meeting this work order will be considered complete and BBB will be required to sign off on this project.

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Packet Pg. 571 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Duration l Page 5 Project Duration
This implementation is expected to be completed within two (2) months from the notice to proceed. Following contract execution, a mobilization period of up to forty-five (45) days may be required to kick off the project and align all resources. Trapeze will work to minimize this mobilization period through proactive planning with BBB.

If the length of the project exceeds two (2) months from the notice to proceed, either due to BBB’s readiness or resourcing delays, a change order may be required to fund the extension.

Project Management
Trapeze will provide remote project management support for the entire duration of the project. The Trapeze project manager will be responsible for the successful planning, design, and execution of the project, including effective stakeholder communication, risk mitigation and meeting project milestones. The project manager will be the key point of contact for BBB for the duration of the project. Trapeze will also require BBB assign a project manager for this implementation. The two project managers will work together to ensure consistent dialogue is maintained through well-established communication channels.

A successful implementation requires effective and timely communication with all project stakeholders. Trapeze expects the project managers will meet on a bi-weekly basis.

In addition to the responsibilities outlined above, Trapeze project managers will also provide the following key services:
• Change Management: If any deliverable(s) will need to be changed mid-project, the project manager will identify the impact of the change and initiate necessary actions to ensure timelines and project costs will be adjusted.
• Milestone Sign-Offs: With each completed milestone, BBB will be asked to sign off on the milestone and confirm agreement with project moving forward.

BBB’s Resource Requirements
Outlined below are estimated resource allocations to support the implementation and effort defined in this Statement of work.

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Packet Pg. 572 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Assumptions l Page 6 Resource Resource Allocation Responsibilities
Senior
Leadership/Subject
Matter Experts/Super
Users
15% of their time for
the full duration of the
project
100% of their time
during final review and
feedback meeting
• Gather and provide feedback from BBB employees
about the OPS-TK Software and discuss issues with
Trapeze
• Review the Assessment and Recommendations
Report and provide feedback during the final review
and feedback meeting
Project Assumptions

1. All services will be performed using BBB’s existing version of OPS and OPS-Timekeeping

2. This implementation is a fixed-fee engagement.

3. The Assessment and Recommendations Report will be provided in a Trapeze determined format.

4. Any services or requests that are outside the scope of this assessment will need to be addressed through a change order.

5. Expenses have been included for up to one (1) on-site trip for the following services:
o OPS-Timekeeping Assessment for up to two (2) days
o OPS-Timekeeping Training for up to one (1) day for one BBB resource

6. Expenses assume a minimum of two weeks' notice is provided by BBB to Trapeze in advance of any on-site trip being scheduled. Expenses are subject to additional charges if insufficient notice is provided.

7. The delivery of on-site services is conditional on the guidance of the latest travel and health advisories issued by relevant authorities, as well as appropriate workplace safety precautions being implemented at BBB.

Trapeze and BBB may opt to exercise alternate remote options if on-site services are not feasible. o In the event of travel restrictions due to COVID-19 (or alike situation) Trapeze and BBB will work together to progress the project remotely and agree upon a revised timeline. This change will not impact the cost of the project.

8. It is expected that a BBB subject matter expert and system administrator will be readily available for the remote OPS-TK assessment.

9. Pricing does not include any applicable taxes or expenses associated with BBB and any of its resources assigned to the project.

10. This project is expected to be complete within no more than two (2) months from the initial project kick-off meeting.

11. Pricing is valid until March 31, 2023.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 573 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Exhibit A-1 l Page 7 Exhibit A-1
Project Budget
The following project budget includes all services required for this project as outlined in this statement of work.

Item Description Cost (USD)
1 Implementation Services $19,688
2 Expenses $2,650

Total Cost $22,338
Payment Milestones
The below payment milestones shall be followed throughout the implementation.

Milestone Description Acceptance Criteria % of Contract Value 1 OPS-TK Assessment Completion of the OPS-TK solution
assessment sessions
30% of Services and Expenses
2 OPS-TK Training Completion of the OPS-TK training 30% of Services and Expenses 3 Assessment and
Recommendations
Report - Preliminary
Delivery of Preliminary Assessment
and Recommendations Report
25% of Services and Expenses
4 Assessment and
Recommendations
Report - Final
Delivery of Final Assessment and
Recommendations Report
10% of Services and Expenses
5 Final Review and
Feedback Meeting
Completion of the final review and
feedback meeting
5% of Services and Expenses
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

4.C.j
Packet Pg. 574 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Exhibit A-1 l Page 8 Thank you for taking the time
to review this proposal.

Please reach out to us with
any questions or comments.

Your feedback is always
appreciated.

Here for the journey is more than our
tagline – It’s our commitment to you. Our
value is in our ability to address your needs
and please your riders. We always strive to
do both.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 575 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 7 Exhibit A-6.4
Scope of Services
New Absence Code Configuration
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 576 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) Submitted by:

Trapeze Software Group, Inc.
5265 Rockwell Dr. NE, Cedar Rapids, IA, USA 52402
Beverly D’Souza, OPS Solution Consultant
Tel: +1 905-629-8727 x104850
[email protected]
City of Santa Monica (“BBB”)
OPS Configuration
Statement of Work
November 9, 2022
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 577 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Table of Contents Table of Contents
Introduction .......................................................................................................................................... 1 Trapeze Professional Services ............................................................................................................. 1 Personnel ...............................................................................................................................................................1 Implementation Methodology Overview ...............................................................................................................1 Project Implementation Approach ........................................................................................................ 2 Project Kick-off.........................................................................................................Error! Bookmark not defined.

Project Design ........................................................................................................................................................2 Software Configuration..........................................................................................................................................2 Internal Acceptance Testing..................................................................................................................................3

3.4.1 Software Demonstration...................................................................................................................................................3 Software Installation and Configuration ...............................................................................................................3 Installation Testing.................................................................................................................................................3 Acceptance Testing................................................................................................................................................4 Deployment and Closure .......................................................................................................................................5 Responsibilities and Deliverables ........................................................................................................ 6 Project Duration ................................................................................................................................... 7 BBB’s Resource Requirements ............................................................................................................ 7 Project Assumptions ............................................................................................................................. 8 General Pricing Assumptions ................................................................................................................................8 Exhibit A-1 ............................................................................................................................................ 9 Project Budget........................................................................................................................................................9 Payment Milestones ..............................................................................................................................................9 DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 578 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Introduction l Page 1 Introduction
City of Santa Monica has requested ‘Absence code’ changes within OPS for its Big Blue Bus (“BBB”) Agency only.

The purpose of this document is to provide BBB with a quote and scope of work for services required to configure, test, support, and deploy the new absence code along with the accrual type to ensure it meets BBB’s business requirements and that there are no impacts to the existing configuration and pay rules. The following information defines the implementation services to be provided by Trapeze, as well as the support required from BBB staff and resources.

Trapeze Professional Services
Personnel
To ensure successful completion of this implementation, Trapeze will utilize the following professional services personnel:
• Technical Product Specialist(s): The primary technical point(s) of contact supporting the design, installation, configuration, testing, and implementation of the Software.

Implementation Methodology Overview
This project will be executed in a phased approach, with key activities identified below:

1. Project Design

2. Software Configuration

3. Internal Acceptance Testing
a. Software Demonstration

4. Software Installation and Configuration

5. Installation Testing

6. Acceptance Testing

7. Deployment and Closure
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 579 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 2 Project Implementation Approach
Project Design
The Project Design meetings for the OPS configurations will be held remotely via Zoom over the course of up to two (2) hours to confirm the project scope and requirements. In preparation for these discussions, BBB will be expected to provide Trapeze with any relevant operational materials and/or documentation requested. The following topics will be covered during these meetings and calls:
• Review current operational policies and procedures as they relate to the OPS processes • Review and finalize project timelines
A preliminary Project Design Document (PDD) outlining deliverables, goals and objectives, configurations, and expected project implementation timelines will be prepared by Trapeze and shared with BBB after the initial Project Design meetings. During the review process, non-standard Software functionality may be identified beyond any in-scope customizations. If desired, Trapeze will provide estimates to address these gap items, however, addressing any such gaps will be considered out-of-scope and may result in additional costs.

Software Configuration
Using the final PDD, Trapeze will work with BBB to remotely configure the OPS Timekeeping changes in local test environment. The New Absence SMPPL requires a set of new configurations of pay code, payroll code, accruals and should pay straight like regular pay (REG). The following configurations are expected to be included as part of the scope in the PDD:

1. New absence type called ‘100% SM Paid Parental Leave’ a. This absence should pay at straight rate like regular pay (REG) b. The associated new pay code should be ‘SMPPL-100% SM Paid Parental Leave’ c. The associated new payroll code should be ‘493-SM-PPL – 100 %’ d. This absence type must have accruals associated with maximum pay amount of 240 hours (6-Weeks) instead of 80 hours.

2. New Accrual Balance – Accrual Type List: ‘SMPPL’ must be added up to 240 hours (6-Weeks) to be set manually in OPS.
a. Time Duration Pay Type: Actual based on a From Time and To Date entered b. Reference: SMPPL
c. Reporting Group: Absence-Absence Agency: Big Blue Bus DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 580 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 3 Internal Acceptance Testing
Internal Acceptance Testing (“IAT”) is completed remotely by Trapeze before the OPS changes are installed in BBB’s test environment. During IAT, Trapeze Technical Product Specialists will perform testing to ensure completeness and accuracy of all approved design and data elements as outlined in the final Project Design Document.

3.3.1 Software Demonstration
Trapeze will provide a demonstration of the new payroll export and configurations to confirm that they meet all requirements as documented in the PDD. The demonstration session will be conducted remotely via Zoom over the course of up-to one (1) hour and will focus on validating the payroll export design and data output as documented in the PDD. Furthermore, the demonstration session will also help familiarize BBB with the upcoming changes to its OPS Software.

Software Installation and Configuration
Trapeze will work with BBB to remotely install and configure the changes in BBB’s test environment. BBB will be required to complete all hardware installations (including all server configurations) in time for the test environment installation. To assist Trapeze with the installation, BBB will be required to will provide remote access (VPN, etc.) to all necessary servers. If remote access is unavailable, Zoom or BBB’s preferred secure connection will be used as an alternate method for connecting to the servers. The final PDD will be used to complete the configurations within the OPS Software.

During Installation Testing, BBB will grant Trapeze access to their servers so that Trapeze can perform testing of key Software functionality and validate the Software is functioning properly in BBB’s test environment. During Installation Testing, Trapeze will validate the following:
• Applications are connected to the appropriate database(s) • General Software functionality is working as designed • All configurations and settings are functioning as expected DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 581 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 4 Acceptance Testing
Acceptance Testing involves BBB utilizing the OPS changes in the test environment to ensure they respond accurately to user inputs and all features and functions work as expected.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 582 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Implementation Approach l Page 5 At the completion of each round of testing, Trapeze will work remotely to resolve all critical and major defects (if any exist). If an updated Software solution is required to resolve the defect(s), Trapeze will provide the updated Software encompassing all defect fixes. BBB will be asked to test and validate the Software to ensure all defects have been rectified. If further defects are identified, Trapeze will evaluate and work to resolve them, and BBB will be asked to execute another round of Acceptance Testing.

Once BBB confirms that all critical and major defects have been resolved, Acceptance Testing will be considered complete, and the Software deemed ready for production use. BBB will be required to sign off on the Acceptance Testing. All minor defects will be transitioned to the Trapeze maintenance and support program, who will provide new Software builds addressing post-deployment defects, as necessary.

Deployment and Closure
During the deployment activities, Trapeze will migrate the changes from BBB’s test environment to BBB’s production environment so that they can be used to support live operations.

Deployment Support
Trapeze will provide remote go-live support for the launch of the OPS changes over the course of one (1) week.

BBB can leverage these services during standard business hours to address any non-critical questions or support needs that may arise from using the Software to support live customer operations.

Closure
At the completion of the one (1) week deployment support period, all ongoing support will be transitioned to and provided through Trapeze’s long-term maintenance program. At this time, the project will be considered complete and project closure will be processed.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 583 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Responsibilities and Deliverables l Page 6 Responsibilities and Deliverables
Activity Trapeze Responsibilities BBB Responsibilities Deliverables Project Design
• Conduct Project
Design meetings
• Participate in Project Design
meetings
• Provide documentation as
requested
• Review Project Design Document
and provide comments/feedback
• Sign off on finalized Project
Design Document
• Project Design
Document
Software
Configuration
• Complete Software
configuration changes
as documented in the
PDD
• Consult as required
• Completed
configuration as
identified in PDD
Internal
Acceptance
Testing
• Perform Internal
Acceptance Testing
• Software
Demonstration
• Provide data as necessary
• Attend software demonstration
and provide feedback
Software
Installation and
Configuration
• Install and configure
changes in BBB’s test
environment
• Complete all hardware
installation(s)
• Provide access to test
environment
• Manage servers, databases,
backup procedures, database
maintenance practices, and
Windows environments and
security
• Install Trapeze pre-requisite
Software (e.g., ODBC
connections, database servers,
etc.)
• Installed and
configured
changes in BBB’s
test environment
Installation
Testing
• Perform Installation
Testing
• Provide technical consulting as
required
• Provide access to test
environment
Acceptance
Testing
• Support BBB during
Acceptance Testing
• Perform Acceptance Testing
• Complete prioritization of
defect(s)
• Re-test defect resolutions
• Escalate defects to the
appropriate Trapeze resource
• Prioritized defects
log
• Software
releases, as
necessary
Deployment and
Closure
• Migrate the Software
to BBB’s production
environment
• Provide support for
one (1) week for the
deployment of the
Software changes
• Escalate issues to Trapeze
• Update the production system to
ensure all records are up to date
• Ensure data correctness
• Confirm connectivity, logins, etc.
• Confirm finalization and closure
of all contract deliverables
• Clear any outstanding project
balance
• Trapeze OPS
Absence rule
changes are
operational and
functional in
BBB’s production
environment
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 584 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Duration l Page 7 Project Duration
This implementation is expected to be completed within two (2) months from the completion of the project kickoff meeting. Following contract execution, a mobilization period of up to forty-five (45) days may be required to kick off the project and align all resources. Trapeze will work to minimize this mobilization period through proactive planning with BBB.

If the length of the project exceeds two (2) months from the kick-off meeting, either due to BBB’s readiness or resourcing delays, a change order may be required to fund the extension.

BBB’s Resource Requirements
Outlined below are estimated resource allocations to support the implementation and effort defined in this statement of work.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 585 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Project Assumptions l Page 8 Project Assumptions
General Pricing Assumptions

1. This implementation is a fixed fee engagement.

2. The Software will take advantage of existing Trapeze infrastructure, data sources unless otherwise stated.

3. All services will be performed remotely utilizing BBB’s existing OPS version.

4. BBB is responsible for the purchase and installation of any required server hardware (servers shall be preconfigured to Trapeze’s specifications), if necessary.

5. Any services or requests not identified within this statement of work, including reviewing, or correcting data integrity issues, will be considered outside the scope of this engagement and will need to be addressed through a change order. Additional costs may apply based on the nature of the change. o No Development is included as part of this project implementation.

6. A BBB system administrator will be readily available for all configuration, installation, and testing and deployment activities and to facilitate remote access for Trapeze.

7. Pricing is valid until March 31, 2023.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 586 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Exhibit A-1 l Page 9 Exhibit A-1
Project Budget
The following project budget includes all services required for this implementation as outlined in this statement of work.

Item Description Cost (USD)
1 Implementation Services $10,163

Total Cost $10,163
Payment Milestones
The below payment milestones shall be followed throughout the implementation.

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Packet Pg. 587 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) www.trapezegroup.com Confidential – Not to be Disclosed Exhibit A-1 l Page 10 Thank you for taking the time
to review this proposal.

Please reach out to us with
any questions or comments.

Your feedback is always
appreciated.

Here for the journey is more than our
tagline – It’s our commitment to you. Our
value is in our ability to address your needs
and please your riders. We always strive to
do both.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 588 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 8 Exhibit A-6.5
Scope of Services
Contingency—"Bucket of Support”
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 589 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) Big Blue Bus – City of Santa Monica
Consulting and Implementation Support
Work Order

March 17, 2023 Commercial Confidential – Not to be Disclosed Page 1 of 2 1 INTRODUCTION
Big Blue Bus (BBB) has requested Trapeze consulting and implementation support on an as-needed basis. To address this need in a flexible manner, Trapeze will provide all support on a time and material basis as mutually agreed upon with BBB.

Trapeze consulting and implementation support may include, but is not limited to, the following types of activities:
• Software configuration
• Trapeze Software testing support
• Other support as requested
2 BUDGET
Services for this work order will be provided on a time and material basis, where all services will be invoiced monthly in accordance with the following time and material billing rates. Expenses will be billed to BBB as incurred.

Resource Hourly Off-site Rate Hourly On-site Rate
Technical Product Specialist $218.75 $243.75
Project Management $231.25 $256.25
Any use of the time and material services will require agreement on the scope of services to be delivered. BBB will provide Trapeze with a request for support under this agreement with as much detail as possible on the need and type of assistance required. Trapeze will then provide BBB with an estimated level of effort by each type of resource required for the activities needed to accomplish the requested assistance, as well as a description of the scope to be delivered by Trapeze.

Both parties must agree upon the type of work, effort estimate, deliverables, and scope description in writing (email agreement will be sufficient) between two designated representatives from each party prior to beginning any work.

Following agreement, Trapeze will work with BBB to plan and schedule the work to be completed.

The budget below represents “Not-To-Exceed” (NTE) values for this work order, which will be utilized until the budget is exhausted or BBB provides written notice to Trapeze that support services are no longer required.

Item Description Cost (USD)
1 Implementation Services $15,000
Total $15,000
3 ASSUMPTIONS

1. All services will be provided on a time and material basis.

2. Trapeze and BBB will agree on support services to be provided on a case-by-case basis as discussed and mutually agreed upon.

DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 590 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) Big Blue Bus – City of Santa Monica
Consulting and Implementation Support
Work Order

March 17, 2023 Commercial Confidential – Not to be Disclosed Page 2 of 2

3. The scope of support for each request will be documented and signed off by Trapeze and BBB representatives in writing (email will be sufficient) as outlined in Section 2 above.

4. Pricing for this scope of work is valid until March 31st, 2023. 4 DESIGNATED REPRESENTATIVES
Each party will designate a representative authorized to agree to the activities, effort, and scope(s) of work to be expended under this work order. The parties must sign off on these items prior to commencing any work in accordance with Section 2 above. The designated representatives will also be responsible for approving the final amounts of time and budget expended under each engagement.

Entity Designated Representative
Trapeze TBD

BBB TBD
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 591 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 9 Exhibit B-6
Budget
Maintenance Support Services and All Additional Services shall not exceed Five Hundred and Twenty-Seven Thousand, Seven Hundred and Eighty-One Dollars ($527,781).

B-6.1A Maintenance Support Services for OPS/BlockBuster/FX Product FY2023-24 FY2024-25
BlockBuster/FX $ 65,250.00 $ 70,500.00
Info Com $ 9,650.00 $ 10,150.00
Mapmaker $ 6,300.00 $ 6,800.00
OPS-SIT with BioKey $ 18,168.00 $ 19,421.00
OPS-All $ 77,266.00 $ 82,597.00
OPS IVR $ 8,189.00 $ 8,754.00
OPS-Web $ 7,926.00 $ 8,473.00
OPS/FX/BB Total $ 192,749.00 $ 206,695.00
B-6.1B Maintenance Support Services for OPS-MON and TSDE Product FY2023-24 FY2024-25
OPS-MON 5th Mod $ 10,636.00
TSDE 5th Mod $ 16,700.00
OPS-MON and TSDE Total 5th Mod $ 27,336.00
B6-2 – Additional Services: Compressed Work Week Configuration OPS Compressed Work Week Configuration Services $ 53,500.00 B6-3 – Additional Services: Absence Code(s), Timekeeping Health Check, and Contingency (support for additional absence code(s) if needed) (a) OPS New Absence Code $ 10,163.00
(b) OPS Timekeeping Health Check and Training $ 22,338.00 (c) Contingency for OPS Additional Absence code, if needed $ 15,000.00 Total Timekeeping configurations and training $ 47,501.00 DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 592 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 10 B6.1A-B6.3 Total of All Services Covered by this 6th Modification Item Cost
Maintenance Support original modules July 1, 2023-June 30, 2024 $192,749 Maintenance Support original modules July 1, 2024-June 30, 2025 $206,695 Maintenance Support new modules, 5th Mod. July 1, 2024-June 30, 2025 $27,336 OPS compressed workweek configuration services $53,500
OPS new absence codes (up to 2), timekeeping health check and training $47,501 Total Not to Exceed, All 6th Mod. Services $527,781
DocuSign Envelope ID: 52F34B4B-534D-488D-ABD5-856BD6C1A9CB

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Packet Pg. 593 Attachment: 8928_Trapeze OPS-FX_6th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 1 SEVENTH MODIFICATION OF
SOFTWARE LICENSE AGREEMENT NO. 8928 (CCS)
This Sixth Modification of Agreement Number 8928 (CCS) (“Sixth Modification”), entered into as of _________________(“Execution Date”), by and between the City of Santa Monica, a municipal corporation (“City”), and Trapeze Software Group (“Trapeze”) is made with reference to the following:

RECITALS
A. On or about February 10, 2009, City and Trapeze entered into a Software License Agreement Number 8928 (CCS) for an Operator Management System and Customer Service Software for Big Blue Bus, with certain years of maintenance costs included (“Original Agreement”).

D. On or about August 12, 2019, City and Trapeze entered into a Third Modification of the Software License Agreement Number 8928 (CCS) (“Third Modification”) to extend maintenance services and to receive software upgrades for the year commencing July 1, 2019, and continuing through June 30, 2020 (“Year 8”).

E. On or about June 4, 2020, City and Trapeze entered into a Fourth Modification to extend maintenance services for two years (“Year 9” and Year “10”) commencing on July 1, 2020, and continuing through June 30, 2022, and one additional option to renew through June 30, 2023 (“Year 11”).

G. On or about March 22, 2023, City and Trapeze entered into a Sixth Modification to extend maintenance support of the Trapeze operator and vehicle scheduling systems for two additional years (“Year 12” and “Year 13”) Docusign Envelope ID: 0B06DDB3-DF44-42FF-B41A-D92264F087E7 3/27/2025

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Packet Pg. 594 Attachment: 8928_Trapeze OPS-FX_7th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 2 through June 30, 2025, as well as the following additional services: to configure the operator scheduling module to accommodate a shortened workweek, to add up to two additional absence codes to the OPS Timekeeping module, and to train staff on the use of the Timekeeping module (“Additional Services”). The Original Agreement, First Modification, Second Modification, Third Modification, Fourth Modification, Fifth Modification, and Sixth Modification may be referred to collectively herein as “the Agreement.”
H. The City and Trapeze desire to modify the Agreement with this Seventh Modification to extend maintenance support of the Trapeze operator and vehicle scheduling systems for the Department of Transportation for one additional year through June 30, 2026. This will result in a 14-year amended agreement, on the terms and conditions set forth herein.

TERMS AND CONDITIONS
Now, therefore, the undersigned parties do hereby mutually agree to modify the Original Agreement as follows:

1. Section 4 of the Original Agreement entitled “Software Services” shall be modified by adding the following paragraph:

Additional Services. Trapeze will perform the installation, maintenance and support services for one additional contract year for OPSFX-BlockBuster, OPS-MON, and TDSE Modules in accordance with Exhibit A-7, Scope of Services

2. Section 6 of the Original Agreement entitled “License Fees and Support Services Fees” shall be modified by adding the following paragraph:

Compensation for Extension of Maintenance Support. The
City will compensate Trapeze for the Additional Services in an amount not to exceed Two Hundred and Fifty-One Thousand, Three Hundred and Seventy-Nine Dollars ($251,379), as set forth in Exhibit B-7, Budget. The total contract price for services pursuant to the Original Agreement, the First Modification, the Second Modification, the Third Modification, the Fourth Modification, the Fifth Modification, the Sixth Modification, and this Seventh Modification shall not exceed Three Million, Nine Hundred and Eighteen Thousand, Three Hundred and Seventy Dollars ($3,918,370).

3. Execution in Counterparts. This Seventh Modification may be executed in counterparts with the same effect as if both parties hereto had executed the same document. All counterparts shall be construed together and shall constitute a single modification. Any signature to this Seventh Modification transmitted electronically through DocuSign or PDF shall be Docusign Envelope ID: 0B06DDB3-DF44-42FF-B41A-D92264F087E7

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Packet Pg. 595 Attachment: 8928_Trapeze OPS-FX_7th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 3 deemed an original signature and be binding upon the parties hereto (it being agreed that such electronic signature shall have the same force and effect as an original signature).

4. Exhibits A-7 and B-7 are attached hereto incorporated herein by this reference.

5. Except as expressly modified by this Seventh Modification, all other terms and conditions of the Original Agreement shall be and remain in full force and effect.

6. IN WITNESS WHEREOF, the parties have executed this Seventh Modification as of the date and year first written above.

ATTEST:
______________________________

DENISE ANDERSON-WARREN
City Clerk
APPROVED AS TO FORM:
______________________________

LANE DILG
City Attorney

CITY OF SANTA MONICA,
a municipal corporation
By:
______________________________

RICK COLE
City Manager
ABC Corporation
#VENDOR
By:
_______________________________
Docusign Envelope ID: 0B06DDB3-DF44-42FF-B41A-D92264F087E7 3/22/2025
City Attorney

DOUGLAS SLOAN
Group Vice President, Finance
3/26/2025
Eric Wunderle
Approved
3/27/2025
Elaine Polachek
Interim City Manager
Assistant City Clerk
3/27/2025
Maria Dacanay-Wisner

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Packet Pg. 596 Attachment: 8928_Trapeze OPS-FX_7th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 4 Exhibit A-7
Scope of Services
Product Period of Service
BlockBuster/FX FY20025-26 July 1, 2025 - June 30, 2026
Info Com FY20025-26 July 1, 2025 - June 30, 2026
Mapmaker FY20025-26 July 1, 2025 - June 30, 2026
OPS-SIT with BioKey FY20025-26 July 1, 2025 - June 30, 2026 OPS-All FY20025-26 July 1, 2025 - June 30, 2026
OPS IVR FY20025-26 July 1, 2025 - June 30, 2026
OPS-Web FY20025-26 July 1, 2025 - June 30, 2026
OPS-MON FY20025-26 July 1, 2025 - June 30, 2026
TSDE for FX FY20025-26 July 1, 2025 - June 30, 2026
Docusign Envelope ID: 0B06DDB3-DF44-42FF-B41A-D92264F087E7

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Packet Pg. 597 Attachment: 8928_Trapeze OPS-FX_7th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) 5 Exhibit B-7
Budget
Maintenance Support Services shall not exceed Two Hundred and Fifty-One Thousand, Three Hundred and Seventy-Nine Dollars ($251,379) for maintenance and support services for the following modules:

FY2025-26
Blockbuster/FX $ 74,025
INFO-COM $ 11,201
MAPMAKER $ 7,140
OPS-ALL $ 88,379
OPS-SIT $ 20,780
OPS-MON $ 11,381
OPS-IVR $ 9,367
OPS-WEB $ 9,066
TSDE FOR FX $ 20,040
$ 251,379
Docusign Envelope ID: 0B06DDB3-DF44-42FF-B41A-D92264F087E7

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Packet Pg. 598 Attachment: 8928_Trapeze OPS-FX_7th Mod (7284 : 8th Modification of Contract with Trapeze for Transit Scheduling Software) City Council
Report
City Council Meeting: October 28, 2025
Agenda Item: 4.D
1 of 4
To: Mayor and City Council
From: Rick Valte, Public Works Director, Public Works, Water Resources Subject: Approval of First Modification to Agreement #11255 with MentorAPM, LLC for Asset Collection and Management Services
Recommended Action
Staff recommends that the City Council:

1. Adopt a finding of categorical exemption pursuant to Section 15061 (b)(3) of the California Environmental Quality Act (CEQA) Guidelines; and

2. Authorize the City Manager to negotiate and execute a first modification to agreement #11255 (CCS) in the amount of $250,000 with MentorAPM, LLC for asset collection and management services for the Public Works Department.

This will result in a five-year amended agreement with a new total amount not to exceed $1,013,000, with future year funding contingent on Council budget approval.

Summary
The City of Santa Monica’s Public Works Department - Water Resources Division (WRD) provides high-quality drinking water and wastewater collection services to over 93,000 residents and 2,700 commercial and institutional customers (e.g., schools) In April 2022, the City Council approved an agreement with MentorAPM, LLC to implement an enterprise asset management system for tracking water and wastewater assets and scheduling maintenance. Since then, MentorAPM has developed MentorLENS, a companion tool that enhances field data collection and condition assessment capabilities. This tool provides considerable savings to traditional asset data collection and assessment methods. Staff recommends amending the agreement to increase the contract by $250,000, for a revised not-to-exceed amount of $1,013,000. The

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amendment includes a two-year subscription to the companion tool and asset data collection services.

Discussion
On April 12, 2022, the City Council authorized a five-year agreement with MentorAPM, LLC to implement an enterprise asset management system (EAMS) to support the tracking, maintenance, and lifecycle management of the City’s water and wastewater infrastructure. Since then, the Water Resources Division (WRD) has successfully deployed the MentorAPM platform and now uses it to generate work orders and manage asset data for both the water distribution and wastewater systems.

In May 2025, the Public Works Department completed a major upgrade and expansion of the Arcadia Water Treatment Plant and added the new Olympic Advanced Water Treatment Facility. The project included construction of a new advanced water treatment facility and upgrades to existing equipment, significantly increasing the plant’s overall treatment capacity. The City also completed the Sustainable Water Infrastructure Project (SWIP) in 2022. These improvements and new additions to the City’s water/wastewater infrastructure have introduced a large inventory of new and upgraded assets that must be incorporated into the City’s asset management system for effective long-term management and maintenance.

Historically, collecting and entering asset data in the field has been time-consuming and prone to human error. To address these challenges, MentorAPM developed MentorLENS, a proprietary companion software tool that enables more efficient and accurate field data collection to enhance asset management capabilities. MentorLENS uses advanced technology to extract nameplate information from equipment and perform routine condition assessments using a thermal imaging camera. The software is fully integrated with the MentorAPM system, allowing automatic synchronization of collected asset data. WRD staff attended two on-site demonstrations of MentorLENS at the Arcadia Plant and confirmed its functionality and compatibility with existing operating and treatment systems. Existing operation staff could use the MentorLENS tool to

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conduct routine condition assessments more frequently and independently rather than relying on outside consultants to perform such work and manually enter data. The proposed services also include incorporating existing assets with MentorLENS.

To support the integration of the City’s water and wastewater assets and improve the accuracy and efficiency of data collection, staff recommends that the City Council approve an amendment to the existing agreement with MentorAPM. This amendment would provide a two-year subscription to MentorLENS (approximately $25,000 per year) and include field services for two MentorAPM staff (for approximately 15 weeks and not to exceed $181,000 in total) to complete initial setup of asset data collection and establish baseline for condition assessments for MentorLENS. As the MentorLENS software tool is proprietary to MentorAPM, only MentorAPM staff is trained to provide field services to setup up asset data collection for existing assets. Having MentorAPM lead this initial effort will also serve as hands-on training for WRD staff. To ensure the proposed scope of services provided is cost competitive, staff compared MentorAPM’s billing rates to other consulting firms and previous level of effort for setting up new assets in the asset registry. The proposed amendment would increase the contract amount by $250,000 (including roughly 10% contingency), for a revised not-to-exceed total of $1,013,000.

Environmental Review
The first modification to agreement 11255 (CCS) is exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15061(b)(3) (Common Sense Exemption) of the CEQA Guidelines, which states that CEQA does not apply “where it can be seen with certainty that there is no possibility that the activity in question may have a significant effect on the environment.” This agreement would provide asset data collection service that is administrative in nature. Therefore, it can be seen with certainty that the order would not result in adverse physical impacts on the environment, and as such, exempt from CEQA.

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Past Council Actions
Meeting Date Description
04/12/22 (attachment A) Original bid and aware of agreement with MentorAPM, LLC for an enterprise asset management system
Financial Impacts and Budget Actions
Staff seeks authority to approve available funding from the Water and Wastewater Funds to increase the amount of agreement #11255 with MentorAPM, LLC for a twoyear subscription to MentorLENS and asset collection and condition assessment services.

Agreement Modification Request
Agreement
#
Current
Authorized
Amount
FY 2025-26
Amount Dept Account # Future Year Amount
Total
Revised
Contract
Amount
11255
(CCS) $381,500 $110,000 C5008590.689000 $15,000 $506,500 $381,500 $110,000 C5108590.689000 $15,000 $506,500
Total: $763,000 $220,000 $30,000 $1,013,000
Future year funding is contingent on Council budget approval.

Prepared By: Sunny Wang, Water Resources Manager
Approved Forwarded to Council
Attachments:

A. April 12, 2022 Staff Report (Web Link)
B. FY 25-26 Oaks Initiative (MentorAPM)
C. FY 25-26 Levine Act (MentorAPM)

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CITY OF SANTA MONICA

OAKS INITIATIVE DISCLOSURE FORM
In order to facilitate compliance with the requirements of the Oaks Initiative, the City compiles and maintains certain information. That information includes the name of any person or persons who is seeking a “public benefit.” If the “public benefit” is sought by an entity, rather than an individual person, the information includes the name of every person who is: (a) trustee, (b) director, (c) partner, (d) officer, or has (e) more than a ten percent interest in the entity.

Public benefits include:

1. Personal services contracts in excess of $25,000 over any 12-month period;

2. Sale of material, equipment or supplies to the City in excess of $25,000 over a 12- month period;

3. Purchase, sale or lease of real property to or from the City in excess of $25,000 over a 12- month period;

4. Non-competitive franchise awards with gross revenue of $50,000 or more inany 12-month period;

5. Land use variance, special use permit, or other exception to an established land use plan, where the decision has a value in excess of $25,000;

6. Tax “abatement, exception, or benefit” of a value in excess of $5,000 in any 12- month period; or

7. Payment of “cash or specie” of a net value to the recipient of $10,000 in any 12- month period.

Name(s) of persons or entities receiving public benefit:

Name(s) of trustees, directors, partners, and officers:

Name(s) of persons with more than a 10% equity, participation, or revenue interest:

Prepared by: Title:

Signature: Date:

Email: Phone:

Permit #
FOR CITY USE ONLY:

Bid/PO/Contract #

4.D.b
Packet Pg. 603 Attachment: FY 25-26 Oaks Initiative (MentorAPM) (7290 : First Modification to PSA w/ MentorAPM) City of Santa Monica Levine Act Disclosure Form

CITY OF SANTA MONICA

Code Regs. Section 18438.1, which states:

A list of Santa Monica Elected Officials and members of boards and commissions can be found at the following links. The party making this certification is responsible for determining whether a recipient of a political contribution is a City Officer prior to completing this form. https://www.smgov.net/departments/council/ https://www.santamonica.gov/departments/rent-control https://www.smgov.net/boards/ Have you, your company, or any agent on behalf of you or your company, made any political contributions of more than $500 to any City Officer in the twelve months preceding the date of the submission of your application or proposal? ____YES ____ NO
Name of Councilmember or City Officer: _________________________________ Name of Contributor: _________________________________________________ Date(s) of Contribution(s): ____________________________________________ Amount(s) ________________________________________________________ Please specify below and/or add additional sheet(s) to identify additional Councilmembers or City Officers to whom you and/or your agents made campaign contributions.

4.D.c
Packet Pg. 604 Attachment: FY 25-26 Levine Act (MentorAPM) (7290 : First Modification to PSA w/ MentorAPM) City of Santa Monica Levine Act Disclosure Form
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.

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

Signed: ____________________________ Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:

Please note this form is a public record and subject to a California Public Records Act request.

4.D.c
Packet Pg. 605 Attachment: FY 25-26 Levine Act (MentorAPM) (7290 : First Modification to PSA w/ MentorAPM) City Council
Report
City Council Meeting: October 28, 2025
Agenda Item: 4.E
1 of 6
To: Mayor and City Council
From: Jenny Rogers, Recreation and Arts Director, Recreation and Arts Department Subject: Introduction and Adoption of an Urgency Ordinance Amending Chapter 4.68 to Establish One Additional 5K Race Route, and Modifying Permitted Race Frequency Parameters
Recommended Action
Staff recommend that the City Council:

1. Adopt a finding of Categorical Exemption pursuant to CEQA Guidelines Section 15323 (Class 23 Normal Operations of Facilities for Public Gatherings).

2. Introduce and adopt the attached urgency ordinance to amend Chapter 4.68 of the Municipal Code to Establish One Additional 5K Race Route, and Modifying Permitted Race Frequency Parameters.

Summary
The proposed adjustment to the race routes would require an amendment to Chapter

4.68 of the Municipal Code. The proposed ordinance amendment allows for one additional 5K race route to be added and modifies the permitted race frequency parameters.

Discussion
The Community Event Policy and Municipal Code 4.68 were adopted by City Council in June 2000. In adopting these policies, the Council recognized the substantial community benefits that result from community events, including cultural enrichment, health and wellness, promotion of economic vitality, and enhancement of community identity.

Athletic race events held in Santa Monica have proven to be highly popular. The

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popularity of the sport has grown considerably in recent years, and there is desire by local organizers and avid runners to increase opportunities for participation through the addition of affordable race routes and the overall frequency of races held in Santa Monica. City staff and event organizers have been working together to come up with creative solutions to how best to increase race participation while mitigating any possible negative impacts upon traffic, city services, local businesses, parks, and neighborhoods along the race routes. Adding a new race route is an economically sustainable approach which supports athletic event producers by providing an affordable solution for local race events which does not require a costly street closure. This new race route will expand the city’s capacity and frequency of race events while balancing the needs of the community and general public enjoyment of public spaces.

City staff have received an inquiry from a local Santa Monica-based race organizer about adding the new race route and allowing for more affordable race options. There are currently five race routes authorized per Chapter 4.68, Section 4.68.160 (SMMC), as listed below:

1. The first ten-kilometer route (ten-kilometer Ocean Route) begins at Beach Park No. 1 (Barnard Way at Ocean Park Boulevard) and continues south to Barnard Way, follows the bend to go east on Marine Street, north on Main Street, west on Colorado Avenue, north on Ocean Avenue, east on San Vicente Boulevard to 14th Street where participants will turn around and go west on San Vicente Boulevard, south on Ocean Avenue to end at the 1500 block of Ocean Avenue (before the entrance to the Pier ramp).

2. The second ten-kilometer route (ten-kilometer Ocean-City Route) begins at the 1400 block of Ocean Avenue, south on Ocean Avenue, east on Colorado Avenue, south on Main Street, west on Pier Avenue, south on Nielson Way, east on Barnard Way, north on Main Street, west on Colorado Avenue, north on Ocean Avenue, east on San Vicente Boulevard to 4th Street where participants will turn around and go west on San Vicente Boulevard, south on Ocean Avenue

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to end at the 1400 block of Ocean Avenue (at Santa Monica Boulevard).

3. The first five-kilometer route (five-kilometer North City Route) begins at Seventh Street and California Avenue, west on California Avenue to Ocean Avenue, north on Ocean Avenue to San Vicente Boulevard, east on San Vicente Boulevard to Seventh Street, south on Seventh Street to Georgina Avenue, west on Georgina Avenue to Fourth Street, south on Fourth Street to California Avenue, east on California Avenue to Seventh Street.

4. The second five-kilometer route (five-kilometer Ocean Route) begins at Beach Park No. 1 (Barnard Way at Ocean Park Boulevard) and continues south on Barnard Way, follows the bend to go east on Marine Street, north on Main Street, west on Colorado Avenue, north on Ocean Avenue to the 1000 block where participants will turn around and continue south on Ocean Avenue to end at the 1500 block of Ocean Avenue (before the entrance to the Pier ramp).

5. The third five-kilometer route (five-kilometer Ocean-City Route) begins at the 1400 block of Ocean Avenue, north on Ocean Avenue, east on San Vicente Boulevard to 4th Street, where participants will turn around and go west on San Vicente Boulevard, south on Ocean Avenue to end at the 1400 block of Ocean Avenue (at Santa Monica Boulevard).

In addition, races may be permitted on other streets in the City so long as the majority of the race occurs outside of the City and that portion of the race within the City does not exceed one-half mile in length. The City has historically issued a permit for two such races per year, the Venice Beach Half Marathon in May and the Santa MonicaVenice Christmas Run, in early December.

The proposed additional route is as follows:

6. The fourth five-kilometer route (Palisades-Beach Route) begins at Ocean Avenue and Colorado Avenue, north through Palisades Park, west at the California

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Incline to the beach path, north on the beach path, where participants will turn around and go south on the beach path, east at the California Incline, south through Palisade Park to the finish line at Ocean Avenue and Colorado Avenue.

With this new race route, organizers would host pre/post-race events in nearby Tongva Park. This new route also allows for participants to park in Downtown parking structures or take the Metro E Line into Santa Monica and walk to the race.

Based on safety considerations, the specific portions of the pathways to be used will be determined by City staff prior to issuing of the Community Event Permit.  As with all Cityauthorized race routes, the hours and days of use and the number of races per year will be restricted. Race organizers will be required to pay for all event requirements, including the mailing of neighbor notices for events with amplified sound. They would also be required to provide general liability insurance as well as indemnification.

To minimize impacts on residents and businesses along the route, and as is the case with the other approved routes, staff propose to restrict the day and time of the week that the new route can be used. Races may only occur on Sunday mornings from 7:00 a.m. until 11:00 a.m. There shall be no more than a total of four five-kilometer and/or ten-kilometer races per year on city streets, with two of these races occurring in April, May, or June and two in September, October, or November separated by at least three weeks. There shall be no more than a total of three races per year on the Palisades - Beach Route, occurring September through May, separated by at least 3 weeks and cannot occur on the same day as a street closure event.

Applications are accepted on a first-come, first-served basis and no more than one year in advance. This additional race route and expanded frequency will bring more race events to Santa Monica.

Environmental Review
The amended ordinance to allow for changes to the race routes is categorically exempt pursuant to Section 15323 (Class 23 Normal Operations of Facilities for Public

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Gatherings) of the California Environmental Quality Act (CEQA) guidelines. Class 23 consists of the normal operations of existing facilities for public gatherings for which the facilities were designed, where there is a history of the facility being used for the same or similar kind of purpose. The City’s Park pathways network has been previously used for walking events, and therefore, the amended ordinance to amend race routes is categorically exempt from CEQA.

Past Council Actions
Meeting Date Description
06/27/2000 (Attachment A) Adoption of Community Events Policy 07/26/2005 (Attachment B) Amendment to Municipal Code Section 4.68.160 Establishing a New 5K/10K Race Route, eliminating a
5/10K Race Route, and Modifying the Permitted Race
Time and Frequency Parameters
9/22/2009 (Attachment C) Amendment to Community Events Ordinance for Marathons
10/13/2009 (Attachment D) Ordinance Amending Section 4.68.160 of the Santa Monica Municipal Code to Establish a New Marathon
Route Segment and the Parameters for Authorizing and
Conducting a Marathon Utilizing this Marathon Route
Segment
10/25/2011(Attachment E) Amendments to Municipal Code Provisions Regarding Regulations Governing Permitted Events in Public Spaces and Parks
10/22/2013 (Attachment F) Introduction and First Reading of an Ordinance Amending Santa Monica Municipal Code (SMMC) Chapter 4.68
Related to 5K and 10K Race Frequencies in Santa
Monica
12/19/2023 (Attachment G) Introduction and First Reading of an Ordinance to Amend Municipal Code 4.68.160 Athletic Events
Financial Impacts and Budget Actions
There is no immediate financial impact or budget action necessary as a result of the recommended action. Race events will continue to be required to reimburse the City for direct service costs associated with holding the race, including Police and Fire personnel costs. Staff will return to Council if specific budget actions are required in the

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future.

Prepared By: Jenny Rogers, Recreation and Arts Director Approved Forwarded to Council
Attachments:

A. EMERGENCY ORDINANCE AMENDING SECTION 4.68.160
B. Staff Report 6/27/2000 (Web Link)
C. Staff Report 7/26/2005 (Web Link)
D. Staff Report 9/22/2009 (Web Link)
E. Staff Report 10/13/2009 (Web Link)
F. Staff Report 10/25/2011 (Web Link)
G. Staff Report 10/22/2013 (Web Link)
H. Staff Report 12/19/2023 (Web Link)

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1 City Council Meeting _________ Santa Monica, California ORDINANCE NUMBER _________ (CCS)
(City Council Series)

AN EMERGENCY ORDINANCE OF THE CITY COUNCIL OF THE CITY OF SANTA MONICA AMENDING SECTION 4.68.160 TO ESTABLISH A NEW FIVEKILOMETER RACE ROUTE, AND MODIFYING THE PERMITTED RACE

FREQUENCY PARAMETERS
WHEREAS, on May 8, 2001, the City Council adopted Ordinance No. 2008 (CCS), adding Chapter 4.68 to the Santa Monica Municipal Code, the Community Events Law; and
WHEREAS, the Community Events Law has been amended and refined on several occasions to ensure the law conforms to constitutional requirements and to enact appropriate modifications to the law based on experience, changing conditions in the City, and community feedback; and
WHEREAS, the Council recognizes substantial community benefit in community athletic events, including cultural enrichment, promotion of economic vitality, and enhancement of community identity; and
WHEREAS, the Community Events Law has been highly successful in establishing a coordinated process for community events thereby ensuring the health and safety of event patrons, residents, workers, and other visitors and protecting the rights of community event permit holders; and
WHEREAS, recognizing the need for a more appropriate and appealing race route, City staff has identified a route that will provide a “signature” Santa Monica route with an ocean view while minimizing impacts to traffic circulation, business, and residents; and

4.E.a
Packet Pg. 612 Attachment: EMERGENCY ORDINANCE AMENDING SECTION 4.68.160 [Revision 2] (7331 : Urgency Ordinance to Establish a New 5K Race 2 WHEREAS, consistent with limits applied to other race routes, races on the proposed route would be limited in number and to certain times and days to address neighborhood and business district concerns; and
WHEREAS, because there are currently planned events that will benefit from this ordinance amendment, the Council deems this ordinance necessary as an emergency measure for preserving public peace, health, and safety.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF SANTA MONICA DOES HEREBY ORDAIN AS FOLLOWS:

SECTION 1. Santa Monica Municipal Code Section 4.68.160 is hereby amended to read as follows:

The procedures and criteria for conducting races/runs shall be as follows:
(a) There shall be two ten-kilometer routes, and three four five-kilometer routes; (1) The first ten-kilometer route (ten-kilometer Ocean Route) begins at Beach Park No. 1 (Barnard Way at Ocean Park Boulevard) and continues south to Barnard Way, follows the bend to go east on Marine Street, north on Main Street, west on Colorado Avenue, north on Ocean Avenue, east on San Vicente Boulevard to 14th Street where participants will turn around and go west on San Vicente Boulevard, south on Ocean Avenue to end at the 1500 block of Ocean Avenue (before the entrance to the Pier ramp). (2) The second ten-kilometer route (ten-kilometer Ocean-City Route) begins at the 1400 block of Ocean Avenue, south on Ocean Avenue, east on Colorado Avenue, south on Main Street, west on Pier Avenue, south on Nielson Way, east on Barnard Way, north on Main Street, west on Colorado Avenue, north on Ocean Avenue, east on San Vicente Boulevard to 4
th Street where participants will turn around and go west on San

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Packet Pg. 613 Attachment: EMERGENCY ORDINANCE AMENDING SECTION 4.68.160 [Revision 2] (7331 : Urgency Ordinance to Establish a New 5K Race 3 Vicente Boulevard, south on Ocean Avenue to end at the 1400 block of Ocean Avenue (at Santa Monica Boulevard).
(3) The first five-kilometer route (five-kilometer North City Route) begins at Seventh Street and California Avenue, west on California Avenue to Ocean Avenue, north on Ocean Avenue to San Vicente Boulevard, east on San Vicente Boulevard to Seventh Street, south on Seventh Street to Georgina Avenue, west on Georgina Avenue to Fourth Street, south on Fourth Street to California Avenue, east on California Avenue to Seventh Street.
(4) The second five-kilometer route (five-kilometer Ocean Route) begins at Beach Park No. 1 (Barnard Way at Ocean Park Boulevard) and continues south on Barnard Way, follows the bend to go east on Marine Street, north on Main Street, west on Colorado Avenue, north on Ocean Avenue to the 1000 block where participants will turn around and continue south on Ocean Avenue to end at the 1500 block of Ocean Avenue (before the entrance to the Pier ramp).
(5) The third five-kilometer route (five-kilometer Ocean-City Route) begins at the 1400 block of Ocean Avenue, north on Ocean Avenue, east on San Vicente Boulevard to 4
th Street, where participants will turn around and go west on San Vicente Boulevard, south on Ocean Avenue to end at the 1400 block of Ocean Avenue (at Santa Monica Boulevard).
(6) The fourth five-kilometer route (Palisades-Beach Route) begins at Ocean Avenue and Colorado Avenue, north through Palisades Park, west at the California Incline to the beach path, north on the beach path, where participants will turn around and go south on the beach path, east at the California Incline, south through Palisades Park to the finish line at Ocean Avenue and Colorado Avenue.

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Packet Pg. 614 Attachment: EMERGENCY ORDINANCE AMENDING SECTION 4.68.160 [Revision 2] (7331 : Urgency Ordinance to Establish a New 5K Race 4 (b) Five-kilometer North City Route races may only occur on Saturday mornings from seven a.m. until eleven a.m.
(c) Five-kilometer Ocean Route, ten-kilometer Ocean Route, five-kilometer OceanCity Route, and ten-kilometer Ocean-City Route races may only occur on Saturday and Sunday mornings from seven a.m. until eleven a.m.
(d) Five-kilometer Palisades-Beach Route races may only occur on Sunday mornings from seven a.m. until eleven a.m.
(d e) There shall be no more than a total of three four five-kilometer and/or tenkilometer races per year on city streets in the City regardless of route, with one two of these races occurring in April, May, and two in September, October, or November separated by at least seven three weeks. The use of both the 5K five-kilometer and 10K ten-kilometer Ocean Routes on the same day by the same organizer with simultaneous or staggered starts shall be considered as one race. There shall be no more than a total of three races per year on the Palisades-Beach Route, occurring September through May, separated by at least three weeks and cannot occur on the same day as a street closure event. (e f) With the exception of one 5K five-kilometer race on the Saturday Sunday following Thanksgiving Day using the 5K North City Route Palisades-Beach Route, there shall be no races on holidays or holiday weekends including Memorial Day and the preceding weekend, Labor Day and the preceding weekend, and Thanksgiving Day and the subsequent weekend including the Friday following Thanksgiving Day. (f g) No vehicular races shall be permitted.
(g h) Events which include multiple modes of travel (e.g., running and bicycling) shall be permitted so long as the start times for different modes of travel are staggered and occur on the street.

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Packet Pg. 615 Attachment: EMERGENCY ORDINANCE AMENDING SECTION 4.68.160 [Revision 2] (7331 : Urgency Ordinance to Establish a New 5K Race 5 (h i) Prior to the issuance of a community event permit, City staff shall determine the specific portions of the route or lanes of the roadway that may be used by the participants.

City staff is authorized to establish regulations regarding use of the routes, including but not limited to staggering start times to limit congestion. This determination shall be based on safety considerations and the preservation of access to businesses and other scheduled activities along the route.
(i j) In addition to the routes established by subsection (a) of this Section, races/runs may be permitted on other streets in the City so long as the majority of the race/run occurs outside of the City and that portion of the race/run route within the City does not exceed one-half mile in length. Races permitted pursuant to this subsection shall not be subject to the time/frequency requirements established in subsections (b) and (c) of this Section.

SECTION 2. Any provision of the Santa Monica Municipal Code or appendices thereto inconsistent with the provisions of this Ordinance, to the extent of such inconsistencies and no further, is hereby repealed or modified to that extent necessary to effect the provisions of this Ordinance.

SECTION 3. If any section, subsection, sentence, clause, or phrase of this Ordinance is for any reason held to be invalid or unconstitutional by a decision of any court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have passed this Ordinance and each and every section, subsection, sentence, clause, or phrase not declared invalid or unconstitutional without regard to whether any portion of the ordinance would be subsequently declared invalid or unconstitutional.

SECTION 4. The Mayor shall sign and the City Clerk shall attest to the passage of this Ordinance. The City Clerk shall cause the same to be published once in the official

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Packet Pg. 616 Attachment: EMERGENCY ORDINANCE AMENDING SECTION 4.68.160 [Revision 2] (7331 : Urgency Ordinance to Establish a New 5K Race 6 newspaper within 15 days after its adoption. Pursuant to Sections 615 and 619 of the City Charter, for reasons stated in the above recitals, the City Council declares this ordinance to be necessary as an emergency measure for preserving the public peace, health, and safety, with the result that this ordinance shall be introduced and adopted at the same meeting, shall become effective immediately upon its adoption.

APPROVED AS TO FORM:
_________________________

HEIDI VON TONGELN
Interim City Attorney

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Packet Pg. 617 Attachment: EMERGENCY ORDINANCE AMENDING SECTION 4.68.160 [Revision 2] (7331 : Urgency Ordinance to Establish a New 5K Race City Council
Report
City Council Meeting: October 28, 2025
Agenda Item: 4.F
1 of 5
To: Mayor and City Council
From: Oliver Chi, City Manager, City Manager's Office
Subject: Authorization to Enter into Third Amendment to Amended and Restated Lease Agreement with Bank of America for City-Owned Property Located at 1301 Fourth Street
Recommended Action
Staff recommends that the City Council authorize:

1. City Manager to negotiate and execute a Third Amendment to the Amended and Restated Lease Agreement with Bank of America for the City-owned property at 1301 Fourth Street. The Third Amendment would extend term from February 1, 2026 through December 31, 2028; and

2. Adopt a finding of no possibility of significant effect pursuant to Section 15061(b)(3) of the California Environmental Quality Act (CEQA) Guidelines.

Summary
The City’s existing lease agreement with Bank of America (Tenant) is in effect through February 28, 2026. The term was authorized through a Second Amendment in accordance with Section 4.2 of the Lease. Tenant is seeking a Third Amendment for additional term to continue providing services in its current location at 1301 Fourth Street for as long as feasible until the site is redeveloped. The proposed Third Amendment would extend term through December 31, 2028, generating a total of $4,344,122 for the General Fund. In the event the site redevelopment requires more time to implement, the Third Amendment also provides up to three one-year options to extend term through December 31, 2031. If all three options are exercised, the City would receive additional rental revenues of $4,794,807.

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Of note, staff has performed an additional analysis of the potential development timeline for the 4
th / 5th / Arizona site, and that assessment has identified that a 34- month base term through December 31, 2028 will not impair any redevelopment timelines.

For one, the existing Chase Bank lease runs through April 30, 2028, which constitutes a key timeline consideration when assessing how long of a lease we should coordinate for the Bank of America lease.

In addition, even assuming ideal conditions, the current development timeline for the 4 th / 5th / Arizona site is anticipated as follows:
• Surplus Lands Act (SLA) process
o Will last through Q1/Q2-2026
• Identification of a development partner once we clear SLA o Will run through Q4-2026 / Q1-2027
• Exclusive Negotiating Agreement (ENA) period to assess development options w/ selected developer
o Will run through Q3/Q4-2027
• Disposition & Development Agreement (DDA) execution for redevelopment project
o Will run through Q2/Q3-2028
Under this schedule, the earliest construction activity could realistically start would be in late 2028 / early 2029, assuming that a developer moved building plans forward concurrently with DDA deliberations.

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Given these factors, staff believes that extending the Bank of America lease through December 2028 aligns well with our realistic development timeline and ensures the site remains active and secure during the City’s multi-year pre-development process. The extension will not delay or limit future redevelopment and also serves to compliment Chase Bank’s existing 2028 lease term.

Discussion
The City acquired the buildings at 1301 4th Street (Bank of America) and 1333 4th Street (Chase Bank) in 2010 to form the redevelopment opportunity site commonly referred to as “4
/AZ” (Site) due to its location on the corner of 4th Street and Arizona Avenue. The Site consists of nine contiguous parcels totaling 112,000 square feet (approximately 2.57 acres) bounded by 4th Street, 5th Street, and Arizona Avenue.

The Site is required to comply with the Surplus Land Act (SLA) pursuant to Government Code 54220 which requires any disposition of surplus public land must be offered first for affordable housing.

Council adopted Resolution 11646 declaring several parcels including Assessor Parcel Number 4291-011-909 (1301 Fourth Street) as surplus land at its meeting on February 25, 2025. A Notice of Availability (NOA) for the Site was released on June 30, 2025. The City’s Housing Division is currently in the process of evaluating the interest received from the NOA and will undertake good faith negotiations with proposers in accordance with the SLA.

The timeframe of good faith negotiations including entering into an exclusive negotiation agreement and a disposition and development agreement for the Site will depend on a variety of factors such as complexity of proposed project, financing, and/or entitlements. As such, the term of the lease extension is structured to provide flexibility for the City while allowing Tenant to continue to provide uninterrupted banking services in Downtown Santa Monica for local businesses, employees, residents, and tourists. Moreover, the extension preserves an important revenue

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stream for the City until redevelopment plans for the 4AZ Site are solidified and construction is ready to commence.

The lease with Tenant is a standard triple net lease. Under a triple net lease, the Tenant pays rent plus all three additional expenses of possessory interest taxes, insurance and maintenance costs. The Third Amendment provides term through December 31, 2028 with three one-year options to extend at the City’s discretion.

Except for the new extended term and rental rates, the Amended and Restated Lease and subsequent amendments shall continue in full force and effect.

The City will receive $4,344,122 in rental revenues for the term through December 31, 2028. If the City exercises the options to extend beyond December 31, 2028, Tenant will pay rents that are adjusted accordingly by 3% for each option year extended. If all three options to extend are exercised, the City will receive $4,794,807 in additional rental income from this property.

Past Council Actions
Meeting Date Description
5/11/2010 (Attachment A) Acquisition of Property at 1301 – 1333 Fourth Street 2/25/2025 (Attachment B) Adoption of a Resolution of Inventory of City-Owned Properties Subject to the Surplus Lands Act
Financial Impacts and Budget Actions
Lease Revenues are deposited in the General Fund in account 01700014.414000. If approved, the proposed lease extension is expected to generate an additional four months of lease revenues, or $496,911, in FY 2025-26. Additionally, the proposed lease extension will generate additional revenues in future years, as summarized below.

Year
Current Lease
Revenues
Proposed
Change
Lease Revenues under
Lease Extension

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Budget
adjustments will be incorporated in the FY 2024-25 Year-End Budget or FY 2025-26 Midyear Budget, as needed.

Prepared By: Nia Tang, Economic Development Administrator Approved Forwarded to Council
Attachments:

A. Attachment A: Acquisition of Property at 1301–1333 Fourth Street (Web Link) B. Attachment B: Adoption of Resolution and Approval of Release of Request for Proposals for City-Owned Sites Designated Affordable Housing Development in City's 6th Cycle Housing Element (Web Link)
C. Levine - BofA
D. Oaks - BofA
E. Written Comments
FY 2025-26

965,688

496,911

1,462,599
FY 2026-27

1,505,641

1,505,641
FY 2027-28

1,550,810

1,550,810
FY 2028-29*

790,759 790,759
Total 965,688

4,344,121 5,309,809
*through December 31, 2028

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City of Santa Monica Levine Act Disclosure Form

CITY OF SANTA MONICA

Code Regs. Section 18438.1, which states:

4.F.c
Packet Pg. 623 Attachment: Levine - BofA (7344 : Third Lease Amendment with Bank of America for 1301 4th Street) City of Santa Monica Levine Act Disclosure Form
Answering YES does not preclude the City of Santa Monica from awarding a contract, license, permit, or entitlement or taking any subsequent action related to the item. It does, however, preclude the identified City Officer from participating in any actions related to such item.

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

Signed: ____________________________Date: ____________________ Print Name: _________________________ Title: _____________________ Company: __________________________
Additional Disclosures:

Please note this form is a public record and subject to a California Public Records Act request.

October 20, 2025
CA8-115 50645

4.F.c
Packet Pg. 624 Attachment: Levine - BofA (7344 : Third Lease Amendment with Bank of America for 1301 4th Street) SANTA MONICA CITY ATTORNEY’S OFFICE
TO: Public
FROM: City Attorney’s Office
RE: Levine Act Disclosure Form
The Levine Act (Government Code 84308) is a California law aimed at preventing “pay to play” practices by prohibiting parties, participants, and their agents in a proceeding involving a license, permit, or other entitlement from contributing more than $500 to an officer of the City during a 12-month period. The prohibition applies to any 12-month period while the proceeding is pending and for 12 months following the date a final decision is rendered in the proceeding.

For instance, the Levine Act applies to the following:
x Building and development permits
x Conditional use permits
x Contracts generally (unless an exception applies):
o Real property contracts for purchase, sale, lease
o Contract amendments
o Settlement agreements
o Contracts for goods, services, professional services that are not awarded pursuant to a competitive process
x Public street abandonments
x Private development plans
x Professional license revocations
x Rezoning of specific real estate parcels
x Event permits
x Rulemaking procedures affecting a particular industry where only a small number of businesses are affected
x Special district formation proceedings involving the creation of a special use or benefit to the person in the district
x Tentative subdivision and parcel maps

4.F.c
Packet Pg. 625 Attachment: Levine - BofA (7344 : Third Lease Amendment with Bank of America for 1301 4th Street)

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Santa Monica City CouncilOctober 28, 2025

Santa Monica City Council
October 28, 2025