Agenda packet — South Lake Tahoe City Council, February 13, 2024

City Council
Cody Bass, Mayor
John Friedrich, Mayor Pro Tem
Cristi Creegan, Councilmember
Tamara Wallace, Councilmember
Scott Robbins, Councilmember
Mission of the City Council
The City was established to provide essential,
outstanding and cost-effective services that
enhance environmental sustainability, economic
vitality and the quality of life for our residents,
businesses and guests.

City of South Lake Tahoe
City Council and South Tahoe Joint Powers Parking
Financing Authority
Meeting Agenda
Tuesday, February 13, 2024 at 9:00 am
City Hall - Council Chambers - 1901 Lisa Maloff Way, South Lake Tahoe ------------------------------------------------------------------------------------------------------- Mayor Pro Tem Friedrich will be participating via teleconference from Holiday Inn Express (lobby) 69 Boston St. Boston, MA 02125, a location accessible to the public.

Public Participation
City Council meetings are held in person at the time and location listed on this agenda. Meetings are livestreamed on Channel 21, City website at www.cityofslt.us, YouTube at https://www.youtube.com/channel/UC3LYne8Ih-kTPLnnuyJW9SQ/live and via ZOOM at this link https://us06web.zoom.us/j/82235732687
A public agenda packet is available for review at City Hall, 1901 Lisa Maloff Way, on the City’s Website at www.cityofslt.us, or by contacting the City Clerk's Office, (530) 542-6005 or [email protected] Providing Public Comment:

In Person: Every agenda for regular meetings provides an opportunity for members of the public to directly address the legislative body (City Council), on any item of public interest which is within the jurisdiction of the City Council during Public Communications. For items on the agenda or in connection with any item which the City Council will consider, the public is given the opportunity to comment before or during the City Council's consideration of the item [Government Code Section 54954.3(a)].

Remote Participation: If you are joining the meeting via ZOOM and would like to make a comment, press the 1 "raise a hand" button. If you are joining the meeting via Channel 21 or live stream and would like to make a comment, please call (530) 542-6500. The meeting ID is: 822 3573 2687 press *9 to indicate a desire to make a comment. Press *6 to unmute your phone. The Clerk will call you by the last three digits of your phone number when it is your turn to speak. Note: The Mayor reserves the right to conduct the meeting with inperson public participation only, if there is a technology malfunction that precludes the use of remote public participation.

In Writing: Written comments received by 3 p.m. the day before the meeting will be distributed to City Council prior to the meeting. Written public comment regarding any item on this agenda may be sent to [email protected]. When emailing comments, identify the agenda item number in the subject line to which your comments relate. Any such comment that is a public record and is emailed to [email protected] or otherwise provided to a majority of the City Council before the meeting will be made available for public inspection during normal business hours at the City Clerk's Office located at City Hall, 1901 Lisa Maloff Way, South Lake Tahoe [Government Code Section 54957.5(b)]. Written comments will not be read out loud during the meeting.

The City Council Chambers meeting facility is accessible to people with disabilities. Every reasonable effort will be made to accommodate any person needing special assistance to attend this meeting. Contact the City Clerk at (530) 542-6005 at least 48 hours in advance of the meeting for assistance [28 CFR 35.102.35.104 ADA Title II and Brown Act Government Code Sections 54953.2, 54954.1, 54954.2, and 54957.5].

Spanish Interpretations: The public may access Spanish interpretation using the ZOOM link listed on the front of the Agenda from an internet device (smartphone, laptop, tablet, home computer) with audio capabilities and selecting the Spanish language option. Persons without an internet device may attend the meeting in-person and a device will be provided while supplies last. Requests for interpreter services to offer public comment may be made by contacting the City Clerk.

Call to Order/Pledge of Allegiance
Land Acknowledgement
The City of South Lake Tahoe acknowledges the lands we occupy today are the lands and home of the Wašíšiw, the people from here known today as the Washoe Tribe of Nevada and California, a sovereign nation. Since the beginning of time and for thousands of years before the arrival of any other people, the Washoe lived here and cared for this place, with values and intention that we can all learn from. On behalf of the City Council, I would like to acknowledge, thank, and honor the Indigenous Washoe Tribal Communities that are the past, present, and future stewards of the Lake Tahoe Basin.

Closed Session Report
Roll Call
Public Communications
This is the public's opportunity to speak on any topic NOT LISTED on this agenda. Comments shall be limited to four (4) minutes. In accordance with the Brown Act, the City Council cannot deliberate or vote on any matter raised under public communications, but may briefly respond to statements made or questions posed. (Government Code Sections 54954.2)
City Commission Reports
2 1. City Council Meeting Minutes

2. Ratification of Law Enforcement Specialized Unit Grant Application to California Office of Emergency Services for $203,142 for Domestic Violence Programs

3. Application to Federal Emergency Management Agency for Assistance to Firefighters Grant

4. Grant of $1,000,000 from California Tahoe Conservancy for the Tahoe Valley Stormwater & Greenbelt Improvement Project
Consent Agenda
Public Comment - This is the public's opportunity to speak on any topic listed on the Consent Agenda.

Comments shall be limited to three (3) minutes.

The consent agenda consists of items of a repeating or routine nature considered under a single action.

Any Councilmember may have an item on the consent agenda removed and considered separately upon request.

Pass a Motion to adopt the Consent Agenda in one motion except as indicated at each item.

Requested Action / Suggested Motions: Pass a Motion approving the January 23, 2024 Regular City Council meeting minutes.

Responsible Staff Member(s): Susan Blankenship, City Clerk Item 1 Executive Summary.pdf
01 23 2024 Meeting Minutes.pdf
Requested Action / Suggested Motions: Pass a Resolution ratifying grant application, authorizing and directing the Mayor to execute the grant agreement, and authorizing receipt of grant funds from the California Office of Emergency Services (CalOES) in support of the South Lake Tahoe Police Department and Live Violence Free through the Law Enforcement Specialized Unit Grant for calendar year 2024 in an amount up to $203,142.

Responsible Staff Member(s): Jeff Roberson, Police Lieutenant Item 2 Executive Summary.pdf
01-Staff_Report_-_CalOES_Grant_2024(3).docx
02-Resolution-CalOES Live Violence Free Grant.docx
03-SLTPD-LVF Operational Agreement 2024.pdf
04-LE23 07 7994 - SUBAWARD.pdf
05-SLTPD - LVF Sole Source 2024.pdf
Requested Action / Suggested Motions: Pass a Resolution authorizing the Fire Chief to apply for an Assistance to Firefighters Grant in the amount of $687,245 for Self Contained Breathing Apparatus replacement and upgrade.

Responsible Staff Member(s): Jim Drennan, Fire Chief, and Tom Jones, Engineer Item 3 Executive Summary.pdf
01 - Staff Report - SCBA Grant.docx
02-Resolution - 2023 SCBA AFG Application.docx
Requested Action / Suggested Motions: Pass a Resolution accepting and appropriating California Tahoe Conservancy Grant Funding for the Tahoe Valley Stormwater & Greenbelt Improvement Project in an amount of $1,000,000.

CEQA Determination: The Planning Commission adopted a Mitigated Negative Declaration for the Project on May 9, 2019, and this action does not require additional review under CEQA Guidelines section 15162.

Responsible Staff Member(s): Stan Hill, Engineering Manager, Jason Burke, Complete Streets Program Manager, and Brianna Greenlaw, Associate Civil Engineer Item 4 Executive Summary.pdf
3 5. Community Development Block Grant Program Coronavirus Response Allocation of Remaining Funding to Tahoe Coalition for the Homeless for Bear's Den Inn Rehabilitation in an Increased Amount Not to Exceed $1,169,124.88

6. Retired Investigators Guild Donation Authorization

7. Amendment No. 2 to Agreement with Walker Consultants for the Bellamy Parking Garage Upgrade Project to Add $46,200 and Extend Term to December 2025 01-Staff Report - Grant Funding.docx
02-Project Location Map.pdf
03-Resolution-CTC Grant Accept Tahoe Valley Greenbelt Project.docx 04-Res 2023-041 CTC Grant Application.pdf
Requested Action / Suggested Motions: 1) Pass a Resolution amending the Standard Agreement issued under the 2020 Community Development Block Grant Program Coronavirus Response to add an amount not to exceed $1,169,124.88, for a total amount not to exceed $1,674,756.88; and 2) Pass a Motion authorizing and directing the City Manager to execute revised Amendment No. 2 to the Subrecipient Agreement between the City of South Lake Tahoe and Tahoe Coalition for the Homeless for any additional funds allocated from the 2020 Coronavirus Response Round 2 & 3, in an amount not to exceed $1,169,124.88.

CEQA Determination: This project is exempt under CEQA Guidelines section 15031 (Existing Facilities).

Responsible Staff Member(s): Jessica Wackenhut Lomeli, Housing Manager Item 5 Executive Summary.pdf
01 - Staff Report - Amendment CDBG TCH.docx
02-Resolution - CDBG Allocation of Remaining Funding.docx 03-Scope of Remaining Work - Increased Costs Bears Den.pdf 04-Attachments A-I Bids.pdf
05-January 9, 2024 Staff Report.pdf
06-Resolution 2024-005 Amendment to CDBG.pdf
07-Amendment 2 to Subrecipient Agreement with TCH.docx
Requested Action / Suggested Motions: Pass a Resolution approving the acceptance of donated volunteer hours in a value potentially exceeding $10,000 from the Retired Investigators Guild for the purposes of providing investigative assistance with cold cases.

Responsible Staff Member(s): Nick Carlquist, Detective Sergeant, and David Stevenson, Chief of Police
Item 6 Executive Summary.pdf
01-Staff Report - Retired Investigators Guild Donation.docx 02-Resolution - Retired Investigators Guild Donation Acceptance.docx 03-MOU with Retired Investigators Guild
04-City Donation Form
Consent- South Tahoe Joint Powers Parking Financing Authority Requested Action / Suggested Motions: Acting as the South Tahoe Joint Powers Parking Financing Authority, Pass a Resolution authorizing and directing the Mayor to execute Amendment No. 2 to the Agreement with Walker Consultants to add $46,200 for a not-to-exceed contract amount of $246,866, appropriate $46,200 from the Parking Garage Fund Balance for the Bellamy Garage Upgrade Project, and extend the term to December 2025.

CEQA Determination: This action is categorically exempt under CEQA Guidelines section 15301 (existing facilities).

Responsible Staff Member(s): Anush Nejad, Director of Public Works, and Jeff Roberson, Operations Lieutenant
Item 7 Executive Summary.pdf
01-Staff Report - Walker Amendment.docx
4 8.

Joint Exercise of Powers Agreement with El Dorado County to establish a Tahoe South Shore Transit Joint Powers Authority

9. Professional Services Agreement with CentralSquare Technologies LLC for Either Hosted (Cloud) or On-Premises Finance System Upgrade

10. City Council Assignments to South Lake Tahoe Recreation Facilities Joint Powers Authority

11. City Council Designees to Ameca Sister City Trip

12. Cannabis Community Benefit Fee Revenue Allocation Policy, Grant Program Guidelines, and Application
02 - STJPPA Resolution -Bellamy Parking Garage.docx
03 - C-047-2022 Agreement with Walker Consultants.pdf
04 - C-187-2022 Amendment No. 1 to Walker Consultants.pdf 05 - Amendment No. 2.pdf
Regular-New Business
Requested Action / Suggested Motions: Pass a Resolution authorizing and directing the City Manager and City Attorney to enter negotiations with El Dorado County on a Joint Exercise of Powers Agreement to establish a Tahoe South Shore Transit Joint Powers Authority.

Responsible Staff Member(s): Hilary Roverud, Assistant City Manager Item 8 Executive Summary.pdf
01-Staff Report - EDC Joint Exercise of Power Agreement for Microtransit.docx 02-Resolution - Authorizing JPA Negotiations with EDC.docx Requested Action / Suggested Motions: City Council may either: 1) Pass Resolution authorizing and directing the City Manager to execute Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise Hosted (Cloud) Software Upgrade for a cost for the first year of $118,606 and subsequent annual cost of $105,906 and Additional General Fund Budget Appropriations of $86,606: or 2) Pass a Resolution authorizing and directing the City Manager to execute Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise On-Premises Software Upgrade for an annual cost of $73,835 and Additional General Fund Budget Appropriations of $41,385.

Responsible Staff Member(s): Olga Tikhomirova, Finance Director Item 9 Executive Summary.pdf
01-Staff_Report_-_Amendment to Contract with CentralSquare.docx 02-Resolution-Finance Software upgrade Cloud.docx
03- CSLT PSA- CentralSquare Jan 2024 Cloud.pdf
04-Resolution-Finance Software upgrade OnPremises.docx
05 - CSLT PSA- CentralSquare Jan 2024 OnPremises.pdf
Requested Action / Suggested Motions: Pass a Motion assigning an alternate to the South Lake Tahoe Recreation Facilities Joint Powers Authority.

Responsible Staff Member(s): Susan Blankenship, City Clerk Item 10 Executive Summary.pdf
01-Staff Report-Assignments to Commission & Boards.docx 02-2024 City Council Assignments (01 09 2024).pdf
Requested Action / Suggested Motions: Pass a Motion designating two members of City Council to attend an Ameca Sister City Trip, February 28-March 4, 2024, at no cost to the City.

CEQA Determination:

Responsible Staff Member(s): Joseph Irvin, City Manager Item 11 Executive Summary.pdf
01-Staff_Report_CC Designees to Ameca Sister City Trip.docx 5 13. Agenda Planning Calendar
Requested Action / Suggested Motions: Pass a Motion directing the City Manager to bring back a resolution to update the Cannabis Community Benefit Fee Revenue Allocation Policy, Cannabis Revenues Grant Program Guidelines, and Application.

Responsible Staff Member(s): Sara Letton, Sustainability Coordinator Item 12 Executive Summary.pdf
01_-_Staff_Report-CRGP_Guidelines_2024_Discussion.docx
02 - Res 2021-039 Cannabis Fee Boys Girls Club - Cannabis Revenue Allocation Policy.pdf 03 - 2023 CRGP Application Questions.pdf
04 - Financial Policies Granting Funds for Community Benefit.pdf Agenda Planning Calendar
Requested Action / Suggested Motions: A Councilmember may request that an item be placed on a future agenda. Upon the support of one (1) additional Council Member, direction shall be given to the City Manager to calendar the item for a convenient future agenda, but no sooner than the second meeting after the request was made, and/or modify the Agenda Planning Calendar as desired.

Responsible Staff Member(s): Joseph Irvin, City Manager Item 13 Executive Summary.pdf
APC - 02 08 2024.pdf
Updates and Announcements (City Attorney, City Clerk, City Manager) Councilmember Reports and Comments - Assignments to Boards, Committees, and Commissions
Adjournment
I, Susan Blankenship, City Clerk for the City of South Lake Tahoe, declare that the foregoing agenda for the Tuesday February 13, 2024, City Council and South Tahoe Joint Powers Parking Financing Authority was posted and available for review on Thursday, February 8, 2024, at City Hall, 1901 Lisa Maloff Way, South Lake Tahoe, CA 96150. The agenda was also available on the City website at https://www.cityofslt.us.

Signed February 8, 2024 \\sb\\ Susan Blankenship, Elected City Clerk 6 City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:1
Agenda Item: City Council Meeting Minutes
Requested Action / Suggested Motions: Pass a Motion approving the January 23, 2024 Regular City Council meeting minutes.

Responsible Staff Member: Susan Blankenship, City Clerk Attachments:
01 23 2024 Meeting Minutes.pdf
7 01 23 2024 CC Minutes
City of South Lake Tahoe
City Council Meeting Minutes
Tuesday, January 23, 2024 at 5:30 pm
City Hall - Council Chambers - 1901 Lisa Maloff Way,
South Lake Tahoe
NOTE: The Meeting Minutes represent actions taken during the meeting of the City Council. Complete Council member discussions on Regular Session meeting items can be viewed in archived video recordings on the City’s website at http://www.cityofslt.us Public submittals on items are retained in the administrative record and can be viewed in the City Clerk’s repository at http://www.cityofslt.us

Call to Order/ Pledge of Allegiance
At 5:32 p.m. Mayor Bass called the meeting to order. Mayor Bass then led the pledge of allegiance to the flag.

Land Acknowledgement
Mayor Bass read the Washoe Tribe of Nevada and California Land Acknowledgement.

Roll Call
Present were Mayor Bass, Mayor Pro Tem Friedrich, and Councilmembers Creegan, Wallace, and Robbins.

Also present were City Manager Irvin, City Attorney Stroud, and City Clerk Blankenship.

Closed Session Report
None.

Proclamations

1. Issued a Proclamation to Heather Anderson and Chelsea Thomas of Tahoe Youth and Family Services recognizing January 2024 as “National Stalking Awareness Month” Public Communications
Public Comment was heard from the following people:

1. Steve Teshara, Lake Tahoe South Shore Chamber of Commerce- Vacancy tax, TOT, minimum wage mandate

2. Tom Spencer- Vacancy tax *provided written materials

3. Kenney Curtzweiler- Drugs and alcohol impact on decision-making

4. Louis Pierini- Planning Commission public comment

5. Melissa Soderston, Tahoe Forests Matter- Forest thinning and sawmills *provided written materials

6. Erick Asbury, Owner of South Lake Tahoe Electric- Vacancy Tax, minimum wage mandate

7. Jan McCarthy, Stardust Lodge- TOT,

8. Rich Bodine, Director of Operations, Hotel Azure- TOT, vacancy tax, minimum wage mandate

9. Angie Reagan- Call for ceasefire in Gaza

10. Seth Dallob- Minimum wage mandate, tax increases
8 01 23 2024 CC Minutes

11. Gavin Feiger, Lake Tahoe Bicycle Coalition- Thank you to City for clearing the paths and sidewalks

12. Brennan Turion, Owner, Lake Tahoe Pizza Company- Tax increases

13. Natalie Yanish- Tax increases

14. Jerry Bindel, General Manager, Forest Suites Resort- TOT, vacancy tax, minimum wage mandate

15. Duane Wallace, CEO, South Tahoe Chamber of Commerce-Tax increases

16. Tom Davis- Tax increases, vacancy tax

17. Ed Mosur- Vacancy tax,

18. Anonymous- Vacancy tax, minimum wage mandate

19. Stacey Ballard- Zoom accessibility, affordable housing, call for ceasefire in Gaza Written Public Comments were received from the following people:

1. David Jinkens- Vacancy tax, minimum wage mandate, property transfer tax

2. Eric Alexander- Artificial intelligence impact on the working population

3. John Carlos- Independence from LTVA

4. Ralph Digia- Cell towers

5. Ralph Digia (2)- Cell towers

6. Dan Henson- Minimum wage mandate

7. Gigi Herbert, Tahoe Keys Resort Inc- TOT

8. Peter Norman- Cell towers

9. Emily Post- TRPA and NTRPA operations

10. Walter Pinniped- Councilmember Wallace

11. Shirley Briggs- Cell towers

12. Asa Briggs- Cell towers

13. David Chain- Environmental health

14. Brent Wisner- Cell towers

15. Edith Chase- Cell towers

16. Lionel Hutz- City Attorney Stroud

17. Theo Colborn- Environmental health in nursing

18. Peter Lesgaft- Bioinitative 2012

19. Mike Judge- Tahoe Prosperity Center

20. Granville Fortescue- Tahoe Prosperity Center

21. Granville Fortescue (2)- Land preservation

22. Ernest Coe- Cell towers

23. Dale Martin- Vacancy tax

24. Carol Daum- Vacancy tax
City Commission Reports
None.

Presentations

2. Geographical Information Systems (GIS) Services Presentation Action: Received and Filed.

Public Comment was heard from the following person:

1. Seth Dallob
Consent Agenda
Note: Mayor Bass recused himself from voting on item 4 due to real property interest and item 9 due to financial interest in the cannabis industry.

Action: Moved/Seconded: Wallace/ Friedrich
Yes: Bass, Friedrich, Creegan, Wallace, Robbins
Action: Passed consent agenda with noted recusals.
9 01 23 2024 CC Minutes

3. City Council Meetings
Action: Passed Motion 2024-009 approving the January 9, 2024 Regular City Council meeting minutes.

4. Annual Accountability Report for Fiscal Year 2022-2023 for the Bijou Area Erosion Control Project, Community Facilities District (CFD2014-1)
Action: Received and Filed.

5. Enterprise License Agreement Extension with Esri
Action: Passed Motion 2024-010 authorizing and directing the Mayor to execute an Enterprise License Agreement extension with Esri (C-015-2024) for Geographical Information System software at an annual cost of $28,400 for 3 years for a total of $85,200.

6. Cost Sharing Cooperative Agreement with Caltrans for US 50 Road Safety Audit Action: Passed Resolution 2024-010 authorizing and directing the mayor to execute a cost-sharing agreement with Caltrans (C-016-2024) for US 50 Road Safety Audit and appropriating $35,000 from the City's General Fund Undesignated Excess Reserves to cover the City's share.

7. Appropriation of $112,250 for Amended Purchase Price for Zaugg Snow Blowers Action: Passed Resolution 2024-011 amending the purchase price for two Zaugg Rolba 3000 Snow Blowers (C-017-2024) from a total of $1,200,212 to a total of $1,312,460.70 and appropriating $112,250 from Fund 208 Snow Removal Equipment Replacement Available Fund Balance.

8. Request to Apply to Host a CivicSpark Fellow for 2024-25 and Appropriating Budget Action: Passed Motion 2024-011 authorizing staff to apply as a site host for the CivicSpark program year 2024-25, and (2) Passed Resolution 2024-012 appropriating $31,000 from available General Fund Undesignated Excess Reserves.

9. Amendments to Cannabis Ordinance, Public Safety License Ordinance, and Clean Indoor Air Act Ordinance Allowing On-Site Consumption and Curbside Delivery, and Regarding Medicinal Delivery and Removal of Outdated Provisions Regarding Development Agreements and Existing Medical Marijuana Dispensaries (Second Reading)
Action: Passed ORD 2024-1181 Amending South Lake Tahoe City Code Chapter 6.55, Article X (Cannabis Regulations), Chapter 4.180 (Cannabis Public Safety License Ordinance), and Chapter

4.100 (Clean Indoor Air and Health Protection) to Allow On-Site Consumption at Cannabis Retailers, Allow Curbside Delivery, Remove Outdated Provisions Regarding Development Agreements and Existing Medical Marijuana Dispensaries, and to Comply with Changes in State Law Regarding Smoking in Workplaces.

Public Comment was heard from the following people:

1. Helen Neff
Public Hearing

10. Tentative Map Extension for 3708 Highway 50 Town Homes Tentative Map, File #23-131:

Note: Councilmember Robbins recused himself on this item due to real property interest and left the meeting.

Action: Moved/Seconded: Wallace/Creegan
Yes: Bass, Friedrich, Creegan, Wallace

Absent: Robbins
Action: Passed Resolution 2024-013 granting a 24-month extension for 3708 Highway 50 Town Homes Tentative Subdivision Map.
10 01 23 2024 CC Minutes
Public Comment was heard from the following person:

1. Ed Mosur
At this time, Councilmember Robbins returned to the meeting.

11. Letter of Public Convenience or Necessity for Pirate’s Chest Tahoe LLC, Located at 2435 Venice Drive, Suite 107
Action: Moved/Seconded: Wallace/Creegan
Yes: Bass, Friedrich, Creegan, Wallace, Robbins
Action: Passed Resolution 2024-014 approving and authorizing the Planning Manager and Chief of Police to submit a Letter of Public Convenience or Necessity to the California Department of Alcoholic Beverage Control for the issuance of a Type 20 License for the premises at 2435 Venice Dr, Ste.107 (Pirate’s Chest Tahoe LLC).

Regular- Unfinished Business

12. Increased Fines for Vacation Home Rental Citations
Action: Moved/Seconded: Robbins/Friedrich
Yes: Bass, Friedrich, Creegan, Robbins
No: Wallace
Action: Passed Resolution 2024-015 increasing fines for Vacation Home Rental citations to $1,500 for the first occurrence, $3,000 for the second occurrence within the year, and $5,000 for subsequent occurrences within the same year.

Public Comment was heard from the following people:

1. Ed Mosur

2. Duane Wallace, South Tahoe Chamber of Commerce
Regular- New Business

13. Updated Resolution and Citizen Appointments to Boards and Commissions Action: Moved/Seconded: Robbins/Friedrich
Yes: Friedrich, Robbins
No: Bass, Creegan, Wallace
Action: Failed Motion 2024-012 appointing Gavin Feiger and Keith Roberts to two-year terms and Jackson Realo to a one-year term to the Planning Commission.

Action: Moved/Seconded: Robbins/Creegan
Yes: Creegan, Wallace
No: Bass, Friedrich, Robbins
Action: Failed Motion 2024-013 appointing Keith Roberts and Jackson Realo to two-year terms and Julie Lucksinger to a one-year term to the Planning Commission.

Action: Moved/Seconded: Robbins/Creegan
Yes: Bass, Friedrich, Creegan, Robbins
No: Wallace
Action: Passed Motion 2024-014 appointing Gavin Feiger and Julie Lucksinger to two-year terms and Jackson Realo to a one-year term on the Planning Commission.

Action: Moved/Seconded: Wallace/Creegan
Yes: Bass, Friedrich, Creegan, Wallace, Robbins
Action: Passed Motion 2024-015 appointing Amelia Richmond, Jerry Bindel, and David Gregorich to serve two-year terms on the Parks and Recreation Commission.

Action: Moved/Seconded: Wallace/Friedrich
Yes: Bass, Friedrich, Creegan, Wallace, Robbins
Action: Passed Resolution 2024-016 amending Resolution 2023-013 section 3 for City Commissions, Boards, and Committees; Arts, Culture, and Tourism Commission, to include 5 voting members: one 11 01 23 2024 CC Minutes
youth member, one Boys and Girls Club member, and the remainder membership to citizens at large. If a youth member or Boys and Girls Club member do not apply or are not chosen, the positions may be given to citizens at large. Tourist Improvement District or Lodging Association member will continue to be a non-voting representative. The City Clerk will continue to solicit applications for the Arts, Culture, and Tourism Commission; Police Advisory Commission; and, the Building Board of Appeals, and bring this item back February 27, 2024.

Public Comment was heard from the following people:

1. Gavin Feiger

2. Keith Roberts

3. Doug Williams

4. Jackson Realo

5. Julie Lucksinger

6. Amelia Richmond

7. Jerry Bindel

8. David Gregorich

9. Alex Robinson
Agenda Planning Calendar

14. Agenda Planning Calendar
Action: Received and Filed.

Updates and Announcements (City Attorney, City Clerk, City Manager) City Manager Irvin

1. Upcoming Bijou Park connector trail survey
City Clerk Blankenship

1. Recreation Facilities JPA request for an alternate to the committee (Council provided consensus) Councilmember Reports and Comments
Councilmember Robbins

1. Unable to attend Recreation Facilities JPA

2. May be remote at next City Council meeting
Councilmember Creegan

1. Attended California Tahoe Emergency Services Operations Authority (Cal Tahoe JPA) meeting Councilmember Wallace

1. Attended California Tahoe Emergency Services Operations Authority (Cal Tahoe JPA) meeting

2. Attended Clean Tahoe board meeting
Mayor Pro Tem Friedrich

1. Attended final day of Flight Deck Bar and Grill, new tenant welcome

2. Attended Tahoe Transportation District meeting
Mayor Bass

1. Charter City Subcommittee postponed pursuing Charter City status for a few years

2. Attended Park Avenue Development Project Plaza Maintenance Association meeting

3. Requested airport signage item (Wallace seconded)
Adjournment
At 8:04 p.m. Mayor Bass adjourned the meeting.
12 01 23 2024 CC Minutes
_____________________ Date: _______________
Cody Bass, Mayor
Attest:
______________________
Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
13 City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:2
Agenda Item: Ratification of Law Enforcement Specialized Unit Grant Application to California Office of Emergency Services for $203,142 for Domestic Violence Programs Executive Summary: The South Lake Tahoe Police Department and Live Violence Free (LVF) collectively receive the 2024 CalOES grant, valued at $203,142, to partially fund responses to domestic violence and sexual assault. Funding is distributed to the Police Department, LVF, the Joint Dispatch Center, and covers grant administrative costs.

Requested Action / Suggested Motions: Pass a Resolution ratifying grant application, authorizing and directing the Mayor to execute the grant agreement, and authorizing receipt of grant funds from the California Office of Emergency Services (CalOES) in support of the South Lake Tahoe Police Department and Live Violence Free through the Law Enforcement Specialized Unit Grant for calendar year 2024 in an amount up to $203,142.

Responsible Staff Member: Jeff Roberson, Police Lieutenant Reviewed and Approved By: Susan Blankenship, City Clerk Olga Tikhomirova, Director of Finance Heather Stroud, City Attorney
Attachments:
01-Staff_Report_-_CalOES_Grant_2024(3).docx
02-Resolution-CalOES Live Violence Free Grant.docx
03-SLTPD-LVF Operational Agreement 2024.pdf
04-LE23 07 7994 - SUBAWARD.pdf
05-SLTPD - LVF Sole Source 2024.pdf
14 Council Agenda Report-February 13, 2024 Page 1 of 2
City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Law Enforcement Specialized Unit Grant – Domestic Violence Programs Location: Citywide
Responsible Staff Member: Jeff Roberson, Police Lieutenant (530) 542-6521 Background:

Since 2003, the South Lake Tahoe Police Department has worked in partnership with Live Violence Free to supplement the investigation of, and response to domestic violence incidents, advocate for involved parties, educate the community and law enforcement on domestic violence issues, and provide counselling services to victims and perpetrators.

The Law Enforcement Specialized Unit program plays a vital role in the Police Department’s ability to effectively protect victims of domestic violence and prosecute the offenders. Domestic violence continues to be a significant issue in our community and has devastating long-term effects on victims and families.

For 2024, the South Lake Tahoe Police Department will receive a grant from the California Office of Emergency Services in the amount up to $203,142.00. We have received this grant annually since 2017.

This 2024 Law Enforcement Specialized Unit grant will fund $79,566 toward the salary of one SLTPD Detective. The grant award will provide an additional $13,310 to fund overtime expenses for the Joint Dispatch Center for fielding phone calls related to domestic violence. The grant award will also provide $3,000 to fund the Principal Management Analyst hours for completing grant related reports.

Live Violence Free will receive funding from this grant in operational support of Live Violence Free advocates and administrative costs in the amount up to $107,266. Attached is the Sole Source Justification and the Operational Agreement document between South Lake Tahoe Police Department and Live Violence Free.

The City of South Lake Tahoe would continue to pay salary and benefits for the Detective as a match to the grant in the amount up to $67,714.

The operational period for this specific grant funding cycle is January 1, 2024 through December 31, 2024.

Issue and Discussion:

This item is before the City Council is to ratify the grant application, execute the subrecipient award, and authorize acceptance of grant funds from the California Office of Emergency Services (Cal OES) in support of the South Lake Tahoe Police Department / Live Violence Free Law Enforcement Specialized Unit grant for calendar year 2024 in the amount up to $203,142.
15 Council Agenda Report-February 13, 2024 Page 2 of 2
Financial Implications:

There will be no impact to the General Fund. This is a reimbursement grant that would be administered by the City of South Lake Tahoe. Upon award and funding, the budget will be loaded as follows:

Account # 238 02110
Revenue:
33221 $203,142
Expenses:
41040 $13,310 (Dispatch Overtime)
42010 $107,266 (Live Violence Free Services)
50001 $82,566 (Operating transfer out to General Fund for City of South Lake Tahoe staff, with $79,567 toward the Domestic Violence detective and $3000 towards the Principal Management Analyst staff time hours)
Environmental Considerations:

Not a project: This is not a “project” subject to review under the California Environmental Quality Act (CEQA) under CEQA Guidelines section 15378(b)(2) (continuing administrative or maintenance activities, such as purchases for supplies) Policy Implications:

The approval and receipt of this grant supports Strategic Priority 5.1 Public Safety, Action Item 1) Ensure Police, fire, and snow removal operations receive adequate funding to provide exceptional service to our community.
16 Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the City of South Lake Tahoe
City Council
February 13, 2024
Authorizing receipt of grant funds from the
California Office of Emergency Services (Cal OES) in support of the South Lake Tahoe Police Department and Live Violence Free through the Law Enforcement Specialized Unit Grant
for the calendar year 2024 in an amount up to $203,142

BACKGROUND
A. The City of South Lake Tahoe and Live Violence Free are committed to maintain the Domestic Violence Response Team (DVRT) in support of victims and families of domestic violence, and
B. The City of South Lake Tahoe in partnership with Live Violence Free has applied for, and been awarded, a grant through the California Office of Emergency Services in the amount up to $203,142 in support of the DVRT program for calendar year 2024, and C. Live Violence Free is the only provider of on call domestic and sexual assault victim advocacy, counseling, and professional services in the area. LVF provides extensive crisis intervention and counseling services that directly benefit the health and well-being of our victims, their families, and community families while working cooperatively with the Police Department to identify those needs.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe hereby:

1. Ratifies the SLTPD/LVF Law Enforcement Specialized Unit grant application.

2. Authorizes and directs the Mayor to execute the subrecipient award agreement attached hereto as Exhibit “A”.

3. Approved and authorizes the grant award, and upon funding by Cal OES authorizes the Chief of Police to coordinate with the Finance Department to load the budget as follows:

Account # 238 02110
Revenue Account: 33221 $203,142
Expenses Account: 41040 $ 13,310 (Dispatch / Police Officer Overtime) 42010 $107,266 (Live Violence Free Services)
50001 $ 82,566 (Operating transfer out to General Fund for 17 Resolution 2024-XXX February 13, 2024 Page 2 of 2
City of South Lake Tahoe staff
(PD/Finance))

4. Approves the sole source request for Live Violence Free to provide domestic violence and sexual assault services for an amount not to exceed $107,266.

Adopted by the City of South Lake Tahoe City Council on February 13, 2024 by the following vote:

Yes:

No:

Absent:

Abstain:
________________________ Date:_________
Cody Bass, Mayor
Attest:
________________________
Susan Blankenship, City Clerk
The presence of electronic signatures certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
18 19
The California Governor's Office of Emergency Services (Cal OES) has approved your Grant Subaward application in the amount of $203,142, subject to enactment of applicable State Budget Act. A copy of your approved Grant Subaward is enclosed for your records.

Dear Jeffrey Roberson:

Subject:

Jeffrey Roberson
Lieutenant
South Lake Tahoe, City of - Police Department
1352 Johnson Boulevard
South Lake Tahoe, CA 96150-8200
January 8, 2024
Grant Subaward Application Approval
Law Enforcement Specialized Units Program
Grant Subaward #: LE23 07 7994
Cal OES will make every effort to process payment requests within 45 days of receipt of your Report of Expenditures & Request for Funds (Cal OES Form 2-201).

This Grant Subaward is subject to the Cal OES Subrecipient Handbook. You are encouraged to read and familiarize yourself with the Cal OES Subrecipient Handbook, which can be viewed on the Cal OES website at www.caloes.ca.gov.

Please contact your Program Specialist Elizabeth Wilder, at [email protected] with questions.

Sincerely,
Victim Services Grants Processing Unit
cc: Subrecipient’s file
Program Specialist
3650 SCHRIEVER AVENUE, MATHER, CA 95655
www.CalOES.ca.gov

GAVIN NEWSOM NANCY WARD

GOVERNOR DIRECTOR
20 SPECIAL CONDITION
Grant Subaward No. LE23 07 7994 is hereby approved with the following condition:
x The 2023 STOP funds in the amount of $203,142 cannot be expended until Cal OES has access to funds through the applicable FY2023-24 Federal award.

Should the Federal award(s) be reduced, you will be notified and required to amend the Grant Subaward.

Failure to comply with these requirements may result in the withholding and disallowance of grant payments, the reduction or termination of the Grant Subaward and/or the denial of future grant funds.
21 5HFHLYHGE\&DO2(6/RUQD$OOHQ
0DL/RJ

:HGQHVGD\2FWREHU
017-73108-04 017-73108
City of
ENY: 2023-24 Chapter: 12 SL: 18413
Item: 0690-102-0890 Pgm: 0385
FAIN #: 15JOVW-23GG-00561-STOP 07/01/23-06/30/25
Fund: Federal Trust Fund AL#: 16.588
Program: Law Enforcement Specialized Units Program
Match Req.: 25%, C/IK based on TPC
Project ID: OES23STOP000012
SC: 2023-18413 Amount: $203,142
22 Supplemental Grant Subaward Information – Cal OES 2-101a (11/2022) CALIFORNIA GOVERNOR’S OFFICE OF EMERGENCY SERVICES

SUPPLEMENTAL GRANT SUBAWARD INFORMATION

1. Cal OES Contact Information Section:

Governor’s Office of Emergency Services
Nancy Ward, Director
3650 Schriever Avenue
Mather, CA 95655
(916) 845-8506 (phone)

2. Federal Awarding Agency Section:

3. Project Description Section:
x Project Acronym (Please choose from drop down):

Law Enforcement Specialized Units Program (LE)
x Project Description:

The purpose of the Program is to create or enhance specialized units to provide a coordinated response to victims/survivors of domestic violence and their children.

4. Research & Development Section:
x Is this Subaward a Research & Development grant?
Yes տ No ܈
Fund
Year
Federal Program
Fund / AL#
Federal Awarding
Agency
Total Federal
Award Amount
Total Local
Assistance
Amount
2023 Violence Against
Women Act (STOP) /

16.588
Office of Violence
Against Women
$16,562,077 $14,905,869
23 /(

24 /(

City of
25 /(

&LW\RI6RXWK/DNH7DKRH
26 27
LE23 07 7994
28 29
30 31
32 33
34 35
36 LE23 07 7994
37 38
39 Grant Subaward Budget Pages
Multiple Fund Sources
LE23 07 7994
A. Personnel Costs - Line-item description
and calculation STOP 2023 STOP 2023
Match
Total Amount
Allocated
City of South Lake Tahoe
Domestic Violence Response Team
Detective Salaries:
1 full time Detective assigned to DVRT Progam $79,566 $19,143 $98,709 Regular Salary @ $47.37 hr/ 2080 hours = $98,529.60
Holiday Pay (Salary x 4.62%) $4,552.07
ICI Pay (5% x total salary) $4,926.48
Detective Pay 5% (Salary x 5%) $4,926.48
Uniform Allowance $1,000.00 annually
Section125 $57.69 x 26 $1,499.94
Total Salary & Incentives: $115,434.57
(Only charging $79,567 grant funds/$19,143 match)
Detective Benefits
Workers' Comp (Salary & Incent x 15%) $17,315.19
Health, life, survivor benefits $24,703.18 annually
City PERS (Salary+incent x 21%) $24,241.26 $48,571 $48,571 Vision/ Dental ($166.66 monthly) $1,999.92
Medicare (salary+incent x 1.45%) $1,673.80
SUI (salary+incet x 0.5%) $577.17
Total Benefits: $70,510.52
(Only charging $48,571 match)
Overtime for SLT Dispatch $13,310 $13,310
Approx. 242 hrs @ $55.00/hr OT rate- crisis coverage
Principal Management Analyst $3,000 $3,000
Approx. 43.29 hrs @ $69.31 /hr- Grant Management
Total Salary & Incentives: $113,041.66; Total Benefits
$31,116.59. Total Salary and Benefits $144,158.25
Fully Burdened Rate: $69.31
Personnel Costs Fund Source Totals $95,876 $67,714 $163,590 PERSONNEL COSTS CATEGORY TOTAL ** $163,590
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Pages Multiple Fund Sources - Cal OES 2-106a (Revised 10/2020) 40 Grant Subaward Budget Pages
Multiple Fund Sources
Subrecipient: City of South Lake Tahoe
B. Operating Costs - Line-item description
and calculation STOP 2023 STOP 2023
Match
Total Amount
Allocated
Executive Director @ 0.03 FTE
Responsible for overall agency/project operations
including high level management. Provides direct
supervision to Director of Operations/Client Services,
Director of Administration/Grants, and Director of
Development/Outreach and all contractors.

Coordinates community partnerships and participates
in multi-agency collaborations. Provides direct services as needed.
$8,590 x 6 months x 0.03 FTE $1,546 $1,546
$9,020 x 6 months x 0.03 FTE $1,624 $1,624
Director of Administration & Grants @ 0.03 FTE
Responsible for all fiscal and programmatic aspects of
the project, including budget development and
compliance, modifications, financial reports, high-level grants management, and monitors grant data.

Supervises the Grants & Fiscal Specialist. Collaborates with the contracted Certified Public Accountant and
acts as a liaison between CPA and agency.
$7,333 x 6 months x 0.03 FTE $1,320 $1,320
$7,700 x 6 months x 0.03 FTE $1,386 $1,386
Grants & Fiscal Specialist @ 0.03 FTE
Provides grant management by completing grant
applications, general grants management, and
completing reports. Supports payroll, accounts
payable, and accounts receivable. Supports the
Director of Administration & Grants.
$4,160 x 6 months x 0.03 FTE $749 $749
$4,368 x 6 months x 0.03 FTE $786 $786
Director of Operations & Client Services @ 0.03 FTE
Responsible for day-to-day operations and service
provisions. Responsible to track and meet all program
goals and objectives. Provides supervision of Advocacy
Coordinator, Victim Advocates, Therapy Coordinator,
and Therapist.
$7,961 x 6 months x 0.03 FTE $1,433 $1,433
Subaward #:LE23 07 7994
Grant Subaward Budget Pages Multiple Fund Sources - Cal OES 2-106a (Revised 10/2020) 41 Grant Subaward Budget Pages
Multiple Fund Sources
Subrecipient: City of South Lake Tahoe
B. Operating Costs - Line-item description
and calculation STOP 2023 STOP 2023
Match
Total Amount
Allocated
Subaward #:LE23 07 7994
$8,359 x 6 months x 0.03 FTE $1,505 $1,505
Bilingual Advocacy Coordinator @ 0.5 FTE
Coordinates with victim advocates and Therapy
Coordinator to carry out the Unserved/Underserved
program. Also, Provides direct services for victims
including advocacy, peer counseling, crisis
intervention, emergency assistance, referrals, and
supportive services.
$5,373 x 6 months x 0.5 FTE $16,119 $16,119
$5,642 x 6 months x 0.5 FTE $16,926 $16,926
Bilingual Victim Advocate @ 0.5 FTE
Provides direct services for victims including advocacy, peer counseling, crisis intervention, emergency
assistance, referrals, and supportive services.
$3,958 x 6 months x 0.5 FTE $11,874 $11,874
$4,156 x 6 months x 0.5 FTE $12,468 $12,468
Crisis Line Advocates
Rate is blended and includes on-call stipend plus
actual call outs, dependent on number of calls
received. $65/weekday, $85/weekend, $125/holiday.
$2,667 x 12 months x 5% budget $1,600 $1,600
Employee Benefits
Calculated at 40% of annual wages of $67,736 $27,094 $27,094 Includes FICA, SUI, Worker's Compensation, Medical,
Dental, Vision, Long Term Disability, and Retirement for full-time employees.

Professional Fees
CPA - share of Certified Public Accountant's direct
expenses for grant-specific financial tracking and
reports
285 hours x $60 per hour x 5% $855 $855
Mileage
Grant Subaward Budget Pages Multiple Fund Sources - Cal OES 2-106a (Revised 10/2020) 42 Grant Subaward Budget Pages
Multiple Fund Sources
Subrecipient: City of South Lake Tahoe
B. Operating Costs - Line-item description
and calculation STOP 2023 STOP 2023
Match
Total Amount
Allocated
Subaward #:LE23 07 7994
Transportation to meet and accompany victims of
domestic violence, sexual assault, child abuse, and
stalking. Day-to-day mileage for project staff to provide community outreach, food/clothing distributions, and
attend court hearings.
368 miles x $0.625 per mile $230 $230
Indirect Costs
Using de Minimis indirect cost rate of 10%
Used to cover overhead costs including recruitment,
communications, copying/printing,
dues/fees/subscriptions/memberships, insurance,
janitorial, maintenance/repairs, office expenses,
postage, utilities, and training.

Total award ($107,266 - distoritng costs of office rent $0, and indirect $9,751) = $97,515 x 10% - $9,751 $9,751 $9,751 Operating Costs Fund Source Totals $107,266 $107,266
OPERATING COSTS CATEGORY TOTAL ** $107,266
Grant Subaward Budget Pages Multiple Fund Sources - Cal OES 2-106a (Revised 10/2020) 43 Grant Subaward Budget Pages
Multiple Fund Sources
C. Equipment Costs - Line-item
description and calculation STOP 2023 STOP 2023
Match
Total Amount
Allocated

Equipment Costs Fund Source Totals
Grant Subaward Totals - Totals
must match the Grant Subaward
Face Sheet
STOP 2023 STOP 2023
Match
Total
Project
Cost
Fund Source Totals $203,142 $67,714 $270,856

EQUIPMENT COSTS CATEGORY TOTAL
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Pages Multiple Fund Sources - Cal OES 2-106a (Revised 10/2020) Subaward#: LE23 07 7994
44 F/S/L Funding Source Budget Amount Paid/Expended Balance Pending Pending Balance F 23STOP 95,876 0 95,876 0 95,876
L 23STOP 67,714 0 67,714 0 67,714
Total A Personnel Services - Salaries/Employee Benefits 163,590 0 163,590 0 163,590 F/S/L Funding Source Budget Amount Paid/Expended Balance Pending Pending Balance F 23STOP 107,266 0 107,266 0 107,266
L 23STOP 0 0 0 0 0
Total B. Operating Expenses 107,266 0 107,266 0 107,266 B. Operating Expenses
F/S/L Funding Source Budget Amount Paid/Expended Balance Pending Pending Balance F 23STOP 0 0 0 0 0
L 23STOP 0 0 0 0 0
Total C. Equipment 0 0 0 0 0
C. Equipment
A Personnel Services - Salaries/Employee Benefits
F/S/L Funding Source Budget Amount Paid/Expended Balance Pending Pending Balance Total
F/S/L (Funding Types): F=Federal, S=State, L=Local Match Paid/Expended=posted in Ledger w/Claim Schedule, Pending=Processsed, but not yet in Claim Schedule 01/08/2024
Budget Summary Report
LE23 Law Enforcement Specialized Units Program
South Lake Tahoe, City of
Law Enforcement Specialized Units Program
Subaward#: LE23 07 7994
Subaward Period: 01/01/24 - 12/31/24
Latest Request:
45 Budget Amount Paid/Expended Balance Pending Pending Balance Total Local Match: 67,714 0 0 0 67,714
Total Funded: 203,142 0 203,142 0 203,142
Total Project Cost: 270,856 0 270,856 0 270,856
F/S/L (Funding Types): F=Federal, S=State, L=Local Match Paid/Expended=posted in Ledger w/Claim Schedule, Pending=Processsed, but not yet in Claim Schedule 01/08/2024
Budget Summary Report
LE23 Law Enforcement Specialized Units Program
South Lake Tahoe, City of
Law Enforcement Specialized Units Program
Subaward#: LE23 07 7994
Subaward Period: 01/01/24 - 12/31/24
Latest Request:
46 Grant Subaward Budget Narrative
Grant Subaward #: LE23 07 7994
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Narrative – Cal OES 2-107 (Revised 4/2021) 1 The Personnel section of the Budget Detail Worksheet included in this application reflects the salaries associated with the Detective overseeing the Domestic Violence Response Team, overtime for South Lake Tahoe Dispatchers to respond and serve Domestic Violence victims and reporting parties, and Grant Administration for Finance staff to prepare and submit quarterly reimbursement requests, provide compliance management, and review expenses associated with Live Violence Free as the Partnering Agency.

The South Lake Tahoe Police Department (SLTPD) has assigned 1 full time Detective position in collaboration with Live Violence Free (LVF) to create the Domestic Violence Response Team (DVRT) to assist victims of domestic violence within the Tahoe Basin. Jason Nixon will be the assigned Detective working with Live Violence Free. Cost for salary and incentives are $115,434.57 and benefits are $70,510.52 with a total cost for this position at $185,945 annually.

Approximately 69% of the salary will be charged to the grant in the amount not to exceed $79,566 as well as 17% of the salary being used as match in an amount of $19,143. Approximately 69% of the Detective benefits paid by the City of South Lake Tahoe will also be used as match in the amount of $48,571. 47 Grant Subaward Budget Narrative
Grant Subaward #: LE23 07 7994
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Narrative – Cal OES 2-107 (Revised 4/2021) 2 Due to the overwhelming need to respond to domestic violence incidences within the city; SLTPD Dispatchers provide 9-1-1 services to respond and serve the numerous calls from victims and reporting parties. An estimated 242 hours of overtime will be billed to the grant at an estimated rate of $55.00 per hour, not 48 Grant Subaward Budget Narrative
Grant Subaward #: LE23 07 7994
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Narrative – Cal OES 2-107 (Revised 4/2021) 3 to exceed $13,310 during the term of the grant agreement. The Principal Management Analyst in the Finance Department is responsible for all fiscal aspects related to the project and the grant including budget oversight, fiscal reporting, and compliance management. Lori Marino has over 23 years of experience in the Finance Department managing a multitude of grants totaling well over 40 million dollars in annual funding. Lori will bill the grant at a fully burdened hourly rate of $82.16 per hour based on actual time worked, not to exceed $3,000.
49 Grant Subaward Budget Narrative
Grant Subaward #: LE23 07 7994
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Narrative – Cal OES 2-107 (Revised 4/2021) 4 The Operational Expense section of the Budget Proposal outlines the salary, benefits, and direct operating costs from the subcontractor, Live Violence Free (LVF). Under this agreement, most of the funds are used to employ two Bilingual Victim Advocates at .50 FTE each for the twelve months of the grant period. These positions will serve as the point of contact person to the SLTPD detective and the victims. They are also committed to providing immediate and long-term victim support. The Victim Advocates can provide victims and the SLTPD with services in English and Spanish. In addition to funding these positions, funds have been delegated to support LVF’s Executive Director, Director of Administrations and Grants, Grants and Administration Specialist, Fiscal and Administration Specialist, and Director of Operations and Client Services. The Executive Director supervises LVF’s involvement in the project. The Director of Operations and Client Services is responsible for supervision of the advocates and providing support and direction to the staff. The Director of Administration and Grants as well as the Grants and Administration Specialist will provide the daily administrative implementation oversight for the grant and will be responsible for compiling all financial and program progress reports. The Fiscal and Administration Specialist is responsible for LVF’s payroll and supports accounts payable. Funds have also been allocated for a percentage of the 50 Grant Subaward Budget Narrative
Grant Subaward #: LE23 07 7994
Subrecipient: City of South Lake Tahoe
Grant Subaward Budget Narrative – Cal OES 2-107 (Revised 4/2021) 5 subcontractor’s Professional Fees for a CPA as well as direct costs of program supplies and client care to support emergency client needs, including but not limited to home furnishings, moving expenses, utility/telephone/internet assistance, childcare, transportation, security equipment, car alarms, locksmith, fuel, food/gas/clothing gift cards, cell phone minutes, cell phone equipment, PO boxes, personal care, and car maintenance/repairs. LVF is opting to use the De Minimis Indirect Cost Rate of 10% to cover overhead costs, including recruitment, communications, copying/printing, dues, fees, subscriptions, memberships, insurance, janitorial, maintenance/repairs, office expenses, postage, utilities, and training.
51 -&FX
52 -&FX
53 -&FX
54 -&FX
55 -&FX
56 -&FX
57 -&FX
58 -&FX
59 -&FX
60 -&FX
61 -&FX
62 Operational Agreement Summary
Grant Subaward #: ________________________________________________________________ Subrecipient: ______________________________________________________________________ Participating
Agency/Organization/Individual
Date Signed Time Frame of OA

1. ________B_______________________________________________________ to _____________

2. ________________________________________________________________ to _____________

3. ________________________________________________________________ to _____________

4. ________________________________________________________________ to _____________

5. ________________________________________________________________ to _____________

6. ________________________________________________________________ to _____________

7. ________________________________________________________________ to _____________

8. ________________________________________________________________ to _____________

9. ________________________________________________________________ to _____________

10. ________________________________________________________________ to _____________

11. ________________________________________________________________ to _____________

12. ________________________________________________________________ to _____________

13. ________________________________________________________________ to _____________

14. ________________________________________________________________ to _____________

15. ________________________________________________________________ to _____________

16. ________________________________________________________________ to _____________

17. ________________________________________________________________ to _____________

18. ________________________________________________________________ to _____________

19. ________________________________________________________________ to _____________

20. ________________________________________________________________ to _____________ Operational Agreement Summary – Cal OES 2-160 (Revised 11/2020) LE23 07 7994
City of South Lake Tahoe
Live Violence Free 08/13/2021 01/01/24 12/31/24
63 64
65 66
67 68
LE23 07 7994
;

;
69 -&
017-73108
$203,142
70 LE23 07 7994
71 72
City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:3
Agenda Item: Application to Federal Emergency Management Agency for Assistance to Firefighters Grant
Executive Summary: South Lake Tahoe Fire Rescue is seeking to apply for grant monies to replace and upgrade our Self Contained Breathing Apparatus (SCBA) fleet to modern safety standards. These monies are potentially available through FEMA and the Assistance to Firefighter's Grant. Our current inventory of SCBA is over ten years old. It is strongly encouraged industry wide to replace SCBA at the ten year mark to avoid failures in the field with outdated equipment. Staff is requesting direction from City Council to move forward with the grant application process. A 10% match is required; however, the fire department has budget to cover the cost. There will be no funds requested from the general fund.

Requested Action / Suggested Motions: Pass a Resolution authorizing the Fire Chief to apply for an Assistance to Firefighters Grant in the amount of $687,245 for Self Contained Breathing Apparatus replacement and upgrade.

Responsible Staff Member: Jim Drennan, Fire Chief, and Tom Jones, Engineer Reviewed and Approved By: Susan Blankenship, City Clerk Olga Tikhomirova, Director of Finance Heather Stroud, City Attorney
Attachments:
01 - Staff Report - SCBA Grant.docx
02-Resolution - 2023 SCBA AFG Application.docx
73 Council Agenda Report February 13, 2024 Page 1 of 2
City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Grant application to Federal Emergency Management Agency (FEMA) through the Assistance to Firefighter’s Grant (AFG) program in the amount of $687,245 for SCBA Equipment.

Location: Fire Department
Responsible Staff Member: Jim Drennan, Fire Chief (530) 542-6152, and Tom Jones, Engineer (530) 542-6161
Background: The primary goal of the Assistance to Firefighters Grant (AFG) is to meet the firefighting and emergency response needs of fire departments and non-affiliated emergency medical service organizations. Since 2001, AFG has helped firefighters and other first responders obtain critically needed equipment, protective gear, emergency vehicles, training, and other resources necessary for protecting the public and emergency personnel from fire and related hazards.

On January 29, 2024, the FY 2023 AFG application opened and is expected to run through March 8, 2024.

South Lake Tahoe Fire Rescue would like to submit an application in the amount of $687,245 for SelfContained Breathing Apparatus (SCBA) equipment to maintain compliance of national safety standards as outlined in SFPA 1851 and NFPA 1500. Currently, the fleet of SCBA and masks are 10 years old.

Considering 10 years of front line firefighting operations; each year generating a 5.6% increase in call volume and training, the fleet and their internal components are nearing expiration and unreliability. Simply stated they are nearing obsolescence.

Issue and Discussion: South Lake Tahoe Fire Rescue is seeking funding to protect and preserve the health and safety of its firefighters by upgrading and replacing its Self-Contained Breathing Apparatus (SCBA) fleet to the most up to date technology and safety standards. Items requested consist of SCBA air packs, masks, air cylinders, RIT (Rapid Intervention Team) packs and breathing air compressor for a total of $687,245. Firefighters outfitted with new air packs and cylinders are equipped with not only a more reliable breathing system but one that is lighter on their backs as well. Lighter weight means they are less prone to fatigue and injury, resulting in fewer workers compensation claims and increased efficiency to accomplish the mission of SLTFR.

Financial Implications: The application submitted will be in the amount of $687,245 to fund the following estimated costs:
- 45 SCBA air packs ($8,365.00 ea.) = $376,425.00
- 45 Masks ($1,553.00 ea) = $69,885.00
- 60 cylinders ($1,504.00 ea) = $90,240.00
- 4 RIT bags ($3,850.00 ea) = $15,400.00
- 1 Air Compressor unit = $80,000
Estimated Tax at 8.75% = $55,295 Total = $687,245.00
There is a 10% match requirement in the amount of $68,725. Matching funds will be provided from account number 100 02240 44203 following a requested transfer from Fire Safety Sales Tax Prop 172 (Fund 222). 74 Council Agenda Report February 13, 2024 Page 2 of 2
The one half-cent sales tax imposed by Prop 172 is collected by the California Department of Tax and Fee Administration (CDTFA) and apportioned to each county based on its proportionate share of state-wide taxable sales tax in the preceding calendar year. Each county then allocates it to the county and cities within the county. The City records this revenue in a dedicated fund Fire Safety Sales Tax (Fund 222). The adopted FY 23/24 Fire Safety Sales Tax account has an unallocated budgeted net revenue of $493,500. No monies are being requested from the General Fund at this time.

Training SLTFR staff to utilize the new equipment can be quickly achieved in-house by the department’s certified SCBA technician.

Upon award, staff will return to City Council for acceptance of the award and appropriation of awarded grant funds and necessary matching funds.

Environmental Considerations: There are no noted environmental considerations.

Policy Implications: Per Financial Management – Grant Funding and Compliance Policy approved by City Council on Sept. 8, 2020; section 2.3 City Council Approval to Apply: City Council approval to apply is required for ALL Grant Applications. A detailed staff report and a resolution (if required) should be brought forth to City Council for Council approval/adoption.
01- Staff Report
02- Resolution
75 Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the City of South Lake Tahoe
City Council
February 13, 2024
Authorizing the Fire Chief to Apply to the Federal Emergency Management Agency (FEMA) for FY 2023 Assistance to Firefighters Grant Program in the amount of $687,245 for Self-Contained Breathing Apparatus (SCBA) A. Since 2001, AFG has helped firefighters and other first responders obtain critically needed resources necessary for protecting the public and emergency personnel from fire related hazards.

B. FY 2023 AFG grant application period is opened January 29, 2024 through March 8, 2024.

As of Sept. 20, 2023, FEMA has made 1,995 awards totaling $720 million in previous cycles.

C. The Fire Chief requests to apply for a FY 2023 Assistance to Firefighters Grant (AFG) in the amount of $700,000 to fund new SCBA equipment to meet national safety standards.

D. Current fleet of SCBA’s and masks are 10 years old and cylinders 8 years old, nearing expiration and unreliability.

E. This equipment will be funded 90% from FEMA with a 10% contribution from the City from Fire Department Budget line #100 02220 44203 following a transfer from Fire Safety Sales Tax account (Fund 222)
F. If awarded, the Fire Chief will submit to the City Council a request for authorization to accept award and appropriate grant funds as well as the City’s share for the match.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe:

1. Authorizes the Fire Chief to file a grant application with the Federal Emergency Management Agency (FEMA) for SCBA equipment in the amount of $684,245.

2. Authorizes the Fire Chief to sign any documents required to apply for these subject funds on behalf of the City of South Lake Tahoe.

3. Acknowledges that the City’s Match of 10% funding as required for the application will be appropriated from account #100 02220 44203 upon the acceptance of each grant award.

Adopted by the City of South Lake Tahoe City Council on February 13, 2024 by the following vote:
76 Resolution 2024-XXX February 13, 2024 Page 2 of 2
Yes:

No:

Absent:

Abstain:

Date:

Cody Bass, Mayor
Attest:

Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
77 City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:4
Agenda Item: Grant of $1,000,000 from California Tahoe Conservancy for the Tahoe Valley Stormwater & Greenbelt Improvement Project
Executive Summary: Based on the results of community participation and planning enabled under the Regional Plan Town-Center goals, City Council adopted the Tahoe Valley Area Plan on June 2, 2015, which includes the Tahoe Valley Stormwater and Greenbelt Improvement Project (Project) as a vital community and environmental improvement project. Due to the size and diversity of the overall project, the City split the project into two phases to secure funding from a variety of eligible and applicable funding sources. 1. Phase 1 consists of stormwater and water quality improvement work within the Bonanza neighborhood and downstream of James Avenue at 3rd Street to Tahoe Keys Blvd. 2. Phase 2 consists of the Central Greenbelt Area (behind the Crossings) spanning between Emerald Bay Road at B Street down to Highway 50 at 4th Street. Public Works submitted a grant application to the Conservancy on March 3, 2023, for Phase 2 Project construction funding. On May 16, 2023, City Council ratified the submission of the grant application for up to $3.9 million, requesting the entire Phase 2 construction shortfall. At the June 2023 Conservancy Board meeting, the Board awarded a $1,000,000 implementation grant to the City to assist with funding construction of Phase 2 of the Project.

Requested Action / Suggested Motions: Pass a Resolution accepting and appropriating California Tahoe Conservancy Grant Funding for the Tahoe Valley Stormwater & Greenbelt Improvement Project in an amount of $1,000,000.

Responsible Staff Member: Stan Hill, Engineering Manager, Jason Burke, Complete Streets Program Manager, and Brianna Greenlaw, Associate Civil Engineer Reviewed and Approved By: Anush Nejad, Director of Public Works Susan Blankenship, City Clerk Olga Tikhomirova, Director of Finance Heather Stroud, City Attorney Attachments:
01-Staff Report - Grant Funding.docx
02-Project Location Map.pdf
03-Resolution-CTC Grant Accept Tahoe Valley Greenbelt Project.docx 04-Res 2023-041 CTC Grant Application.pdf
78 Council Agenda Report February 13, 2024 Page 1 of 3
City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Accept and Appropriate California Tahoe Conservancy Grant Funding for the Tahoe Valley Stormwater & Greenbelt Improvement Project ($1,000,000) Location: Tahoe Valley drainage watershed, inclusive to the “Greenbelt” area located behind The Crossing (AKA “factory stores”) at the South Y and the drainage watershed extending between west F Street down to Tahoe Keys Blvd (see Attachment 02 - Project Location Map) Responsible Staff Members: Stan Hill, Engineering Manager (530) 542-6039 Jason Burke, Complete Streets Program Manager (530) 542-6038 Brianna Greenlaw, Associate Civil Engineer (530) 542-6042 Background: Based on the results of community participation, visioning and planning enabled under the Regional Plan Town-Center goals, City Council adopted the Tahoe Valley Area Plan on June 2, 2015, which includes the Tahoe Valley Stormwater and Greenbelt Improvement Project (Project) as a vital community and environmental improvement project. Based on feedback from the public received during the Area Plan process, and subsequent design meetings and public survey for the Greenbelt area, the Project has been developed to provide the following benefits requested by the community and stakeholders:
 Improved connectivity for bicyclists and pedestrians between neighborhoods and Town Center amenities, including bridges over flooded portions of the trails;  Safety lighting that is dark sky compatible and improves safety for active transportation;  Area-wide stormwater treatment compliance to facilitate commercial and attainable housing development on Area Plan Town-Center parcels;
 Public gathering space for public art and educational signage to provide enhanced amenities for increased residential development in and around the Town-Center;  New community park improvements and features to serve residents and visitors;  New bicycle and pedestrian path connections to the Y area and public gathering space to facilitate private investment on adjacent commercial and residential properties;  Expanded floodplain and Stream Environment Zone (SEZ) riparian habitat to provide for increased climate resiliency; and
 Natural treatment, permeable pavements, and source control to reduce sediment and nutrients carried in urban stormwater runoff, as required by the Lake Tahoe Total Maximum Daily Load (TMDL) and associated Municipal Stormwater Permit.

Due to the size and diversity of the overall project, the City split it into two phases to secure funding from a variety of eligible and applicable funding sources.

1. Phase 1 consists of stormwater and water quality improvement work within the Bonanza neighborhood and downstream of James Avenue at 3rd Street to Tahoe Keys Blvd.

2. Phase 2 consists of the Central Greenbelt Area (behind the Crossings) spanning between Emerald Bay Road at B Street down to Highway 50 at 4th Street.
79 Council Agenda Report February 13, 2024 Page 2 of 3
Issue and Discussion: On September 6, 2022, City Council accepted an implementation grant from the State Water Resources Control Board (SWRCB) for the Tahoe Valley Stormwater and Greenbelt Improvement Project. The SWRCB funding and the City’s local match contribution fully funded Phase 1 of the Project. Over the past year, Public Works has diligently pursued the balance of needed construction funding to complete construction of Phase 2.

The California Tahoe Conservancy (Conservancy) has worked closely with Public Works over the past several years to develop the Project. The Conservancy has provided engineering design and construction funding through Proposition 1 and Proposition 68 grant funding support. This most recent Conservancy grant funding will assist with adding to the Phase 2 construction budget and moving the Project closer to the funding goal.

Public Works submitted a grant application to the Conservancy on March 3, 2023, for Phase 2 construction funding. On May 16, 2023, City Council ratified the submission of the grant application for up to $3.9 million, requesting the entire Phase 2 construction shortfall (Resolution #2023-041). At the June 2023 Conservancy Board meeting, the Board awarded a $1,000,000 implementation grant to the City to assist with funding construction of Phase 2 of the Project. The City and the Conservancy staff have agreed to move forward with grant agreement to allow the City to accept the construction grant funding and appropriate the funding to the Project.

Financial Implications: The addition of $1,000,000 to the Project takes the City a step closer to securing enough funding to construct Phase 2 of the project. The $1,000,000 Conservancy grant does not require a local match contribution. Following this Conservancy grant award, Phase 2 of the Project will remain approximately $3 million underfunded. Public Works will continue to search for grant funding over the next few months in the interest of acquiring funding to resolve the Phase 2 construction budget shortfall.

The Engineer’s Estimate for Phase 2 of the Project (including 10% construction contingency) is approximately $7,610,253. Funding acquired to date for construction of Phase 2 of the Project is provided within Table 1.

Table 1 – Phase 2 Project Construction Funding
Funding Source Funding Amount
State Water Resources Control Board, Proposition 1 Implementation Grant $2,353,906 City Local Match Contribution to SWRCB Implementation Grant $249,542 TRPA SEZ and Water Quality Mitigation Funding $74,373
TRPA - Lake Tahoe Restoration Act Grant Program $725,000 City Local Match Contribution to Lake Tahoe Restoration Act Grant Program $145,000 Franchise Utilities - Estimated Reimbursements for Utility Relocations $13,500 California Tahoe Conservancy Implementation Grant $1,000,000 Total Secured Phase 2 Construction Funding: $4,561,321
80 Council Agenda Report February 13, 2024 Page 3 of 3
Given the Engineer’s Estimate of $7,610,253 and secured construction funding to date of $4,561,321, the Phase 2 construction shortfall is approximately $3 million.

The City’s local match contribution for phase 2 of the Project shown in the chart above was required for the SWRCB Prop 1 Grant and the TRPA Lake Tahoe Restoration Act Grant. The amount of local match for each grant is shown in Table 1. The match consists of General Fund Grant Match Set Aside funds (Resolution #2022-099 and #2023-019).

Environmental Considerations: The Planning Commission adopted the CEQA and Mitigated Negative Declaration for the Tahoe Valley Stormwater and Greenbelt Improvement Project on May 9, 2019, SCH# 20190292152. The Project TRPA and Lahontan permitting is completed and ready for construction of the Project improvements.

Policy Implications: Completing project improvements will assist with meeting the sediment and nutrient reductions mandated by the Lake Tahoe Total Maximum Daily Load (TMDL) program. Fulfilling mandated TMDL reduction goals will assist with maximizing residential housing allocations under TRPA Code section

50.5.2.E.2 (Distribution and Administration of Residential Allocations – TMDL Implementation). The Project advances the City Council Strategic Priorities and Goals, specifically:
 Action Item 1.4 (Transportation) to prioritize implementation of mixed-use recreational trails and Class 1 bike trails and closing gaps in the bicycle trail system.  Action Item 2.3 (Connectivity) to facilitate implementation of trail infrastructure prioritizing the connection of bicycle and walking trails, from neighborhoods near the Greenbelt to the South Y commercial area and beyond.
 Action Item 5.3 (Infrastructure and Maintenance) by actively seeking funding to develop sustainable infrastructure projects, based on the prioritized capital improvement project list.

The Project will also provide greenhouse gas reduction benefits, providing progress on Action #WB-1 of the 2020 Climate Action Plan: Improve bicycle and pedestrian networks. $2,353,906 , 31%
$394,542 , 5%
$74,373 , 1%
$725,000 , 10%
$13,500
$1,000,000 , 13%
$3,048,932 , 40%
Tahoe Valley Stormwater & Greenbelt
Improvement Project, Phase 2
Construction Funding Amounts/Sources
State Water Resources Control Board,
Prop. 1 Grant
City Local Match to Grants
TRPA Mitigation Funding
TRPA Lake Tahoe Restoration Act Grant
Program
Franchise Utilities
CTC Grant
Unfunded Construction Budget Need
81 Map Extent
South Y
Greenbelt - Phase 2
Tahoe Valley SWIP - Phase 1
City Boundary
Lake Tahoe
Path: \\gis\share\Projects\PublicWorks\Engineering\TahoeValleyGreenbelt\TahoeValleyGreenbelt.aprx | Project Area Map | Date Exported: 9/27/2022 0 400 700 1,000 1,000 2,000
Feet
Public Works Department - Engineering
Tahoe Valley Stormwater
Improvement Project Area Map
82 Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the City of South Lake Tahoe City Council
February 13, 2024
Accepting and Appropriating California Tahoe Conservancy Grant Funding for the Tahoe Valley Stormwater & Greenbelt Improvement Project ($1,000,000)

BACKGROUND
A. The City of South Lake Tahoe (City) is engaged in a collaborative interagency partnership to meet the Tahoe Regional Planning Agency thresholds and install Best Management Practices for the multibenefit Tahoe Valley Stormwater and Greenbelt Improvement Project.

B. The Tahoe Valley Stormwater and Greenbelt Improvement Project (EIP # 01.01.01.0033) is included on the priority list for watershed and water quality improvement projects within the Lake Tahoe basin.

C. Public Works staff submitted a grant application on March 3, 2023, to the California Tahoe Conservancy for implementation funding for the Tahoe Valley Stormwater and Greenbelt Improvement Project, indicating an approximate $4 Million funding gap for this project.

D. On May 16, 2023, City Council adopted Resolution 2023-041 ratifying Public Works submittal of the California Tahoe Conservancy grant application for the Tahoe Valley Stormwater and Greenbelt and Improvement Project.

E. At the June 2023 Conservancy Board meeting, a $1,000,000 implementation grant was awarded to the City for the Tahoe Valley Stormwater and Greenbelt Improvement Project to fund construction of multi-benefit stormwater quality, stream environment zone (SEZ), bicycle and pedestrian, and recreational improvements.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe:

1. Authorizes and designates the Director of Public Works, or designee to sign for, on behalf of the City of South Lake Tahoe, the grant agreement between the California Tahoe Conservancy and the City.

2. Authorizes the acceptance of $1,000,000 of implementation grant funding from the California Tahoe Conservancy (+) Revenue (33212).

3. Authorizes the Director of Finance to appropriate $1,000,000 of implementation grant funding from the California Tahoe Conservancy to the Tahoe Valley Stormwater and Greenbelt Project (+) Expense (301-40030-48030).

4. Hereby Modifies the Annual Operating and Capital Improvement Project (CIP) Budget for Fiscal Year 2023-2024 as follows:

REVENUE
301-40030 Revenue (33212) - California Tahoe Conservancy (+) $1,000,000 83 Resolution 2024-XXX February 13, 2024 Page 2 of 2

EXPENSE
301-40030 Expense (48030) – Tahoe Valley Stormwater & Greenbelt Project - Construction (+) $1,000,000 Adopted by the City of South Lake Tahoe City Council on February 13, 2024, by the following vote:

Yes:

No:

Absent:

Abstain:
__________________ Date:_____________
Cody Bass, Mayor
Attest:
________________________
Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
84 Resolution 2023-041 May 16, 2023 Page 1 of 1
Resolution 2023- 041
Adopted by City of South Lake Tahoe City Council
May 16, 2023
Ratification of Grant Application, Accept, and Appropriate California Tahoe Conservancy Implementation Grant Funding for the Tahoe Valley Greenbelt and Stormwater Improvement Project ( up to $3.9 million)

BACKGROUND
A. The City of South Lake Tahoe ( City) is engaged in a collaborative interagency partnership to meet the Tahoe Regional Planning Agency thresholds and install Best Management Practices for the multibenefit Tahoe Valley Greenbelt and Stormwater Improvement Project.

B. The Tahoe Valley Stormwater and Greenbelt Improvement Project ( EIP # 01.01.01.0033) is included on the priority list for watershed and water quality improvement projects within the Lake Tahoe basin.

C. Public Works staff submitted a grant application on March 3, 2023, to the California Tahoe Conservancy for implementation funding for the Tahoe Valley Greenbelt and Stormwater Improvement Project, indicating an approximate $ 4 Million funding gap for this Project, and seeks City Council ratification for this application.

D. The grant application for CTC implementation grant funding requires, through resolution, the City’s commitment to complete the Tahoe Valley Greenbelt and Stormwater Improvement Project and commitment to operate and maintain the Project during the useful life of the Project.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe:

1. Ratifies the grant application for this Project for up to $3.9 Million with no matching funds required.

2. Authorizes and designates the Director Public Works, or designee to sign for, on behalf of the City of South Lake Tahoe, the grant agreement between the California Tahoe Conservancy and the City.

3. Confirms the City’s commitment to the Tahoe Valley Greenbelt and Stormwater Improvement Project and the City’s commitment to operate and maintain Project improvements throughout the useful life of the Project.

4. Authorizes the acceptance of up to $ 3.9 million of implementation grant funding from the California Tahoe Conservancy (+) Revenue ( 33212).

5. Authorizes the Director of Finance to appropriate up to $ 3.9 million of implementation grant funding from the California Tahoe Conservancy to the Tahoe Valley Stormwater and Greenbelt Project (+) Expense ( 301-40030- 48030).

6. Hereby Modifies the Annual Operating and Capital Improvement Project ( CIP) Budget for Fiscal Year 2022- 2023 as follows:

REVENUE
301-40030 Revenue ( 33212) – California Tahoe Conservancy (+) Up to $3,900,000

EXPENSE
30140030 Expense ( 48030) – Tahoe Valley Stormwater & Greenbelt Improvement Project Construction (+) Up to $3,900,000
85 Resolution 2023-041 May 16, 2023 Page 1 of 1
Adopted by the City Council of the City of South Lake Tahoe on May 16, 2023, by the following vote:

Yes: Bass, Creegan, Friedrich, Robbins and Wallace
Date: _______________
Cristi Creegan, Mayor
Attest:

Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council
Sue Blankenship ( May 17, 2023 09: 04 PDT)
Cristi Creegan ( May 19, 2023 09:18 PDT)
Cristi Creegan
May 19, 2023
86 Res 2023-041 CTC Grant Application
Final Audit Report 2023- 05-19
Created: 2023- 05-17
By: jo Mcdonough ( jmcdonough@cityofslt. us)
Status: Signed
Transaction ID: CBJCHBCAABAAo9KU- WhWigmkVbpYaRBXMplAb8DjwkL6 Res 2023-041 CTC Grant Application" History
Document created by jo Mcdonough ([email protected]) 2023- 05- 17 - 3:29:56 PM GMT- IP address: 128. 92.136. 146 Document emailed to Sue Blankenship ([email protected]) for signature 2023- 05- 17 - 3:31:01 PM GMT
Email viewed by Sue Blankenship ( sblankenship@cityofslt. us) 2023- 05- 17 - 4:04:34 PM GMT- IP address: 104. 47.64.254 Document e-signed by Sue Blankenship ([email protected]) Signature Date: 2023- 05-17 - 4:04:42 PM GMT - Time Source: server- IP address: 128. 92.136. 146 Document emailed to [email protected] for signature 2023- 05- 17 - 4:04:43 PM GMT
Email viewed by [email protected]
2023- 05- 19 - 4:18:03 PM GMT- IP address: 47.25.118. 95 Signer [email protected] entered name at signing as Cristi Creegan 2023- 05- 19 - 4:18:14 PM GMT- IP address: 47.25.118. 95 Document e-signed by Cristi Creegan ([email protected]) Signature Date: 2023- 05-19 - 4:18:16 PM GMT - Time Source: server- IP address: 47.25.118. 95 Agreement completed.
2023- 05- 19 - 4:18:16 PM GMT
87 City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:5
Agenda Item: Community Development Block Grant Program Coronavirus Response Allocation of Remaining Funding to Tahoe Coalition for the Homeless for Bear's Den Inn Rehabilitation in an Increased Amount Not to Exceed $1,169,124.88
Executive Summary: On November 15, 2023, the California Department of Housing and Community Development (HCD) informed current CDBG-CV grantees that a small amount of unclaimed funding is available for construction projects that have experienced unanticipated cost increases that can be substantiated and documented. On January 9, 2024, City Council approved Resolution 2024-005 approving an amendment to the Standard Agreement issued under the 2020 Community Development Block Grant Program Coronavirus Response (CDBG-CV) to request additional funding in the amount of $632,040. This amount which was the required cap by HCD of up to a 25 percent increase to their award resulting in a maximum award of 125 percent of their original application. However, on January 8th, staff received an email that HCD changed the stipulations to allow current CDBG-CV 2/3 construction project grantees to request all funding needed to fill project gaps with no maximum award. This action is consistent with the updated HCD stipulations and increases the potential funding to be provided to TCH through the subrecipient agreement.

Requested Action / Suggested Motions: 1) Pass a Resolution amending the Standard Agreement issued under the 2020 Community Development Block Grant Program Coronavirus Response to add an amount not to exceed $1,169,124.88, for a total amount not to exceed $1,674,756.88; and 2) Pass a Motion authorizing and directing the City Manager to execute revised Amendment No. 2 to the Subrecipient Agreement between the City of South Lake Tahoe and Tahoe Coalition for the Homeless for any additional funds allocated from the 2020 Coronavirus Response Round 2 & 3, in an amount not to exceed $1,169,124.88.

Responsible Staff Member: Jessica Wackenhut Lomeli, Housing Manager Reviewed and Approved By: Zach Thomas, Director of Development Services Susan Blankenship, City Clerk Olga Tikhomirova, Director of Finance Heather Stroud, City Attorney Attachments:
01 - Staff Report - Amendment CDBG TCH.docx
02-Resolution - CDBG Allocation of Remaining Funding.docx 03-Scope of Remaining Work - Increased Costs Bears Den.pdf 04-Attachments A-I Bids.pdf
05-January 9, 2024 Staff Report.pdf
06-Resolution 2024-005 Amendment to CDBG.pdf
07-Amendment 2 to Subrecipient Agreement with TCH.docx
88 Council Agenda Report February 13, 2024 Page 1 of 3
City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Community Development Block Grant Program Coronavirus Response Allocation of Remaining Funding for Tahoe Coalition for the Homeless Bears Den Inn Rehabilitation Location: 2250 Lake Tahoe Blvd (Bear’s Den Inn)
Responsible Staff Members: Jessica Wackenhut Lomeli, Housing Manager Background: The California Department of Housing and Community Development (HCD) receives funding from the United States Department of Housing and Urban Development (HUD) for the Community Development Block Grant (CDBG) Program and allocates funds to CDBG eligible non-entitlement jurisdictions (such as City of South Lake Tahoe). Authorized by the Coronavirus Aid, Relief, and Economic Security (CARES) Act, approximately $71.2 million in CDBG coronavirus response rounds 2 and 3 (CDBG-CV 2/3) federal funds has been allocated to eligible jurisdictions in California to perform activities related to COVID-19 response and recovery.

On April 20, 2021 the City Council adopted Resolution 2021-021 authorizing an application for CDBG CV 2/3 funding in the amount of $505,632 for rehabilitation work on the Bears Den Inn Property (2250 Lake Tahoe Blvd) and to execute the Standard Agreement. The Bears Den Inn property was purchased by the Tahoe Coalition for the Homeless (TCH) with State of California Project Homekey Program funds to provide housing for persons experiencing or at risk of homelessness. Subsequently, the City Council adoption of Resolution 2022-003 on January 4, 2022, authorizing the Subrecipient Agreement with Tahoe Coalition for the Homeless to administer funding and execute the scope of work for rehabilitation of the Bears Den Inn property (2250 Lake Tahoe Blvd). On June 20, 2023, Amendment Number 1 was made to the Subrecipient Agreement between the City of South Lake Tahoe and Tahoe Coalition for the Homeless to extend the time of performance to October 1, 2024.

On November 15, 2023, HCD informed current CDBG-CV grantees that a small amount of unclaimed funding is available for construction projects that have experienced unanticipated cost increases that can be substantiated and documented. Funding is not guaranteed but unclaimed funds will be reallocated to construction projects per the following priorities:

1. Tribal awards for construction projects including CDBG-CV 2/3 Tribal Set-Aside and Homekey awards made to Tribes with documented increased project costs and demonstrated financial gap;

2. Non-Tribal Homekey construction projects with documented increased project cost and demonstrated financial gap;

3. All other CDBG-CV construction projects with documented increased project cost and demonstrated financial gap.
89 Council Agenda Report February 13, 2024 Page 2 of 3
Issue and Discussion: On January 9, 2024, City Council approved Resolution 2024-005 approving an amendment to the Standard Agreement issued under the 2020 Community Development Block Grant Program Coronavirus Response (CDBG-CV) to request additional funding in the amount of $632,040. This amount which was the required cap by HCD of up to a 25 percent increase to their award resulting in a maximum award of 125 percent of their original application. However, on January 8th, staff received an email that HCD changed the stipulations to allow current CDBG-CV 2/3 construction project grantees to request all funding needed to fill project gaps with no maximum award. The staff report from January 9th is attached for the full context on this Resolution (Attachment 6).

The revised Scope of Remaining Work for full rehabilitation of the Bear’s Den (Attachment 3) showing the documentation of new, increased project costs and the gap in CDBG funds being requested since the original application submitted for this program and the bids for the Scope of Remaining Work supporting the increased costs are attached (Attachment 4). The total amount requested is $1,169,124.88 to complete the rehabilitation of the Bear’s Den property. Grantees with qualifying CDBG-CV construction projects may request this entire amount as of January 8th, 2024.

It is recommended that the City Council adopt a Resolution approving an amendment to the Standard Agreement issued under the 2020 Community Development Block Grant Program Coronavirus Response (CDBG-CV). It is also recommended that the City Council adopt an amendment (Amendment #2) to the Subrecipient Agreement between City of South Lake Tahoe and Tahoe Coalition for the Homeless for any additional funds allocated from the 2020 Community Development Block Grant Program – Coronavirus Response Round 2 & 3 authorized by Resolution 2022-003.

Financial Implications: The total grant funds spent by TCH are $145,760.80, with a remaining balance of $349,871.20. It is unknown at this time the total amount that HCD will release in unencumbered CDBG-CV funds to grantees with active CDBG-CV Standard Agreements and how much will be awarded to the City.

Environmental Considerations: The proposed project that would use grant funds is categorically exempt from environmental review under CEQA Guidelines Section 15301, Existing Facilities, which exempts “the operation, repair, maintenance, permitting, leasing, licensing, or minor alteration of existing public or private structures, facilities, mechanical equipment, or topographical features, involving negligible or no expansion of existing or former use” including “restoration or rehabilitation of deteriorated or damaged structures, facilities, or mechanical equipment to meet current standards of public health and safety, unless it is determined that the damage was substantial and resulted from an environmental hazard such as earthquake, landslide, or flood.”
The project qualifies for a National Environmental Policy Act (NEPA) Categorical Exclusion pursuant to 24 CFR 58.35(a). The City completed required documentation and public noticing in compliance with NEPA as part of the grant application.

Policy Implications: This action would be consistent with an existing Memorandum of Understanding between the City and TCH where both parties agreed to seek to identify opportunities to develop shared strategies to prevent and reduce homelessness experienced by 90 Council Agenda Report February 13, 2024 Page 3 of 3
South Lake Tahoe residents and committed to jointly reviewing funding opportunities available to bring financial resources to our community which serve the priorities of the City.

The recommended action is also consistent with the following adopted policies and programs:

City Strategic Plan
Action Item 1.3.6 Continue to work with the Tahoe Coalition for the Homeless to rehabilitate properties purchased through Project Homekey.

Action Item 3.1.3 Work with local partners to support permanent supportive housing/transitional homeless shelter resources and provide more services to mitigate existing homeless camps.

City General Plan Housing Element
Policy 1-1 The City shall adopt programs, ordinances, incentives, land use plans and other regulatory mechanisms that provide opportunities for the private sector to address the housing needs of citizens of all economic levels.

Policy 4-2 The City shall work with surrounding jurisdictions to address the causes of homelessness and the needs of transient homeless persons on a regional basis. The City shall support TCH and El Dorado County Community Services and in its countywide programs address the needs of homeless persons.

Policy 4-4 The City shall provide priority permit processing of projects that are targeted toward special-needs groups, such as seniors, the disabled (including the developmentally disabled), and the homeless, including priority for building plan check, subdivision map review, improvement plans for roadways and utilities, and environmental impact analysis. 91 CDBG-CV Allocation of
Remaining Funding –
Jurisdiction Resolution 1
Department of Housing and Community Development
Version 11/15/2023

CDBG-CV
Resolution of the Governing Body
RESOLUTION NO. __2024 - XXX___

A RESOLUTION APPROVING AN AMENDMENT TO THE STANDARD
AGREEMENT ISSUED UNDER THE 2020 COMMUNITY

DEVELOPMENT BLOCK GRANT PROGRAM CORONAVIRUS

RESPONSE (CDBG-CV)
BE IT RESOLVED by the City Council of the City of South Lake Tahoe as follows:

SECTION 1:

The City Council has reviewed and hereby approves the submission to the State of California (“State”) of a Request for Additional Funds to fill gaps created by documented unanticipated cost increases. The funds would be added to its existing CDBG-CV Standard Agreement(s) with the State numbered 20-CDBG-CV2-3-00274 (the “Standard Agreement(s)”) pursuant to the State’s June 2020 CDBG-CV1 Notice of Funding Availability; December 2020 CDBG-CV2 and CV3 Notice of Funding Availability (NOFA); and/or the CDBG Method of Distribution as described in the State of California 2019-2020 Annual Action Plan August 2020 Second Substantial Amendment and the CDBG-CV Method of Distribution as described in the State of California 2019-2020 Annual Action Plan August 2020 Fifth Substantial Amendment.

List of Activity Funding:

Current Authorized amount(s) under Standard Agreement # 20-CDBG-CV2-3-00274  CDBG-CV: $505,632.00
 Program Income: $0
 Total: $505,632.00
Amount of new CDBG-CV funds to be added to Standard Agreement # 20-CDBG-CV2- 3-00274
 CDBG Not to exceed $1,169,124.88
 Program Income: $0
 Total: $1,169,124.88
92 CDBG-CV Allocation of
Remaining Funding –
Jurisdiction Resolution 2
Department of Housing and Community Development
Version 11/15/2023

CDBG-CV
Total amount of amended Standard Agreement # 20-CDBG-CV2-3-00274  CDBG Grant Not to exceed $1,674,756.88
 Program Income: $0
 Total: $1,674,756.88
(Add as many tables as necessary to document the requested amendment. Include associated budget changes, if any.)
SECTION 2:

The City of South Lake Tahoe acknowledges compliance with all state and federal public participation requirements with respect to the proposed amendments to the Standard Agreement described in Sections 1 above.

SECTION 3:

The City of South Lake Tahoe hereby authorizes and directs the City Manager, or designee*, to execute and deliver all application(s), “Request(s) for Additional Funds,” and/or amendments to the Standard Agreement and act on the City’s behalf in all matters pertaining to all such application(s), “Request(s) for Additional Funds,” and/or amendments.

SECTION 4:

If an amendment to the Standard Agreement is approved as contemplated above, the City Manager, or designee*, is authorized to enter into, execute, and deliver an amendment to the Standard Agreement and any and all other documentation which may be required by the State from time to time for the purposes of this grant. 93 CDBG-CV Allocation of
Remaining Funding –
Jurisdiction Resolution 3
Department of Housing and Community Development
Version 11/15/2023

CDBG-CV
SECTION 5:

If an amendment to the Standard Agreement is approved, the City Manager, or designee*, is authorized to sign and submit Funds Requests and all required reporting forms and other documentation as may be required by the State of California from time to time in connection with this grant.
* Important Note: If the designee is signing any application, agreement, amendment, or any other document on behalf of the designated official of the City/County, written proof of designee authority to sign on behalf of such designated official must be included with the Resolution, otherwise the Resolution will be deemed deficient and rejected.

Additionally, do not add limitations or conditions on the ability of the signatory or signatories to sign documents, or the Resolution may not be accepted. If more than one party’s approval is required, list them as a signatory. The only exception is for county counsel or city attorney to approve as to form or legality or both, IF such approval is already part of the standard city/county signature block as evidenced by the signed Resolution itself. Inclusions of additional limitations or conditions on the authority of the signer will result in the Resolution being rejected and will require your entity to issue a corrected Resolution prior to the Department issuing a Standard Agreement or any subsequent amendments thereto.

PASSED AND ADOPTED at a regular meeting of the City Council of the City of South Lake Tahoe held on
February 13, 2024 by the following vote:
[Instruction: Fill in all four (4) vote-count fields below. If none, indicate “0” for that field.] AYES: _______ NOES: _______
ABSENT: _______ ABSTAIN: _______
____________________________________
Cody Bass, Mayor
City Council
94 CDBG-CV Allocation of
Remaining Funding –
Jurisdiction Resolution 4
Department of Housing and Community Development
Version 11/15/2023

CDBG-CV

STATE OF CALIFORNIA
City of South Lake Tahoe
“I, ___________, City Clerk of the City of South Lake Tahoe, State of California, hereby certify that (i) the above and foregoing is a full, true, and correct copy of a resolution duly adopted by said City Council, as applicable on this 9th day of January, 2024; (ii) such resolution has not been amended, modified, repealed or rescinded since the date of its adoption; and (iii) such resolution remains in full force and effect.” ___________________________________________
Susan Blankenship, City Clerk of the City of
South Lake Tahoe, State of California
(Note: The attesting officer cannot be the person identified in the Resolution as the authorized signer.)
95 Bear's Den: 2250 Lake Tahoe Blvd, South Lake Tahoe, CA A. REMAINING WORK FOR FULL REHABILITATION COST BID
Remove existing commercial motel sign fascia and pylon $6,600.00 cost from previously submitted estimate Architect to Design ADA parking and path of travel $6,000.00 Remove asphalt & repave $143,880.00 Attachment "A," Blacktop Paving Installation of City of South Lake Tahoe approved trash enclosure $25,000.00 verbal estimate per Alcorn Engineering, Inc.

Survey for Best Management Practices $12,000.00
Civil Engineer to Design Best Management Practices $9,600.00 Attachment, "H," Ashley and Vance Engineering Installation of Best Management Practices $173,925.00 Attachment, "I", Alcorn Engineering Inc.

Replace Plumbing $174,870.00 Attachment "B," Riley Plumbing and Heating Heating/Air Conditioning Units for Office at $4218.33/ each $16,873.33 Attachment "C," ATC Replace 4 Water Heaters at $11,624.82/each $46,499.28 Attachment "D," Riley Plumbing and Heating Exterior Paint $37,650.00 Attachment "G," ReliaPro Painters West Side Fence Replacement $5,000.00
Repair Water and Termite Damage $12,000.00
Framing to fur out concrete wall to install insulation and electrical in Office & Units 18-22 $4,900.00 Remove existing water damaged kitchenettes and cabinets Units 18-22 $2,900.00 General Demolition in Units 11-22 ($653.64/unit) $7,843.68 Attachment "E," Affordable Construction Install Tyvek Vapor Barrier on Exterior Walls, Office, Unit 1, Units 11-22 ($758.26/unit)* $12,890.42 Attachment "E," Affordable Construction Vent Bathroom Exhaust Fans Office @2, Unit 1, Units 11-22 ($431/unit) $6,465.00 Attachment "E," Affordable Construction Material Costs for Insulation Batts (5000 sf of R-13 & 5360 sf of R-38) $17,712.00 Attachment "F," Home Depot Install insulation batts, Office, Unit 1, Units 11-22 ($1104.06/unit)* $18,769.02 Attachment "E," Affordable Construction Drywall Stocking, Installation, Tape, Finish, Prime, Paint for Office, Unit 1, Units 11-22 ($6026.60 + 1473/unit) $127,493.20 Attachment "E," Affordable Construction Install 4' kitchen cabinet and formica top Unit 1, Units 11-22 ($1593/unit) $20,709.00 Attachment "E," Affordable Construction Install sink and faucet at kitchen cabinet Unit 1, Units 11-22 ($572/unit) $7,436.00 Attachment "E," Affordable Construction Rehang interior doors and trim out, Office @2, Unit 1, Units 11-22 ($533/unit) $7,995.00 Attachment "E," Affordable Construction Replace Entire Kitchen and Two Bathrooms in Office $45,000.00 Snow Removal for Refuse Dump Box in Winter $2,424.80 Attachment "E," Affordable Construction Supervision Fees, Office, Unit 1, Units 11-22 ($833/unit)* $14,161.00 Attachment "E," Affordable Construction SUBTOTAL SECTION A. $966,596.73
B. INCREASED COSTS FROM ORIGINAL ESTIMATION COST
materials
install valve on main water line $1,848.00
remove and replace plumbing in Units 2-10 $5,826.00
SUBTOTAL SECTION B. $7,674.00
TOTAL OF SECTIONS A. AND B. $974,270.73
Contractor Overhead and Profit @ 20% $194,854.15 Attachment "E," Affordable Construction GRAND TOTAL $1,169,124.88
* Office is calculated as 4 units
96 ATTACHMENT A
97 file:///C|/Users/Nicole/Documents/LTC/Warm%20Room/Bears%20Den/A...nds%20for%20CDBG/Blacktop%20Paving%20Bears%20Den%20estimate.txt From: Blacktop Paving <[email protected]>
Sent: Tuesday, December 19, 2023 10:15 AM
To: Nicole Zaborsky
Subject: Re: Bears Den BMP Plan-2250 Lake Tahoe Blvd
Attachments: Bear Den Worksheet.pdf
Nicole,
Verbal, approximately 22,000 SF +/- of mill-out 7" of existing haul-off site. Grade with 4" of compacted road base for proper drainage, roll, and compact for asphalt. Pave with 3" compacted 64-28 1/2" AC. Includes striping as per plan. Does not include traffic control or permits— Preliminary Price: $143,880.00
Sincerely,
Brittany
Blacktop Paving
Commercial & Residential
Business Hours: Mon-Fri 8AM-4PM, Lunch 12-12:30 PM
P.O. Box 492 Homewood, CA 96141
P|530.583.2755 F| 530.525.0403
Blacktoppavingtahoe.com
Got a Bid Request? Click here.

Click to see a Removal and Replacement Video

On Thu, Dec 14, 2023 at 9:56?AM Nicole Zaborsky <[email protected]> wrote:

Raymond:

I got your contact information from Don Kostecki at Western Paving. He did a striping job with you on the parking spaces in the Keys.

We’d like to get an estimate from you on removing the existing asphalt, repaving, installing ADA parking spaces, and BMPs. See the attached plans. We plan to do the work in 2024.

The work needs bid at prevailing wage.

And, is there any way you could get a verbal or written estimate to me by Tuesday? I know that’s asking a lot. I appreciate anything you can do to assist us.

Truly,
Nicole Zaborsky, Board Member
file:///C|/Users/Nicole/Documents/LTC/Warm%20Room...BG/Blacktop%20Paving%20Bears%20Den%20estimate.txt (1 of 2) [12/19/2023 12:49:20 PM] 98 file:///C|/Users/Nicole/Documents/LTC/Warm%20Room/Bears%20Den/A...nds%20for%20CDBG/Blacktop%20Paving%20Bears%20Den%20estimate.txt Tahoe Coalition for the Homeless
http://tahoehomeless.org/
Our Mission: To support our neighbors experiencing homelessness by partnering with our community to promote awareness, provide warm beds, and encourage self-sufficiency. file:///C|/Users/Nicole/Documents/LTC/Warm%20Room...BG/Blacktop%20Paving%20Bears%20Den%20estimate.txt (2 of 2) [12/19/2023 12:49:20 PM] 99 ATTACHMENT B
100
Hello, these are your estimates
Location: 2250 Lake Tahoe Boulevard, South Lake Tahoe, CA, 96150 JOB ID
28897151
Water line for restaurant
Your Price
$11,330.00
Or as low as $121.23/mo Financing Terms
View Credit Plans
Accept Estimate
Repipe water 22 Rooms + House
Your Price
$163,540.00
Or as low as $1,749.88/mo Financing Terms
View Credit Plans
View
Summary
Diggs up next to stop and drain outside of the building And separate water for a restaurant with its own stop-and-drain Dig inside the building to find water line to restaurant to attach the new water line And cap off the rest of the rooms.

Install Labor 2 Tech(Qty: 30)
Your Price
$9,900.00
Install Labor 2…
View More
Contact Us
101
Subtotal $11,330.00
Tax $0.00
Total $11,330.00
Stop & Drain Valve 3/4" (NO DIG
Your Price
$810.00
Stop & Drain Valve 3/4
(No Digging)
replace 3/4" stop and drain valve.

Jackhammer(Qty: 2)
Your Price
$310.00
Jackhammer
Per Day
Concrete Saw(Qty: 2)
Your Price
$310.00
Concrete Saw per Day
Contact Us
102
Hello, these are your estimates
Location: 2250 Lake Tahoe Boulevard, South Lake Tahoe, CA, 96150 JOB ID
28897151
Subtotal $163,540.00
Tax $0.00
Total $163,540.00
Water line for restaurant
Your Price
$11,330.00
Or as low as $121.23/mo Financing Terms
View Credit Plans
View
Repipe water 22 Rooms + House
Your Price
$163,540.00
Or as low as $1,749.88/mo Financing Terms
View Credit Plans
Accept Estimate
Summary
Repipe water 22 Rooms + House
No sheetrock repairs
Waste Water & Venting(Qty: 26)
Your Price
$163,540.00
Install all water to fixture locations
Install all rough, water , hot water return line, insulation where required by code. Provide good rough…
View More
Contact Us
103
Contact Us
104

ATTACHMENT C
105
www.airtreatment.com Air Treatment Corp – 3213 Ramos Circle. Sacramento, CA 95827

Page 1 of 3 ends

PROPOSAL
We are pleased to offer the following equipment for your consideration:

ITEM QTY EQUIPMENT TAG MODEL
A 6 Maestro Pro - Olimpia Terminal Heat Pumps -- 2234
B 6 ALT: Maestro Smart – Olimpia Terminal Heat Pumps -- 2020

ITEM A) MAESTRO PRO - OLIMPIA TERMINAL HEAT PUMPS
Qty Tags Description
6 --
Model: 2234, Maestro Pro Inverter 12 HP w/ 2 kW Electric Heat  230V
 R-410A
 10,500 Btu/h Cooling
 9,500 Btu/h Heating
 Inverter Compressor
 Variable Speed Motor (ECM)
 Field Installed Wired Thermostat (No WiFi). Requires Serial Interface Board and 24V Transformer. o 7-day programmable thermostat
o 2 Heat / 1 Cool
 Field Installed Serial Interface Board
 Field Installed 24V Transformer
 Field Installed Defrost Heating Cable (230 V)
 Standard 7 Year Compressor / 2 Year Parts Warranty
CLARIFICATIONS: For Lake Tahoe, a heat pump with back-up electric heat would be ideal. In colder climates, a heat pump’s heating capacity diminishes when the external temperature drops. The 2234 model is for colder climate applications. A defrost heating cable is recommended as it may ensure the condensate will not freeze in the drain pan when it is very cold during the winter months in Tahoe.

EXCLUSIONS: Unloading, Rigging, Installation, Storage, Startup, Structural Steel or Concrete Pad, Wiring, Spare Parts, Seismic Calculations or Attachments, Training, Labor or Any Accessories/Materials Not Listed Above To: Tahoe Coalition for the Homeless Date: April 18, 2023 Attention: Kimberly Peterson
Engineer: N/A
Project Name: Tahoe Coalition for the Homeless – Temporary Housing 106
www.airtreatment.com Air Treatment Corp – 3213 Ramos Circle. Sacramento, CA 95827

Page 2 of 3 ends

ITEM B) ALTERNATE: MAESTRO SMART - OLIMPIA TERMINAL HEAT PUMPS Qty Tags Description
6 --
Model: 2020, Maestro Smart 9 HP
 115V
 R-410A
 9,200 Btu/h Cooling
 8,500 Btu/h Heating
 PSC Indoor Blower Motor
 ECM Outdoor Blower
 3-Speed Fan
 Rotary Compressor
 Field Installed Wired Thermostat (No WiFi). Requires Serial Interface Board and 24V Transformer. o 7-day programmable thermostat
o 2 Heat / 1 Cool
 Field Installed Serial Interface Board
 Field Installed 24V Transformer
 Field Installed Defrost Heating Cable (115 V)
 Standard 7 Year Compressor / 2 Year Parts Warranty
EXCLUSIONS: Unloading, Rigging, Installation, Storage, Startup, Structural Steel or Concrete Pad, Wiring, Spare Parts, Seismic Calculations or Attachments, Training, Labor or Any Accessories/Materials Not Listed Above

PRICING

ITEM QTY EQUIPMENT PRICE
A 6
Maestro Pro - Olimpia Terminal Heat
Pumps $25,310.00
B 6
ALT: Maestro Smart – Olimpia Terminal
Heat Pumps $17,820.00
Please Note:
 Freight is FOB Factory (freight allowed to first destination)  Taxes are not included in this proposal.
 Price is valid 30 days from date on proposal. Given commodity escalations we reserve the right to pass along formal price increases from the factories. We will communicate this to you as they are issued from any given factory.  See attached page for remainder of quotation terms and conditions.

Thank you for the opportunity to offer the equipment and services listed above. We look forward to working with you on this project. If you should require additional information, please contact us.

Sincerely,
Bernard Lao
Air Treatment Corporation
[email protected]
619-850-1275
107
www.airtreatment.com Air Treatment Corp – 3213 Ramos Circle. Sacramento, CA 95827

Page 3 of 3 ends

TERMS & CONDITIONS OF SALE
Air Treatment Corporation (hereinafter designated as Seller) hereby accepts your order with the condition that this acceptance by us is expressly made conditional on assent by you to all terms and conditions set forth below, notwithstanding that they may be in addition to or different from those contained in your order or acknowledgment . Acceptance by you of any of the material covered by this order or failure to give notice of objections to any terms set forth herein within ten (10) days of the date hereof, shall be deemed to be assent by you to these terms and conditions. It is understood and agreed that the terms and conditions contained herein constitute the complete and exclusive statement of all such terms, and supersedes all prior communications between the parties, oral or written, as relates to the equipment described on your purchase order. Where any terms herein are contrary to or inconsistent with any terms contained in your purchase order, these terms and conditions shall control. If any item in this agreement is deemed unenforceable, all other items shall remain in force and effect.

PAYMENT TERMS: 1% 10 Days/ Net 30 are available upon approval of credit. Acceptance of Purchase Orders does not guarantee payment terms as stated until approved by the Credit Dept. We retain the right to revise all credit terms until said equipment has been shipped. Purchaser agrees to accept responsibility for payment of equipment whether or not payment has been made to purchaser on the project. Should payment not be made in accordance with Seller’s payment terms, purchaser agrees to pay to Seller a one and one-half percent (1 ½%) per month service charge on any unpaid balance due. Any retention for start-up should reflect the actual cost of start-up and not a percentage of the invoice. Prior consent from the Seller is required. No other retention shall be acceptable. No rights of lien are waived.

ACCEPTANCE: This quotation is offered for acceptance for a period of 30 days, subject to extension on upon written agreement of Seller in writing. This quotation is subject to revision on notice. In those instances where the Manufacturer reserves order acceptance prerogative, final acceptance shall be so governed.] PLANS AND SPECIFICATIONS: All equipment and/or materials are sold in accordance with manufacturers’ specifications and/or approved submittal data and not necessarily in accordance with “Plans and Specifications.” Seller is a vendor only and is not bound to the contractor under any provisions of general contract provisions including payment terms, retention “hold,” delay, arbitration and/or cancellations provisions. On plan and specification work, any reference to plans and specifications shall pertain alone to the technical portions of such plans and specifications, including the approved submittals, the latter of which shall determine ultimate responsibility and scope of Seller’s obligations. Seller makes no representation as to design, application and/or fitness for a particular purpose.

LEAD TIMES, DELAY: Shipment lead times reflect current production schedules based upon current release to production. Seller shall not be responsible to purchaser (or ultimate user) for delays in delivery due to acts of God, strikes, fires, accidents, unavailability of equipment and/or materials, or any other causes beyond Seller’s control. In the event of any such delay occasioned by such events, the date of delivery shall be extended for a length of time reasonably equivalent to the period of the delay, and with no penalty to Seller.

DAMAGES DISCLAIMER: No provision for liquidated, incidental or consequential damages in the event of any breach of this contract by the Seller shall apply to this sale, and any provision for liquidated, incidental or consequential damages shall be of no force and effect unless specifically agreed to by the Seller in writing signed by an officer of the corporation. Seller will not accept any back charge without its consent. Seller shall not be liable to purchaser for costs, damages, expenses or consequential damages arising out of, or resulting from, the purchase or use of equipment and/or materials, or claims made under Manufacturer’s written Limited Warranty.

DELIVERY: All shipping information is approximate, and shipping dates are based on prompt receipt of all necessary information at Manufacturers’ plant. Deliveries shall be made FOB manufacturers’ factory. Title and risk of loss shall pass to the Buyer at FOB point. Buyer agrees to accept delivery of any part or all of the manufactured material upon completion of same and failure of the Buyer to furnish Seller shipping instructions shall in no way alter the terms of the payment of Seller’s invoice. Seller shall not be responsible for any storage for any reason unless agreed to in writing before such action is deemed necessary. Where an allowance for freight is included, only the first destination will be allowed. In no event shall Seller be liable for special or consequential damages due to delay.

REQUIRED DELIVERY SCHEDULE: Seller and Purchaser agree that for a “required delivery schedule” to be binding upon Seller or Seller’s source of supply, a separate written confirmation to purchaser, confirming the required delivery schedule, must be provided to be binding on either Seller or Seller’s source of supply.

CLAIMS: Buyer shall notify Seller in writing, within (10) days of delivery if equipment is defective or nonconforming. Seller shall have the option of reinspection before allowing or rejecting the Buyer’s claim. Failure to make such claim within ten (10) days of delivery shall constitute acceptance. Expenses incurred in connection with claims for which the Seller is not liable will be paid by Buyer. Any claim for corrective work done upon the equipment covered hereunder must be approved beforehand, in writing, and signed by an officer of the Seller. Defects that do not impair the operation or performance of the goods provided shall not be cause for rejection by the Buyer.

CHANGES, CANCELLATIONS, RETURNS: Notice from the buyer to suspend work, delay delivery or terminate this order shall entitle Seller to payment from the Buyer for all costs, direct and indirect, incurred by the Seller on the balance of the order to the date of receipt of such notice, and which, in the event of cancellation of such order, shall result in payment to Seller of an amount not less than 15% of the face amount of the order. Any return for goods and equipment must be authorized by the Seller or Seller’s source of supply and may be subject to restocking and/or other incidental charges. All orders placed on hold must be the subject of written amendment to the purchase order, and must detail the parties’ agreement regarding storage arrangements and costs.

TAXES: Purchaser agrees to pay all sales, excise or other taxes, which may be applicable to the sale of the equipment and/or materials.

WARRANTY: It is understood and agreed that the only warranty the subject of this order shall be the Manufacturer’s written Warranty in effect at the time of shipment, and as specifically relates to such equipment the subject of this order, and which Seller shall supply to Buyer. Buyer acknowledges there are no implied or expressed warranties by Seller, other than those of the Manufacturer, and in no case will the amount of the warranty or liability exceed the amount of the order.

Seller accepts no consequential liability of any nature, and in no case will Seller be liable for damages beyond the purchase price of the defective items. Further, Buyer agrees to defend, indemnify and hold harmless Seller, from and against any and all Claims of Damage(s), Expense(s) Cost(s) or Consequential Damages alleged or claimed by virtue of the equipment. Buyer agrees that in the event of an alleged Warranty Claim made, either through Buyer or Buyer’s customer, or otherwise, which in truth and fact turns out to be a Non-Warranty item and is attributable to the acts of others, failure to maintain equipment, or other reasons not the fault of the Manufacturer or Seller, that Seller and/or Manufacturer shall be reimbursed in full by Buyer for all expenses incurred in ascertaining the alleged Warranty Claim, including all legal costs and fees incurred.

DISPUTES, ATTORNEY’S FEES: In the event Seller is compelled to bring any action to enforce any part of these Terms and Conditions including, but not limited to, any action to collect monies due hereunder, purchaser agrees to pay Seller’s reasonable attorney’s fees and costs. In any proceeding to enforce these Terms and Conditions, the law of the State of California shall control, and venue shall be deemed proper only in any court of competent jurisdiction in the County of Orange, California.

Authorized Customer Initials _____
108

ATTACHMENT D
109
Riley Plumbing & Heating LTD.

P.O. Box 18250
South Lake Tahoe, CA. 96151
530-544-5199
775-265-1765
1-800-354-7029
CA Lic.774078 Unlimited
NV Lic 85622 C-1 Limit $8,000,000.00
NV Lic 85623 C-21B Limit $8,000,000.00
Estimate 28685379
Job 28481531
Estimate Date 11/15/2023
Technician Luis Ortiz
Customer PO
Billing Address
Tahoe Coalition for the Homeless*
PO Box 13514
South Lake Tahoe, CA 96151 USA
Job Address
Tahoe for the Homeless
2250 Lake Tahoe Boulevard
South Lake Tahoe, CA 96150
USA
Estimate Details
50 Gallon Hybrid Heat Pump Water Heater (Upgrade-Best): 50 Gallon Hybrid Heat Pump Water Heater - 10 Year Warranty Drain, Remove, haul away existing water heater
Install new 50 Gal Electric Hybrid Heat Pump Water Heater.

Install new ball valve.

Install new stainless steel supply flex.

Install existing electrical whip.

Install new drip pan with 1” pvc drain pipe.

Install new carbon and smoke detector per code requirements.

Install new seismic earthquake straps.

Test unit for proper operations
220v to location is not included
Task # Description Quantity Your Price Your Total
T520360 50 Gallon Hybrid Heat Pump Water Heater
The ProLine® XE Hybrid Electric Heat Pump reduces water heating cost by up to 73% through an innovative design that pulls environmental heat while dehumidifying and cooling the ambient air at the same time.

FEATURES:

Increased energy efficiency
Choice of operating modes
Back-up electric elements
Dry fire protection

1.00 $6,154.22 $6,154.22
T520007 Drain Pan UP TO-30" & Drain Up To 10FT
Due to expansion and contraction of the water tank and because of age water heaters may develop a leak which can spread across the floor. A water heater sits in a drain pan like a big dish and the leaking water is contained to prevent water damage to the structure.

MPT:60.000000

1.00 $342.71 $342.71
T520021 Water Heater Seismic Brace
Includes Seismic Brace and Mounting Hardware
Preventing water heater damage as well as gas or water leaks during an earthquake is critical. It's important that the proper bracing be used with each specific application.

MPT:49.999980

1.00 $19.32 $19.32
10 Year
Smoke
Detector
10 Year Smoke Detector 1.00 $85.00 $85.00
Combo 10
year Smoke /
CO Detect
Combo 10 year Smoke / CO Detecto 1.00 $156.00 $156.00
T600030 Condensate Pump (New)
Meets all Indirect Waste Codes!
18FT Lift, new wiring and plastic hoses for drain. Ensure your home is free of overflow water and avoid potential water over flow or bacteria from standing water

1.00 $109.07 $109.07
Permits 01 Plans and Permits
Permits are required per State, County & City regulations.

Fees are based on jurisdiction and total job cost.

1.00 $355.00 $355.00
110
JBARLHB300 Warranty Labor Residential HYBRID HEAT PUMP Water Heater 10 Years Added Protection
We have found an issue that will take some time to correct. Because you have chosen us to be your service provider we are able to cover this expense under our warranty and we do so for up to 10 years.

JB Warranties- HYBRID HEAT PUMP

1.00 $975.00 $975.00
50 Gallon
Hybrid
(Equipment)
50 Gallon Hybrid (Equipment) 1.00 $3,416.00 $3,416.00
State HP6 50 DHPT
Sub-Total $11,612.32
Tax $0.00
Total $11,612.32
Est. Financing $124.25
Thank you for calling Riley Plumbing & Heating! NOW OFFERING Nu Drain Trenchless Sewer Repairs, Relining, & Dump Bins !!!!!!! I, the undersigned am owner/authorized representative/tenant of the premises at which the work mentioned above is to be done. I hereby authorize Riley Plumbing & Heating LTD. to perform Diagnosis/Solution, and to use such labor and materials as you deem advisable. Hidden conditions which require extra work will be subject to additional charge. A monthly service charge of 1.5% will be added after 30 days, up to $1,000. I agree to pay reasonable attorney's fees and court costs in the event of legal action. If my check is returned for insufficient funds, I could be liable for 3 times the amount of the check or $500, whichever is more, plus the face value of the check and court costs I have read and agree to all the items and conditions set forth, and have reviewed the copy of the contract and Notice to Owner (Section 7018.5 - Contractors License Law) in the Terms and Conditions.

I hereby authorize Riley Plumbing & Heating LTD. to proceed with the above work at a flat rate of $11,612.32 12/1/2023
111
112

ATTACHMENT E
113
114
115
116
117
118
119

ATTACHMENT F
120
Home / Building Materials / Insulation / Fiberglass Insulation Internet # 202585859 Model # BF11 Store SKU # 585873 Store SO SKU # 583042 Owens Corning
R-13 Kraft Faced Fiberglass Insulation Batt 23 in. x 93 in. (1826) Questions & Answers (394)
Hover Image to Zoom
+8
DECK THE HALLS WITH CHEER Holiday Decor for Inside & Out Product Details Specifications Questions & Answers Customer Reviews R-13 Kraft Faced Fiberglass Insulation Batt 23 in. x 93 in. by Owens Corning (1826) 1.1k
$12400
SRh-o1p3Ainllsulation Services DIY Me
121
Share Print
Covers 148.54 sq.ft. (83¢ /sq.ft.)
$124.00
Get up to 30% off in Rebates for 89706
Pay $99.00 after $25 OFF your total qualifying purchase upon opening a new card.

Apply for a Home Depot Consumer Card
N Carson City Store
64 in stock Aisle 20, Bay 007
Batt/Roll Size: 7.75 ft. x 3.5 in. x 23 in.

7.75 ft. x 3.5 in. x 15 in.

7.75 ft. x 3.5 in. x 23 in.

Pickup at N Carson City Delivering to 89706
Get it as soon as tomorrow. Schedule your
delivery in checkout.

How much will you need?
Please note: calculations are estimates only
Pickup
Today
64 in stock
FREE
Delivery
Tomorrow
64 available
R-13 Kraft Faced Fiberglass Insulation Batt 23 in. x 93 in. by Owens Corning
$12400
N Carson City 9PM 89706
122
Product Details
Specifications
Questions & Answers
394 Questions
Customer Reviews

4.7 out of 5 (1,826)
Area 1
- +
Length x Width
Square Footage
Calculate by:

Square Footage:
5000
sq.
ft
+ Add Area
Calculate
38 units
will cover 5644.52 sq. ft.
$4,712.00
Est. Total
Include an extra 10% to cover potential waste and breaks 38 Add to Cart
R-13 Kraft Faced Fiberglass Insulation Batt 23 in. x 93 in. by Owens Corning
$12400
123
Home / Building Materials / Insulation / Fiberglass Insulation Internet # 100320292 Model # E57 Store SKU # 568331
Owens Corning
R-38 Faced Fiberglass Insulation Batt 24 in. x 48 in. (1 Bag) (330) Questions & Answers (157)
Hover Image to Zoom
+13
#1 Home Improvement Retailer
Product Details Specifications Questions & Answers Customer Reviews R-38 Faced Fiberglass Insulation Batt 24 in. x 48 in. (1 Bag) by Owens Corning (330) 174
$13900
Shop All Services DIY Me
124
Share Print
Covers 64 sq.ft. ($2.17 /sq.ft.)
$139.00
Get up to $35.10 in Rebates for 89706
Pay $114.00 after $25 OFF your total qualifying purchase upon opening a new card.

Apply for a Home Depot Consumer Card
N Carson City Store
15 in stock Aisle 20, Bay 001
Pickup at N Carson City Delivering to 89706
Get it as soon as today. Schedule your delivery
in checkout.

How much will you need?
Please note: calculations are estimates only
Pickup
Today
15 in stock
FREE
Delivery
Today
45 available
Only 45 in stock. Please reduce the quantity or
change your fulfillment to proceed.

Length x Width
Square Footage
Calculate by:

R-38 Faced Fiberglass Insulation Batt 24 in. x 48 in. (1 Bag) by Owens Corning
$13900
N Carson City 9PM 89706
R-38 insulation
125
Product Details
Specifications
Questions & Answers
157 Questions
Customer Reviews

4.8 out of 5 (330)
Area 1
- +
Square Footage:
5360
sq.
ft
+ Add Area
Calculate
93 units
will cover 5952.00 sq. ft.
$12,927.00
Est. Total
Include an extra 10% to cover potential waste and breaks This item has a limit of 30 per order.
93 Add to Cart
Free & Easy Returns In Store or Online
Return this item within 90 days of purchase. Read Return Policy R-38 Faced Fiberglass Insulation Batt 24 in. x 48 in. (1 Bag) by Owens Corning
$13900
126

ATTACHMENT G
127
ReliaPro Painters Exterior Estimate
Full Workmen’s Compensation, $1,000,000 Liability,
Bonded, License CA # 901768 NV# 0074692
530-200-9059
P.O. Box 13444
South Lake Tahoe, CA 96151
Customer Name: TCH - ℅ Nicole Zaborsky
Address: 2250 Lake Tahoe Blvd
South Lake Tahoe, CA
Phone/Email: [email protected]
Preparation
Power Wash: All areas to painted.

Mask as needed all windows, fixtures, etc
Scrape and sand all loose and peeling paint (orbital sander over rough areas)
Prime all bare wood. XIM Peel bond primer where peeling, Caulk as needed.

Painting/Staining
Area/Color # of Coats Product
All siding 2 Benjamin Moore UltraSpec Lo sheen
Color TBD
All trim/door 2 Benjamin Moore Ultra Spec Lo Sheen
Color TBD
Additional Comments: Clean up and remove all trash and waste from job site.

Price is good for 2024 exterior season. Price is based on Painters prevailing wage as of 12/1\7/20123 $50.20 hourly El Dorado County Brush, Spray, Paperhanger - Straight time rate
City of South Lake Tahoe license#003592
Deposit: $0.00
Amount due upon completion: $37,650
Total Price for all labor and materials: $37,650
Frank Muscat______________ __________________
Submitted By ReliaPro Painters Proposal Accepted By
128
129

ATTACHMENT H
130
Of[01T]7530 Longley Ln., Suite 105[T01]
[02T]Reno, NV 89511[T02]
www.ashleyvance.com
[03T](775) 825-494503]3]
[45T]December 19, 2023[T45]
[05T]Project Number: 231728[T05]
[06T]Nicole Zaborsky[T06]
[07T]Tahoe Coalition for the Homeless[T07]
[08T]1137 Emerald Bay Road[T08]
[09T]South Lake Tahoe, CA 96150[T09]
Subject: Proposal and Agreement for Civil Engineering Services [11T]2250 Lake Tahoe Boulevard[T11]
[12T]South Lake Tahoe, CA 96150[T12]
[13T] [T13]
[14T]Dear Nicole:[T14]
At your request, we are pleased to provide this proposal outlining civil engineering services and associated fees for the subject project, and are excited about the opportunity to be a part of the design team.

Please find enclosed in this proposal the following:
• Section 1: Project Understanding
• Section 2: Scope of Services
• Section 3: Project Fee Summary
• Section 4: Additional Services
• Section 5: Terms and Conditions
• Section 6: Agreement for Civil Engineering Services
If you have any questions regarding the scope, fees, or any other items included in this proposal, please do not hesitate to give me a call.

Respectfully,
[04T]Bruce Jones[T04]
Principal Engineer
Ashley & Vance Engineering, Inc.
[CIVIL]
131
[44T]December 19, 2023[T44] [43T]Project Number: 231728[T43] SECTION 1 — PROJECT UNDERSTANDING
[15T]Provide Civil Engineering plans, details and calculations for the remodel of the existing parking lot. Effort includes Construction Document preparation for building permits. Plans will include grading and drainage, accessibility improvements including parking, BMP design, and erosion control plans. It is anticipated the site will need to meet El Dorado County Tahoe Planning & Stormwater Management requirements based on the Tahoe Regional Planning Agency Best Management Practices Handbook for commercial developments. Site utilities are excluded from the scope of this proposal.[T15] [16T] [T16]
SECTION 2 — SCOPE OF SERVICES
The following assumptions clarify and identify the scope of services that Ashley & Vance Engineering, Inc (as the Consultant) will perform in conjunction with this project as described in Section 1.

1. Project Management
- Consult with you (as the Owner and Client), the Project Architect (as the Owner’s authorized agent), other subconsultants, and the General Contractor.
- Provide application support for items in our scope of work and submittal preparation in all phases.

2. Provide Construction Documents (CD) for Submittal to City Provide CD documents consisting of civil plans, details, and technical specifications for project described in Section 1 on full size plan sheets. Documents shall include:
- Design and applicable detailing as required of final elevations of hardscapes and landscapes - Design of storm drain facilities to discharge points for Best Management Practices (BMP) - Technical specifications on Plans
- Report of final storm water management and hydrology, on 8.5” x 11” print format (with larger exhibits as required)
- Erosion Control Plans for local agency review
- Details of final earthwork quantities for permitting purposes

3. Satisfy Public Agencies Corrections: All Corrections shall be addressed in a timely manner.

All services performed outside of those listed above shall be considered Additional Services (refer to Section 4x).

This proposal is based on site plans provided by Tahoe Coalition for the Homeless, received 12/15/2023. A current Title Report of the property must be provided for review and all encumbrances identified. No public improvements are anticipated.

The Site Plan shall be provided by the Architect in AutoCAD file format, including roof drain tributary areas and downspout locations for the purpose of sizing stormwater pipes and BMP features, ADA paths of travel, points of connection for building utility services, and property line setbacks. The limit of disturbance is anticipated to be less than one acre. Plans and permits will be processed by Tahoe Coalition for the Homeless.

A topographic and boundary survey must be provided for this project by a licensed land surveyor. All surveys shall include topography in AutoCAD file format with approved property lines and easements and legal descriptions, show inverted elevations for storm drain and sewer service lines and mains, provide surface and aerial utility locations, show trees with diameters at 4.5 feet, and all drip lines. Topography shall extend 25’ beyond property line. Survey datum shall be based on local jurisdiction datum (i.e. NAD 83 and NAVD 88.) Surveyor shall also provide a PDF of signed survey.

A site-specific soils report must be prepared for this project by a licensed soils engineering consultant. Report shall provide trenching recommendations, pavement structural sections for all pedestrian and vehicular surfaces, infiltration testing for stormwater retention/infiltration features, and observation and testing programs during construction.

Items specifically excluded from our civil engineering services and proposals:
● Hazardous waste remediation
● Retaining wall design with surcharge or is over 3’-0” in height ● Building fire protection (sprinkler) design
● Utility design, application support, and coordination ● Landscape planting and irrigation plan(s)
● Tree Protection Plans (TPPs) or tree reports or surveys ● Traffic Control Plans

Page 2 of 6 ends

132
[44T]December 19, 2023[T44] [43T]Project Number: 231728[T43] SECTION 3 — PROJECT FEE SUMMARY
Code Service Fee Type Fee
Construction Documents H-EST $9,600
Total Estimated Hourly Fees $9,600
Legend
H-EST = Hourly Fee Estimate
Payment Schedule $2,900 Invoice #1: Upon approval of this agreement. Payment will be credited towards subsequent billings and billed on a monthly basis from then on.

The hourly (H) amounts shown above are initial hourly estimates only. All work, including anything over the amounts shown above, will be billed on a time and material basis per the hourly rate schedule that is current at the time the work is performed. Description for time charged will be provided on our invoices.

All invoices are due and payable upon receipt. A 1½ % monthly finance charge may be assessed for payments greater than 30 days past due. The Consultant may suspend services until account is brought current.

The client agrees to reimburse Consultant for all mileage (at the current IRS standard mileage rate), tolls, all plan production, packaging & shipping costs at a rate of 1.15 times direct cost, payable on a monthly basis as incurred.

SECTION 4 — ADDITIONAL SERVICES
Additional Services may include, but are not limited to:

Duplication of Efforts Any revisions to our plans, details, or calculations due to project revisions including value engineering
Additional Scope Work outside of the original Services such as revisions required by additional site plan or site improvement elements not in documents provided at the time of this agreement and tasks as specified in Section 3
Unforeseen Conditions Unanticipated site conditions requiring changes to the civil design or conflicts with existing facilities
Planning & Permitting Application preparation for meetings with Public Agency to obtain planning approvals or expedite plan check responses
Construction Support Assistance provided during the construction phase such as all meetings, site visits, or correspondence via telephone, fax, or email.

Additional examples of assistance include, but are not limited to, evaluation of alternate product or systems, review of testing data, required submittals, shop drawings, contractor requests for substitution, as-built plans, etc.

Site visits will be billed as Additional Services including travel time to/from our nearest office with a 3 hours minimum. All such support shall be conducted under the review of the Owner/Owner’s authorized agent.

Civil Observations Observations of specific civil scope items during the course of construction as required by the governing public agency or agencies
Code Upgrades
Subconsultant Services
Revisions required due to code changes that occur during the course of the project Services required of subconsultants (if used) will be marked up 20% Services provided on an hourly basis will be billed on a monthly cycle at the following hourly rates (subject to change):

Principal Engineer[21T]$175/hr[T21]
Senior Engineer [60T]$135/hr[T60]
Project Engineer [22T]$115/hr[T22]
Office/Clerical [23T]$75/hr[T23]

Page 3 of 6 ends

133
[44T]December 19, 2023[T44] [43T]Project Number: 231728[T43] SECTION 5 — TERMS AND CONDITIONS
CORPORATE PROTECTION: Client agrees that as the Client's sole and exclusive remedy, any claim, demand, or suit arising from the Consultant’s services shall be directed and/or asserted only against the Consultant, a corporation in the State of California, and not against any of the Consultant's employees, shareholders, officers or directors.

CIVIL ENGINEERING SERVICES: The Consultant provides only civil engineering design services. Any non-civil issue (including but not limited to structural engineering, waterproofing, floodproofing, architecture, landscape architecture, etc.) shall need to be addressed by another consultant qualified in the respective field. The work of others is not reviewed, approved or coordinated by the Consultant. The Client acknowledges that issues arising from the work of others (including but not limited to leaks, mold etc.) are non-civil and not the result of services provided by the Consultant. The Client further acknowledges all such non-civil issues are not cause for legal action against the Consultant and agrees to indemnify the Consultant against any lawsuit arising from such allegations.

EXPIRATION: This proposal is valid for 60 days from the above date.

STANDARD OF CARE: In rendering these services, the Consultant shall apply the skill and care ordinarily exercised by civil engineers at the time and place the services are rendered.

SUPPORTING DOCUMENTATION: The Client shall provide all the supporting information and documentation (e.g. geotechnical investigations, property surveys, reports, as-builts etc.) necessary for performance of the Consultant’s services.

The Consultant shall be entitled to rely, without liability, on the accuracy and completeness of any and all information provided by the Client, other consultants and contractors as well as information from public records without the need for independent verification.

DOCUMENT OWNERSHIP: All documents including, but not limited to calculations, computer files, drawings, specifications, and reports prepared by the Consultant pursuant to this Agreement are instruments of professional service intended for the one-time use in construction of this Project. Said documents are and shall remain the property of the Consultant. Any reuse without prior written approval from the Consultant is prohibited. Any future reuse of documents, if approved by the Consultant, may be subject to additional fees.

SUCCESSOR AND ASSIGNS: Consultant and Client agree that the services performed by the Consultant pursuant to this Agreement are solely for the benefit of the Client and are not intended by either the Consultant or the Client to benefit any other person or entity. To the extent that any other person or entity, including but not limited to the Contractor and/or any of its Subconsultants and other Design Professionals, is benefited by the services performed by the Consultant pursuant to this Agreement, such benefit is purely incidental and such other person or entity shall not be deemed a third party beneficiary to this Agreement.

Neither the Client nor the Consultant shall assign, sublet or transfer any rights under or interest in (including but without limitation, monies that may be due or monies that are due) this Agreement, without the written consent of the other, except as stated in the paragraph above, and except to the extent that the effect of this limitation may be restricted by law. Unless specifically stated to the contrary in any written consent to an assignment, no assignment will release or discharge the assignor from any duty or responsibility under this Agreement. Nothing contained in this paragraph shall prevent the Consultant from employing such independent consultants, associates and subconsultants as he or she may deem appropriate to assist in the performance of services hereunder.

MEANS & METHODS OF CONSTRUCTION: Consultant will not supervise, direct, or have control over the Contractor’s work. Consultant shall not be responsible for the Contractor’s means, methods, procedures, techniques, or sequences of construction, nor for safety programs or procedures employed by the Contractor. The Consultant shall not be responsible for the Contractor’s failure to carry out work in accordance with the Contract Documents. Review of submittals by Consultant shall be for general conformance with the information given and design concept expressed in the Contract Documents, and shall not be considered certification of submittals accuracy.

INDEMNIFICATION: The Client shall indemnify and hold harmless the Consultant and its personnel, from and against all claims, damages, losses and expenses due to negligent acts, errors or omissions arising out of or resulting from the performance of others. Consultant has no duty to defend or indemnify Client without a finding of negligence, recklessness, or willful misconduct on the part of the Consultant. The parties expressly agree that this indemnity provision does not include, and in no event shall the Consultant be required to assume, any obligation or duty to defend any claims, causes of action, demands or lawsuits in connection with or arising out of this project or the services rendered by the Consultant.

FORCE MAJEURE. If the performance of the Agreement, or of any obligation hereunder is prevented, restricted or interfered with by reason of fires, equipment breakdowns, labor disputes, government ordinances or requirements, civil or military authorities, acts of God or the public enemy, acts or omissions of carriers, or other causes beyond the reasonable control of the party whose performance is affected, then the party affected, upon giving prompt notice to the other party, shall be excused from such performance on a day-for-day basis to the extent of such prevention, restriction, or interference (and the other party shall likewise be excused from performance of its obligations on the day-for-day basis to the extent such party's obligations relate to the performance so prevented, restricted or interfered with); provided that the party so affected shall use its best efforts to avoid or remove such causes.

LIMITATION OF LIABILITY: In no event will Consultant be liable for consequential damages, including lost profits, loss of investment, or other incidental damages incurred from Owner's investment based on the Scope of Work to be performed by the Engineer under this Agreement. The Consultant's total liability for work performed, which includes any liability for any

Page 4 of 6 ends

134
[44T]December 19, 2023[T44] [43T]Project Number: 231728[T43] design defects pursuant to Civil Code § 2782.5, shall never exceed $50,000 or the amount paid by the Owner for services performed under this Agreement, whichever is greater.

MEDIATION / DISPUTE RESOLUTION: Owner and Consultant agree to mediate any dispute arising under this contract. In the event of any dispute, the parties, within thirty (30) days of a written request for mediation, shall attend, in good faith, a mediation in order to make a good faith reasonable effort to resolve any dispute arising under this contract. If one party initiates any court, legal, or other action to enforce any obligations under this Contract without first attempting mediation, that party shall not be entitled to any costs or attorneys’ fees as the prevailing party.

ATTORNEY FEES: If the parties become involved in litigation arising out of this contract or the performance thereof, the court shall award reasonable costs and expenses, including attorneys’ fees, to the prevailing party.

TERMINATION: This agreement may be terminated upon 30 days written notice by either party, with or without cause. In the event of termination, the Client shall pay the Consultant for all services rendered to the date of termination, all reimbursable expenses, and reasonable termination expenses.

See next page for Acceptance

Page 5 of 6 ends

135
[44T]December 19, 2023[T44] [43T]Project Number: 231728[T43] SECTION 6 — AGREEMENT FOR CIVIL ENGINEERING SERVICES
Between Client [24T]Nicole Zaborsky[T24]
[25T]Tahoe Coalition for the Homeless[T25]
[26T]1137 Emerald Bay Road[T26]
[27T]South Lake Tahoe, CA 96150[T27]
Billing Contact [28T]Nicole Zaborsky[T28] Phone [29T]530-416-2779[T29] Billing Email [30T][email protected][T30]
And Consultant Ashley & Vance Engineering, Inc.
[31T]7530 Longley Lane[T31]
[32T]Reno, NV 89511[T32]
Project Manager [33T]Bruce Jones[T33] Phone [34T](775) 825-4945 x121[T34] Email [35T][email protected][T35]
For the Project [36T]2250 Lake Tahoe Boulevard[T37]
[38T]South Lake Tahoe, CA 96150[T38]
[39T] [T39]

ACCEPTANCE
Commencement of Civil Engineering services may begin after the receipt of:
• This signed proposal
• Referenced documents in Section 2
• Initial payment amount indicated in Section 3
• Required information to be provided by Client in Section 6 Payments shall be sent directly to our San Luis Obispo office:

Ashley & Vance Engineering, Inc.

Attn: Accounting
1229 Carmel Street
San Luis Obispo, CA 93401
I, the Client, have read the above Section 1: Project Understanding, Section 2: Scope of Services, Section 3:

Project Fee Summary, Section 4: Additional Services, and Section 5: Terms and Conditions, incorporated herein by reference and agree to the terms and conditions set forth by the Consultant in this Proposal and Agreement, and any pertinent Attachments.
[sig|req|1||sig_1||200|35]
[41T]Nicole Zaborsky[T41](CLIENT)
[date|req|1||date_1||70|20]
Date
[sig|req|2||sig_2||200|32]
[40T]Bruce Jones, PE[T40](CONSULTANT)
Principal Engineer
Ashley & Vance Engineering, Inc
s[date|req|2||date_2||70|20]
Date

Page 6 of 6 ends

136

ATTACHMENT I
137
Does not include any works or quantities not specifically mentioned in this quote. Any changes to scope of work described in this quote to be done by written change order prior to commencement of change
Alcorn Engineering Inc
2804 Santa Claus Dr
South Lake Tahoe, CA 96150 US
[email protected]
www.laketahoepaving.com
Estimate

ADDRESS
Bears Den Inn
2244 Lake Tahoe
S Lake Tahoe, CA 96150
ESTIMATE # DATE EXPIRATION DATE
1610 12/19/2023 01/19/2023
P.O. NUMBER
BMP Retrofit

ACTIVITY QTY RATE AMOUNT
temporary bmp
install & maintain temporary BMP's
1 6,500.00 6,500.00
03 Excavation
Sawcut & Excavate for new underground BMP
System, price per yard, does not include relocation
of utilities if needed.
250 162.50 40,625.00
DI Installation
Installation of traffic rated Jenson Precast direct
inlet as per plan with Flo-Gard filter basket as per
plan
2 9,750.00 19,500.00
Stormtech SC Chamber
Install Storm-tech chamber system, geo-fabric,
clean out ports & crushed gravel as per plan, price
per linear foot of chamber
150 325.00 48,750.00
Drip-line Trenches
Install drain rock filled drip-line trench with
cobblestone boarders as per plan
360 35.00 12,600.00
Asphalt Paving-Commercial
Pave 3" hot mix asphalt over 6" compacted type II
base rock, asphalt BMP conveyance swales & new
AC coverage. Price per sqft Does not include any
additional paving to parking lot beyond paving &
tie-in for new storm tech system & trash pad.
2,000 15.60 31,200.00
Mulch& Revegitate
Mulch Disturbed areas with 3" of wood chips &
revegetate with TRPA approved seed mix. Does
not include landscaping plants
15,000 0.65 9,750.00
Existing Underground Structures
Removal, repair, replacement, remediation,
relocation and any other costs arising from
unknown existing underground structures or
unsuitable underground conditions will be resolved
1 0.00 0.00
138
Does not include any works or quantities not specifically mentioned in this quote. Any changes to scope of work described in this quote to be done by written change order prior to commencement of change

ACTIVITY QTY RATE AMOUNT
on a "Cost Plus 30%" basis at cost of property
owner.

Underground Utilites
Damage to underground utilities and structures not
marked by (811 USA DIGS) or property owner not
responsibiity of contractor. Contractor will make all
reasonable efforts to protect in place all known
existing structures.
1 0.00 0.00
boulders
install 2' min boulder as parking barrier keyed into
ground.
40 125.00 5,000.00
ADA Parking Area
This estimate does not include any ADA
improvements
0 0.00 0.00
This estimate is a non-binding budgetary estimate intended for budgetary planning purposes. CA DIR #PW-LR-1001076982. Contractor to conform to standard public works payroll & reporting requirements. Estimate based on plans dated 2/8/13 drawn by Gregory Cooka
TOTAL $173,925.00
Accepted By Accepted Date
139
Council Agenda Report January 9, 2024 Page 1 of 3
City of South Lake Tahoe
Report to City Council
Meeting Date: January 9, 2024
Title: Community Development Block Grant Program Coronavirus Response Allocation of Remaining Funding for Tahoe Coalition for the Homeless Bears Den Inn Rehabilitation Location: 2250 Lake Tahoe Blvd (Bear’s Den Inn)
Responsible Staff Members: Jessica Wackenhut Lomeli, Interim Housing Manager Background: The California Department of Housing and Community Development (HCD) receives funding from the United States Department of Housing and Urban Development (HUD) for the Community Development Block Grant (CDBG) Program and allocates funds to CDBG eligible non-entitlement jurisdictions (such as City of South Lake Tahoe). Authorized by the Coronavirus Aid, Relief, and Economic Security (CARES) Act, approximately $71.2 million in CDBG coronavirus response rounds 2 and 3 (CDBG-CV 2/3) federal funds has been allocated to eligible jurisdictions in California to perform activities related to COVID-19 response and recovery.

Issue and Discussion: On November 15, 2023, HCD informed current CDBG-CV grantees that a small amount of unclaimed funding is available for construction projects that have experienced unanticipated cost increases that can be substantiated and documented. Funding is not guaranteed but unclaimed funds will be reallocated to construction projects per the following priorities:

1. Tribal awards for construction projects including CDBG-CV 2/3 Tribal Set-Aside and Homekey awards made to Tribes with documented increased project costs and demonstrated financial gap;

2. Non-Tribal Homekey construction projects with documented increased project cost and demonstrated financial gap;

3. All other CDBG-CV construction projects with documented increased project cost and demonstrated financial gap.
140
Council Agenda Report January 9, 2024 Page 2 of 3
TCH has encountered several challenges that have impacted the original scope of work, which include various unforeseen challenges and damage related to property upgrades and lack of labor that qualify for participation in a federally funded rehabilitation grant. These issues coupled with the relative the small scale of the project have made it challenging to secure a qualified contractor.

Additionally, like many other properties this past winter, the project experienced extensive damage to the existing circa 1960s galvanized plumbing system, damage to the exterior paint, and extensive issues to the already aging asphalt in the parking lot due to freeze and thaw cycles. The bids received in 2022 and 2023 are close to double the cost estimates for the original scope of work in addition to the extensive work discovered through initial rehabilitation work. Attachment 4 contains the full list of remaining work for full rehabilitation with the cost according to bids received (Attachment 5).

As such, TCH has submitted a revised Scope of Remaining Work for full rehabilitation of the Bear’s Den (Attachment 4) showing the documentation of new, increased project costs and the gap in CDBG funds being requested since the original application submitted for this program.

Grantees with qualifying CDBG-CV construction projects may request up to a 25 percent increase to their award resulting in a maximum award of 125 percent of their original application.

Financial Implications: The total grant funds spent by TCH are $109,780.33 with a remaining balance of $385,851.67. The total amount that HCD will release in unencumbered CDBG-CV funds to grantees with active CDBG-CV Standard Agreements and how much will be awarded to the City is unknown at this time.

Policy Implications: This action would be consistent with an existing Memorandum of Understanding between the City and TCH where both parties agreed to seek to identify opportunities to develop shared strategies to prevent and reduce homelessness experienced by South Lake Tahoe residents and committed to jointly reviewing funding opportunities available to bring financial resources to our community which serve the priorities of the City. 141
Council Agenda Report January 9, 2024 Page 3 of 3
The recommended action is also consistent with the following adopted policies and programs:

City Strategic Plan
Action Item 1.3.6 Continue to work with the Tahoe Coalition for the Homeless to rehabilitate properties purchased through Project Homekey.

Action Item 3.1.3 Work with local partners to support permanent supportive housing/transitional homeless shelter resources and provide more services to mitigate existing homeless camps.

Policy 4-4 The City shall provide priority permit processing of projects that are targeted toward special-needs groups, such as seniors, the disabled (including the developmentally disabled), and the homeless, including priority for building plan check, subdivision map review, improvement plans for roadways and utilities, and environmental impact analysis. 142
1 Department of Housing and Community Development
Version 11/15/2023

CDBG- CV
CDBG- CV Allocation of
Remaining Funding –
Jurisdiction Resolution
Resolution of the Governing Body
RESOLUTION NO. 2024 - 005

A RESOLUTION APPROVING AN AMENDMENT TO THE STANDARD
AGREEMENT ISSUED UNDER THE 2020 COMMUNITY

DEVELOPMENT BLOCK GRANT PROGRAM CORONAVIRUS

RESPONSE ( CDBG- CV)
BE IT RESOLVED by the City Council of the City of South Lake Tahoe as follows:

SECTION 1:

The City Council has reviewed and hereby approves the submission to the State of California (“ State”) of a Request for Additional Funds to fill gaps created by documented unanticipated cost increases. The funds would be added to its existing CDBG- CV Standard Agreement( s) with the State numbered 20-CDBG- CV2-3-00274 ( the Standard Agreement( s)”) pursuant to the State’ s June 2020 CDBG- CV1 Notice of Funding Availability; December 2020 CDBG- CV2 and CV3 Notice of Funding Availability ( NOFA); and/or the CDBG Method of Distribution as described in the State of California 2019-2020 Annual Action Plan August 2020 Second Substantial Amendment and the CDBG- CV Method of Distribution as described in the State of California 2019-2020 Annual Action Plan August 2020 Fifth Substantial Amendment.

List of Activity Funding:

Current Authorized amount( s) under Standard Agreement # 20-CDBG- CV2-3-00274 CDBG- CV: $505,632.00
Program Income: $ 0
Total: $ 505,632.00
Amount of new CDBG- CV funds to be added to Standard Agreement # 20-CDBG- CV2- 3-00274
CDBG Not to exceed $ 632,040
Program Income: $ 0
Total: $ 632,040
Res 2024- 005 143
CDBG- CV Allocation of
Remaining Funding –
Jurisdiction Resolution 2
Department of Housing and Community Development
Version 11/15/2023

CDBG- CV
Total amount of amended Standard Agreement # 20-CDBG- CV2-3-00274 CDBG Grant Not to exceed $ 1,137,672
Program Income: $ 0
Total: $ 1,137,672
Add as many tables as necessary to document the requested amendment. Include associated budget changes, if any.)
SECTION 2:

SECTION 3:

The City of South Lake Tahoe hereby authorizes and directs the City Manager, or designee*, to execute and deliver all application( s), “Request( s) for Additional Funds,” and/or amendments to the Standard Agreement and act on the City’s behalf in all matters pertaining to all such application( s), “Request( s) for Additional Funds,” and/or amendments.

SECTION 4:

Res 2024- 005 144
CDBG- CV Allocation of
Remaining Funding –
Jurisdiction Resolution 3
Department of Housing and Community Development
Version 11/15/2023

CDBG- CV
SECTION 5:

Important Note: If the designee is signing any application, agreement, amendment, or any other document on behalf of the designated official of the City/County, written proof of designee authority to sign on behalf of such designated official must be included with the Resolution, otherwise the Resolution will be deemed deficient and rejected.

PASSED AND ADOPTED at a regular meeting of the [City Council or County Board of Supervisors, as applicable] of the City of South Lake Tahoe held on January 9, 2024 by the following vote:

Instruction: Fill in all four (4) vote-count fields below. If none, indicate “0” for that field.] AYES: 4 NOES: 0
ABSENT: 0 ABSTAIN: 0
Recused: 1
Yes: Bass, Friedrich, Wallace, Robbins
Recused: Creegan
Cody Bass, Mayor
City Council
Res 2024- 005
Date: 1/9/2024
Cody Bass ( Jan 9, 2024 15:52 PST)
145
CDBG- CV Allocation of
Remaining Funding –
Jurisdiction Resolution 4
Department of Housing and Community Development
Version 11/15/2023

CDBG- CV

STATE OF CALIFORNIA
City of South Lake Tahoe
I, ___________, City Clerk of the City of South Lake Tahoe, State of California, hereby certify that (i) the above and foregoing is a full, true, and correct copy of a resolution duly adopted by said City Council, as applicable on this 9th day of January, 2024; ( ii) such resolution has not been amended, modified, repealed or rescinded since the date of its adoption; and (iii) such resolution remains in full force and effect.” Susan Blankenship, City Clerk of the City of
South Lake Tahoe, State of California
Note: The attesting officer cannot be the person identified in the Resolution as the authorized signer.)
Res 2024- 005
Sue Blankenship ( Jan 9, 2024 14: 09 PST)
Sue Blankenship
146
Resolution 2024-005 Amendment to Agreement
Issued Under the 2020 CDBG-CV
Final Audit Report 2024- 01-09
Created: 2024- 01-09
By: Michelle Davis ( medavis@cityofslt. us)
Status: Signed
Transaction ID: CBJCHBCAABAAOxUzXVSerN-_ xv_9MezWbVn6QA968Bnw Resolution 2024-005 Amendment to Agreement Issued Under t he 2020 CDBG-CV" History
Document created by Michelle Davis ([email protected]) 2024- 01- 09 - 9:43:27 PM GMT
Document emailed to Sue Blankenship ([email protected]) for signature 2024- 01- 09 - 9:44:18 PM GMT
Email viewed by Sue Blankenship ( sblankenship@cityofslt. us) 2024- 01- 09 - 10:08:31 PM GMT
Document e-signed by Sue Blankenship ([email protected]) Signature Date: 2024- 01-09 - 10:09:29 PM GMT - Time Source: server Document emailed to [email protected] for signature
2024- 01- 09 - 10:09:31 PM GMT
Email viewed by [email protected]
2024- 01- 09 - 11:08:59 PM GMT
Signer [email protected] entered name at signing as Cody Bass 2024- 01- 09 - 11:52:09 PM GMT
Document e-signed by Cody Bass ([email protected])
Signature Date: 2024- 01-09 - 11:52:11 PM GMT - Time Source: server Agreement completed.
2024- 01- 09 - 11:52:11 PM GMT
147
CITYOFSLT.US / (530) 542-6010
1052 Tata Lane South Lake Tahoe, CA 96150
Amendment #2 to Subrecipient Agreement between the City of South Lake Tahoe and Tahoe Coalition for the Homeless
This Amendment is made on __________, 2024 to the Subrecipient Agreement entered into as of January 5, 2022 (C-004-2022) by and between the City of South Lake Tahoe, a municipal corporation (“Grantee”) and Tahoe Coalition for the Homeless (“Subrecipient”).

The parties (“Grantee” and “Subrecipient”) hereby agree to the following amended terms:

Section III is hereby amended as follows:

Budget
Line Item Amount: Additional amount not to exceed
Professional Services $1,169,124.88
Construction
General Administration
TOTAL: Not to exceed $_____________
Section VII. Is hereby amended as follows:

General Provisions:

Adding:

I. The Tahoe Coalition for the Homeless and City agree to cooperate to pursue other sources of funding, including grants, to operate a winter shelter in the community for at least the next five years.

J. The Tahoe Coalition for the Homeless agrees to provide an annual report to City Council, in coordination with other partners as appropriate, on resources and needs with respect to homelessness and unhoused people in the City of South Lake Tahoe.

All other provisions of the Subrecipient Agreement shall remain in full force and effect. _________________________ ___________________________
Joseph Irvin, City Manager Kimberly Peterson, Director of Housing
__________________ ________________
Date Date
148
City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:6
Agenda Item: Retired Investigators Guild Donation Authorization Executive Summary: The Retired Investigators Guild is a non-profit retired peace officer organization that would like to assist the Police Department investigate cold cases.

Requested Action / Suggested Motions: Pass a Resolution approving the acceptance of donated volunteer hours in a value potentially exceeding $10,000 from the Retired Investigators Guild for the purposes of providing investigative assistance with cold cases.

Responsible Staff Member: Nick Carlquist, Detective Sergeant, and David Stevenson, Chief of Police Reviewed and Approved By: Susan Blankenship, City Clerk Olga Tikhomirova, Director of Finance Heather Stroud, City Attorney
Attachments:
01-Staff Report - Retired Investigators Guild Donation.docx 02-Resolution - Retired Investigators Guild Donation Acceptance.docx 03-MOU with Retired Investigators Guild
04-City Donation Form
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Council Agenda Report February 13, 2024 Page 1 of 1
City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Retired Investigators Guild Donation Authorization Location: Citywide
Responsible Staff Member: Nick Carlquist, Detective Sergeant, and David Stevenson, Police Chief Background: The South Lake Tahoe Police Department investigates many complex cases. Among these cases are investigations which have remained unsolved due to lack of leads, technology, or manpower (aka, “cold cases”). The Retired Investigators Guild (RIG) is a nonprofit who provides law enforcement investigation assistance.

Issue and Discussion: The SLTPD and RIG have established an MOU allowing RIG volunteers, who are former sworn law enforcement investigators, to partner with current SLTPD Detectives. The purpose of this partnership is to encourage the investigation, analysis, and closure of cold cases. The SLTPD is required to get City Council approval to accept this donation of time, which is estimated at 1-30 volunteer hours per month (valued at $89/hr to equate a fully burdened SLTPD detective).

Financial Implications: Assistance provided by RIG volunteers is at no cost to the City. RIG has met the insurance requirements requested by the City, and proof of insurance has been provided along with signed waivers drafted by the City.

Environmental Considerations: The proposed action is not a “project” subject to review under the California Environmental Quality Act (CEQA) under CEQA Guidelines section 15378(b)(4) (creation of government funding mechanisms or government fiscal activities which do not involve any commitment to any specific project which may result in a potentially significant physical impact on the environment).

Policy Implications: This assistance is consistent with the policies and goals of the Police Department. 150
Resolution 2024- XXX
Adopted by the City of South Lake Tahoe
City Council
February 13, 2024
Authorizing the acceptance of volunteer hours from the
Retired Investigator’s Guild for the purposes of providing investigative assistance with cold cases

BACKGROUND
A. The City of South Lake Tahoe has established a Memorandum of Understanding with the Retired Investigator’s Guild (RIG) for the purpose of accepting investitive assistance with SLTPD cold cases.

B. The South Lake Tahoe Police Department and the Retired Investigators Guild jointly recognize the need to provide investigative time and closure to cold cases, many of which involve major crimes such as homicide.

C. The City and the Retired Investigators Guild are dedicated to working collaboratively to examine, analyze and investigate cold crimes.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe:

1. Finds the above recitals are true, correct, and a substantive part of this resolution

2. Approves the acceptance of the donation of volunteer hours possibly exceeding a value of $10,000 from the Retired Investigators Guild to provide investigative assistance per the Memorandum of Understanding (Attached).

Adopted by the City of South Lake Tahoe City Council on February 13, 2024 by the following vote:

Yes:

No:

Absent:

Abstain:
____________________________ Date: ________________
Cody Bass, Mayor
Attest:
____________________________
Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
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City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:7
Agenda Item: Amendment No. 2 to Agreement with Walker Consultants for the Bellamy Parking Garage Upgrade Project to Add $46,200 and Extend Term to December 2025 Executive Summary: Staff is recommending a Contract Amendment with Walker Consultants to provide additional services related to the City Parking Garage, located at One Bellamy Court. The design and construction of Phase 1 of the project was completed in October/November 2023, which included structural upgrades and changes to the circulation pattern. The current phase of the project will include the installation of EV Charging stations, a new Revenue and Access Control System, and an Advance Parking Guidance system. The City is planning to issue an RFP for the procurement of the EV charging stations and the new Access Revenue Control System/Parking Guidance System. A public works contract will be prepared for the installation of the equipment. The City is planning to begin installation after Labor Day 2024, with the completion before the winter season 2024-2025. Additional work has been requested from Walker's consultant for the procurement and construction of the various equipment necessary for the full functioning of the parking garage.

Requested Action / Suggested Motions: Acting as the South Tahoe Joint Powers Parking Financing Authority, Pass a Resolution authorizing and directing the Mayor to execute Amendment No. 2 to the Agreement with Walker Consultants to add $46,200 for a not-to-exceed contract amount of $246,866, appropriate $46,200 from the Parking Garage Fund Balance for the Bellamy Garage Upgrade Project, and extend the term to December 2025.

Responsible Staff Member: Anush Nejad, Director of Public Works, and Jeff Roberson, Operations Lieutenant
Reviewed and Approved By: Susan Blankenship, City Clerk Olga Tikhomirova, Finance Director Heather Stroud, City Attorney
Attachments:
01-Staff Report - Walker Amendment.docx
02 - STJPPA Resolution -Bellamy Parking Garage.docx
03 - C-047-2022 Agreement with Walker Consultants.pdf
04 - C-187-2022 Amendment No. 1 to Walker Consultants.pdf 05 - Amendment No. 2.pdf
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South Tahoe Joint Powers Parking
Financing Authority
February 13, 2024 Page 1 of 2
City of South Lake Tahoe
Report to South Tahoe Joint
Powers Parking Financing
Authority
Meeting Date: February 13, 2024
Title: Amendment to the Contract with Walker Consultants for the City Parking Garage Access and Revenue Control System and Modification Project Location: One Bellamy County, South Lake Tahoe
Responsible Staff Member: Anush Nejad, Director of Public Works (530) 542-6031 and Jeff Roberson, Operations Lieutenant (530) 542-6521
Background: On April 5, 2022, the South Tahoe Joint Powers Parking Financing Authority entered into an agreement with Walker Consultants to evaluate the City Parking Garage and provide recommendations to upgrade the parking structure, circulation, Parking Revenue and Access Control System (PARCS), the addition of 12 Electric Vehicle (EV) charging stations and Advance Parking Guidance System (APGS). On November 1, 2022, the City Council approved Amendment #1 to the contract for a contract amount not to exceed $200,666, which was below the total authorization of $205,953. At the time, no additional budget was required for Amendment #1.

Issue and Discussion: The first phase of the project, which included the structural rehabilitation and circulation modification, was bid out and completed in November 2023. The next phase of the project is for the procurement and installation of a new Parking Revenue and Access Control System (PRACS), Parking Guidance System (PGS), and EV charging stations. The City is planning to issue two Requests for Proposals (RFP) for the procurement of the PRACS/PGS and EV charging stations. A standard Public Works contract will be prepared for the installation of the equipment. Revenue. The City is expected to issue the RFP in early Spring 2024 and construction bids by July 2024. The construction of the new equipment is planned for installation by September 2024. The current estimated construction cost of this phase of the project is $530,000. Since the project was divided into two phases, an additional budget is needed for Walker Consultants to complete the design and provide construction support for the current phase of the project.

Financial Implications: The current contract with Walker Consultants is $200,666. The staff has negotiated the additional services required to complete PARC, PGS, and EV charging stations.

The additional budget required is $46,200, as described in the attached Addendum #2. With the additional budget, the contract will increase to $246,866. The additional funds for the consultant support will be transferred from the Parking Garage Enterprise funds.

Environmental Considerations: The appropriation of funds for the projects mentioned above is categorically exempt from the California Environmental Quality Act (CEQA) under Section 15301 of the CEQA Guidelines (existing facilities).
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South Tahoe Joint Powers Parking
Financing Authority
February 13, 2024 Page 2 of 2
Policy Implications: This project advances the City Council's Strategic Priorities and Goals, specifically:
 Action Item 1.5 (Carbon Neutrality) to implement various projects to reach the City’s 100% renewable energy and Climate Action Plan goals, including building robust EV charging infrastructure by 2025.
 Action Item 5.3 (Infrastructure and Maintenance) actively seeking funding to develop sustainable infrastructure projects based on the prioritized capital improvement project list. 171
Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the South Tahoe
Joint Powers Parking Financing Authority
February 13, 2024
Authorizing Amendment No. 2 with Walker Consultants and Appropriating Funds for the Final Design and Construction Management Services for the Bellamy Parking Garage Upgrade Project

BACKGROUND
A. On April 5, 2022, the South Tahoe Joint Powers Parking Financing Authority entered into an agreement with Walker Consultants to evaluate the City Parking Garage and provide recommendations to upgrade the parking structure, circulation, Parking Revenue, and Access Control System (PARCS), Advance Parking Guidance System (APGS), and the addition of 12 Electric Vehicle (EV) charging stations.

B. On November 1, 2022, the City Council amended Walker’s Consultant contract to divide the project into two phases. Phase 1 will include structural and circulation upgrades. Phase 2 of the project consists of PARCS, APGS, and installation of the EV charging stations. To allow early bond payment, the City plans to stretch out the construction and award Phase 1 and bid Phase 2 by Spring 2024.

C. Due to the time extension and division of the project into two phases, additional consulting services are required to complete the design and construction management services.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the South Tahoe Joint Powers Parking Financing Authority:

1. Appropriates an additional $46,200 from the Parking Garage Fund balance for the Bellamy Parking Garage Technical Services, Account 52005320-42030.

2. Authorizes and directs the Chair to execute Amendment No. 2 with Walker Consultants CA, in the amount of $46,200 for a total contract not to exceed $246,866.

Adopted by the South Tahoe Joint Powers Parking Financing Authority on February 13, 2024, by the following vote:

Yes:

No:

Absent:

Abstain:
172
Resolution 2024-XXX February 13, 2024 Page 2 of 2
________________________ Date:_________
Cody Bass, Chair
Attest:
________________________
Susan Blankenship, Secretary
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
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CITY OF SOUTH LAKE TAHOE

PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of the 5th day of April 2022 by and between the City of South Lake Tahoe, a municipal corporation (“ City”) and Walker Consultants (“ Consultant”).

RECITALS
A. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement.

B. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein.

C. City desires to retain Consultant to render professional services as set forth in this Agreement.

AGREEMENT

1. Scope of Services. Consultant shall perform the services set forth in this agreement and shall provide said services at the time, place, and in the manner specified in this agreement. Consultant shall have no power or authority by this Agreement to bind City in any respect.

The Consultant agrees that it has satisfied itself by its own investigation and research regarding the conditions affecting the work to be done and labor and materials needed, and that its decision to execute this Contract is based on such independent investigation and research.

All services provided by Consultant pursuant to this Agreement will be provided in accordance with the terms set forth in the Exhibit A, “Scope of Services,” attached hereto and incorporated herein by reference. Exhibit B, Compensation Schedule,” attached hereto and incorporated herein by reference, outlines the fees and compensation which shall be paid pursuant to this Agreement.

2. Term/ Time of Performance. The services by Consultant are to commence upon the execution of the Agreement and continue for 2 years and 3 months.

C-047-2022 174

3. Compensation. Compensation to be paid to Consultant shall be in accordance with the Schedule set forth in Exhibit B which is attached hereto and incorporated herein by reference. In no event shall Consultant’ s compensation, including travel and out-of-pocket expenses, exceed 187,230 without additional written authorization from City. Payment by City under this Agreement shall not be deemed a waiver of defects, even if such defects were known to City at the time of payment. Payment is contingent upon compliance with all terms and conditions of this Agreement, as set forth herein. Consultant shall obtain prior written authorization from the City Project Manager for any costs in excess of budgeted amounts for each line item, task, or obligation under the Scope of Services.

4. Method of Payment. Consultant shall submit monthly billings to City describing the work performed during the preceding month. Consultant’ s bills shall include a brief description of the services performed, the date the services were performed, the number of hours spent and by whom, the applicable hourly rate, and a description of any reimbursable expenditures. City shall pay Consultant no later than 30 days after approval of the monthly invoice by City staff.

5. Extra Work. At any time during the term of this Agreement, City may request that Consultant perform extra work. As used herein, “ Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, extra work without prior written authorization from City.

6. Termination. This Agreement may be terminated by City or Consultant immediately for cause or without cause upon thirty days ( 30) days written notice of termination. Upon termination, Consultant shall be entitled to compensation for services performed up to the effective date of termination, and City shall be entitled to all work performed to that date.

Termination, revocation, or expiration of this Agreement shall not release either party from liability resulting from an event which occurred prior to such termination, revocation or expiration.

7. Ownership Of Documents.

All plans, studies, documents and other writings, including working notes and internal documents, prepared by and for Consultant, its officers, employees C-047-2022 175
and agents and subcontractors in the course of implementing this Agreement, shall become the property of City upon payment to Consultant for such work, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or to any other party.

Consultant shall, at Consultant’ s expense, provide such reports, plans, studies, documents and other writings to City upon written request. All documents prepared by Consultant are confidential and shall be maintained to preserve their confidential nature. Release of any such documents to third parties shall only be made upon written consent of City.

8. Consultant’ s Books and Records.
a. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant for services provided pursuant to this Agreement.
b. Consultant shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from records shall be available at Consultant’ s address indicated for the date of termination or completion of this Agreement. c. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Manager, City Attorney, City Auditor or a designated representative of these officers. Copies of such documents shall be provided to City for inspection at City offices when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the receipt of notices in this Agreement.
d. Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment or termination of Consultant’ s business, City may, by written request by any of the above-named officers, require that custody of the records be given to City and that the records and documents be C-047-2022 176
maintained at City offices. Access to such records and documents shall be granted to any party authorized by Consultant, Consultant’ s representatives, or Consultant’ s successor-in-interest.

9. Independent Contractor. It is understood that Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and shall not act as an agent or employee of City.

Consultant shall obtain no rights to retirement benefits or other benefits which accrue to City’ s employees, and Consultant hereby expressly waives any claim it may have to any such rights. All employees, agents, contractors or subcontractors hired or retained by Consultant are employees, agents, contractors or subcontractors of Consultant and not of the City.

City is not required to make any deductions or withholdings form the compensation payable to Consultant under the provisions of this Contract, and is not required to issue W-2 Forms for income and employment tax purposes for any of Consultant’ s assigned personnel. Any third party persons employed by Consultant shall be entirely and exclusively under the direction, supervision, and control of Consultant. Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this Contract.

10. Interest of Consultant. Consultant, ( and principals, associates and professional employees of consultant) covenants and represents that it does not now have any investment or interest in real property and shall not acquire any interest, direct or indirect, in the area covered by this Agreement or any other source of income, interest in real property or investment which would be affected in any manner or degree by the performance of Consultant’ s services hereunder. Consultant further covenants and represents that in the performance of its duties hereunder no person having any such interest shall perform any services under this Agreement.

Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant:
a. Will conduct research and arrive at conclusions with respect to his/ her rendition of information, advice, recommendation or counsel independent of the control and direction of City or of any City official, other than normal agreement monitoring; and,
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b. Possesses no authority with respect to any city decision beyond rendition of information, advice, recommendation or counsel. [FPPC Reg. 18700(a)(2)].

11. Professional Ability of Consultant. City has relied upon the professional training and ability of Consultant to perform the services hereunder as a material inducement to enter into this Agreement. Consultant shall therefore provide properly skilled professional and technical personnel to perform all services under this Agreement. All work performed by Consultant under this Agreement shall be in accordance with applicable legal requirements and shall meet the standard of quality ordinarily to be expected of competent professionals in Consultant’ s field of expertise.

12. Compliance with Laws. Consultant shall comply with all applicable federal, state, regional and local laws, codes, ordinances and regulations in carrying out his/ her duties under this Agreement. Consultant shall observe and comply with all applicable laws, ordinances, regulations and codes of federal, state and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Agreement. The City, its officials, officers, elected officials, appointed officials and employees shall not be liable at law or in equity as a result of any failure of Consultant to comply with this section.

In the event it is determined that the Consultant is required to pay prevailing wages for the work performed under this Agreement, the Consultant shall pay all penalties and wages as required by law.

13. Licenses. Consultant represents and warrants to City that it has all licenses, permits, qualifications, insurance and approvals of whatsoever nature which are legally required of Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, insurance and approvals which are legally required of Consultant to practice its profession. Consultant shall maintain a City of South Lake Tahoe business license at all times services are performed under this Agreement. Consultant acknowledges that payments made pursuant to this Agreement may be withheld until this provision has been satisfied.

14. Indemnity. Consultant hereby agrees to and shall indemnify and hold harmless City, its elected and appointed boards, officers, agents, employees and volunteers from and against any liability for any and all claims, demands, actions, losses, damages and injuries, direct or indirect (including any and all C-047-2022 178
costs and expenses in connection therein), arising out of this Agreement or caused in any way by Consultant’ s negligent performance of this Agreement or its breach of its obligations contained in this Agreement, except for any such claims arising out of the negligence or willful misconduct of the City.

Consultant agrees to defend City from and against any and all losses, damages, claims costs and fees arising out Consultant’ s negligent acts, errors, omissions, regarding this Agreement, the Consultant’ s work under this Agreement, or the consultant’ s Scope of Work.

City does not, and shall not, waive any rights against Consultant which it may have by reason of the aforesaid hold harmless agreement, because of the acceptance by City, or the deposit with City by Consultant, of any of the insurance policies hereinafter set forth.

This hold harmless agreement by Consultant shall apply to all damages and claims for damages, or alleged to have been suffered, by reason of any of the aforesaid operation of Consultant or any subcontractor, regardless of whether or not such insurance policies shall have been determined to be applicable to any of such damages or claims for damages.

Consultant further waives any and all rights to any type of express or implied indemnity or right of contribution from the City for any liability, claims, demands, costs, charges and expenses and causes of action of whatsoever arising out of or in any way connected with this Agreement, and consultant’ s work under this Agreement.

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b. Endorsements. Each general liability and automobile liability insurance policy shall be with insurers possessing a AM Best’ s rating of no less than A:VII and shall be endorsed with the following specific language:
i. City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional
insured’ s under Consultant’ s General Liability and Automobile Liability policies with respect to liability arising out of this Agreement and/or work performed by or on behalf of the
Consultant, including materials, parts or equipment furnished in connection with such work or operations.
ii. This policy shall be considered primary insurance as respects City, its elected or appointed officers, officials, employees, agents and volunteers. Any insurance maintained by City, including any self-insured retention City may have, shall be considered excess insurance only and shall not contribute with it.
iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each,
except with respect to the limits of liability of the insuring Consultant.
iv. The insurer waives all rights of subrogation against City except for Consultant’ s Professional Liability and Employers’ Liability policies, its elected or appointed officers, officials, employees or agents.
v. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. No policies of insurance carried by Consultant shall be suspended, voided, canceled, or changed in coverage or in limits except after thirty ( 30) days written notice to the City Attorney by Certified Mail.
c. Deductibles and Self-Insured Retentions. The Consultant shall be responsible for all deductibles in all of Consultant’ s insurance policies.

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The amount of deductibles for insurance coverage required herein shall be reasonable and approved by the City Attorney.
d. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Consultant shall not commence work under this contract until all insurance required under this section has been approved by City as to form, amount and carrier, nor shall Consultant allow any subcontractor to commence work on any subcontract until all similar insurance required and reasonably consistent limits of the subcontractor has been so obtained and approved. Certificates of insurance shall contain no exclusions unless negotiated with the City Attorney and approved, in writing, by the City Attorney.

16. Notices. Any notice required to be given under this Agreement shall be in writing and either served personally or sent prepaid, first class mail. Any such notice shall be addressed to the other party at the address set forth below.

Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section.

If to City: City of South Lake Tahoe
1901 Airport Rd.

South Lake Tahoe, CA 96150
Provide a copy to: City Attorney’ s Office
City of South Lake Tahoe
1901 Airport Road, Suite 300
South Lake Tahoe, CA 96150
If to Consultant: Walker Consultants
Justin Chang, Principal-in-Charge
601 California Street, Suite 820
San Francisco, CA 94108
415) 644-0630
JChang@walkerconsultants. com

17. Assignment and Subcontracting. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement C-047-2022 182
without the written authorization of City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of the subcontractor. Nothing in the Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law.

18. Waiver. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach of the same or any other provision under this Agreement.

19. Dispute Resolution. Any dispute concerning this Agreement will be first submitted to the City Manager or his designee for resolution. If no resolution is reached, such dispute shall be submitted to the City Council. The decision of the City Council shall be final and shall be appealable only to the El Dorado Superior Court pursuant to California Code of Civil Procedure §1094.5, and as provided by law.

20. Controlling Law Venue. This Agreement and all matters relating to it shall be governed by the laws of the State of California and any action brought relating to this Agreement shall be held exclusively in the Superior Courts in the County of El Dorado, South Lake Tahoe Division.

21. Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any Consultant or person, other than the independent contractors hired in accordance with Consultant’ s standard business practice, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any Consultant or person, other than a bona fide employee working solely for Consultant or an independent contractor hired as discussed above, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

22. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, disability, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’ s C-047-2022 183
Minority Business Enterprise program, Affirmative Action Plan, or other related programs or guidelines currently in effect or hereinafter enacted.

23. Drug-Free Workplace Certification. By signing this Agreement, Consultant hereby certifies under penalty of perjury under the laws of the State of California that the Consultant will comply with the requirements of the DrugFree Workplace Act of 1990 (Government Code Section 8350, et seq.) and will provide a drug-free work place by taking the following actions:
a. Publish a statement notifying employees that unlawful manufacture, distribution dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355 (a). b. Establish a Drug-Free Awareness Program as required by Government Code Section 8355(b) to inform employees about all of the following:
i. The dangers of drug abuse in the workplace;
ii. The person’ s or organization’ s policy of maintaining a drug-free workplace;
iii. Any available counseling, rehabilitation and employee assistance program; and
iv. Penalties that may be imposed upon employees for drug abuse violations.
c. Provide, as required by Government Code Section 8355(c), that every employee who performs grant activities under this Agreement:
i. Will receive a copy of the Consultant’ s drug-free policy statement; and
ii. Will agree to abide by the terms of the Consultant’ s statement as a condition of employment on this Agreement.

Failure to comply with these requirements may result in suspension of payments under this Agreement or termination of the Agreement, or both, and Consultant may be ineligible for award of any future City agreements if City determines that any of the following has occurred: the Consultant 1) has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above.

24. Anti-Lobbying Certification. Consultant shall submit to City the Anti-Lobbying Certification contained in Exhibit C. Further, Consultant shall require that the language of the certification in Exhibit C be included in all contracts or C-047-2022 184
subcontracts entered into in connection with this Agreement and that all Consultants and contractors shall certify and disclose accordingly.

25. Debarment, Suspension, Ineligibility and Voluntary Exclusion. By signing this Agreement, Consultant assures that neither it nor its principals, is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participating in covered transactions by any Federal department or agency.

26. Americans with Disabilities Act. By signing this Agreement, Consultant assures the City that it complies with the American with Disabilities Act (ADA) of 1990, 42 U.S.C. 12101, et.seq.), which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to ADA.

27. Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.

28. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.

29. Entire Agreement. This Agreement constitutes the complete and exclusive statement of Agreement between City and Consultant. All prior written and oral communications, including correspondence, drafts, memoranda, and representations, are superseded in total by this Agreement.

30. Execution. This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy hereof shall have been signed by both parties hereto. In approving this Agreement, it shall not be necessary to produce or account for more than one such counterpart.

31. Time is of the Essence. Time is of the essence for this Agreement.

32. Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement.

Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective party.

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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above.

CONSULTANT:

By ________________________________
Justin Chang, Principal-in-Charge
Business License # __________________
CITY OF SOUTH LAKE TAHOE:

By_________________________
Devin Middlebrook , Chair
APPROVED AS TO FORM:

By_ ___________________________
Heather Stroud , City Attorney
ATTEST:

By___________________________
Attachments:

Exhibit A – Scope of Services
Exhibit B – Compensation Schedule
Exhibit C - Anti-Lobbying Certification
012529
C-047-2022
Apr 11, 2022
Heather Stroud ( Apr 11, 2022 13:33 PDT)
Heather Stroud
Apr 11, 2022
Devin Middlebrook ( Apr 11, 2022 13:37 PDT) Justin Chang ( Apr 11, 2022 15: 03 PDT) Justin Chang
186

EXHIBIT A

SCOPE OF SERVICES
C-047-2022 187
Scope of Services for City Garage Parking Access and
Revenue Control System and Modification Project
Prepared for the City of South Lake Tahoe
WALKER CONSULTANTS 29

1. Kick Off Meeting
Exhibit A Scope of Services
Walker’ s approach to the project will begin with a kick off meeting between Walker’ s key staff members and City of South Lake Tahoe staff and stakeholders. The meeting agenda will cover a review of the parking structure work items, goals and objectives of the city and stakeholders, issues that need to be addressed and a detailed presentation of Walker’ s workplan and schedule of activities.

Walker will identify any additional information required from the city including any additional documentation for the parking structure, contacts needed for access to enclosed spaces or for traffic controls or other assistance during the work.

This meeting will be scheduled to occur within 2 weeks of our authorization to proceed. Walker will document the discussions and include a list of action items and commitments resulting from the meeting.

2. Monthly Coordination Meetings
Our workplan will include monthly coordination meetings between Walker key personnel and city staff and invited stakeholders. These meetings will cover project work activity progress and a review of planned work for the next month. Tentative findings and potential solutions from our investigations will be presented and discussed. Issues and constraints will be discussed and proposed corrective measures will be identified.

Project schedule and budgets will be reviewed and any deviation from our baseline plan discussed. Timely review and monitoring of the project plan will help maintain overall milestone targets.

These can be in person meetings located in South Lake Tahoe or conducted virtually via Go to Meeting, Microsoft Teams, Zoom or another networking application. Walker will prepare and maintain minutes of these meetings, actions items and commitments.

3. Parking Structure Condition Assessment
Walker will conduct a condition appraisal to assess the physical condition of the facility and to address all issues that have been previously identified or uncovered during the course of our work. Our condition appraisal will provide a health report” on the condition of the structure. The report will confirm suspected problems or document known problems and provide budgeting information to allow the city to finance the identified repairs. The report findings and recommendations will form the basis for construction document preparation for subsequent competitive bidding.

Our objective is to perform an overall condition of the parking structure and provide an opinion of the probable cost for the necessary repairs, based on the observed conditions as well as our experience with parking structure conditions and repair costs. We have already performed a preliminary walk through” to verify our understanding of the condition and the requirements of the RFP. Our approach to this portion of the project is based on that understanding and our familiarity with the facility. Our assessment will focus on the following:

Document the existing condition of the structure in representative areas.

Recommend conceptual repairs where required).

Provide an opinion of the probable cost for the recommended conceptual repairs.

C-047-2022 188
Scope of Services for City Garage Parking Access and
Revenue Control System and Modification Project
Prepared for the City of South Lake Tahoe
WALKER CONSULTANTS 30
Scope of Services, continued
Based on this project understanding, we propose the following scope of services:

Task A Initial Condition Appraisal
i. Review available drawings, specifications, and engineering/ testing reports to familiarize ourselves with the type of construction and waterproofing systems and any previous repairs or modifications performed on the parking structure.
ii. Conduct a field evaluation of the parking structure to document the current physical condition of structural and waterproofing elements. This will include visual observations and limited non destructive testing on various structural elements. Review nonstructural elements of the parking structure including but not limited to expansion joints, drainage and waterproofing systems, electrical systems, etc. iii. Compile and review all field data that will assist us in determining the probable causes and effects of the documented deterioration.
iv. Identify potential structural or safety related conditions, if any. The City will be notified immediately if any safety related conditions are identified.
v. Identify and prioritize other repairs for the structure. vi. Compile and analyze field evaluation data to generate repair recommendations and opinions of probable costs of construction.
vii. Prepare a draft written report with a summary of observations, including photographs depicting the areas noted in the report, findings, repair recommendations, and capital expense.

Depending on visual observation and initial findings during condition assessment, Walker may recommend additional invasive testing to determine the cause and extent of conditions observed. For this purpose, Walker may recommend exposing concrete steel reinforcement as well as obtaining material samples for strength characteristics and/ or chemical content at selected locations. Any destructive testing that is proposed shall be approved by the City of South Lake Tahoe.

Task B Construction Document Preparation
i. Prepare construction documents CDs) outlining priority repairs based on our condition assessment report which will consist of drawings and specifications with sufficient details to obtain competitive pricing from qualified repair contractors.

Walker will also provide contract administrative and site observation services during the construction and repair program to monitor the contractor’ s performance of the repair program and protect the client’ s interests.

4. Evaluation of Circulation Pattern and Ingress/Egress Walker will review the parking layouts and vehicular circulation within the garage to identify modifications that will reduce congestion and improve overall efficiency of the facility. Functional design options coupled with access and revenue control equipment will have the combined benefits of improved ingress/ egress and revenue enhancement.

C-047-2022 189
Scope of Services for City Garage Parking Access and
Revenue Control System and Modification Project
Prepared for the City of South Lake Tahoe
WALKER CONSULTANTS 31
Scope of Services, continued
The design of the parking areas needs to consider customer convenience, safety, wayfinding, and characteristics of the users. Parking geometrics need to allow vehicles to easily maneuver through the parking structure. Sightlines, visibility, and adequate illumination within parking structures need to be maintained for safety, and wayfinding.

Peak hour parking traffic volumes over the course of the day, week and year need to be studied to properly size entry and exit plazas and circulation routes within parking areas. Traffic circulation routes to and through all parking areas will be evaluated to mitigate congestion yet maximize the efficiency of parking.

Walker will employ best practices in developing circulation options that can be objectively evaluated to help identify potential solutions with measurable benefits. These options will be presented to the city and stakeholders for selecting a preferred option for further development and incorporation into construction documents.

5. Electric Vehicle Charging Stations
Options for electric vehicle charging station installation will be compiled and presented. Options will include prospective vendor choices and features, costs, and infrastructure upgrades necessary to accommodate the additional electrical service loads. Options will be presented in a way that facilitates decisions for incorporating into the construction document package.

Upon concurrence from the City, Walker will prepare construction documents for the EVCS installation including parking layouts, required signage, and electrical engineering necessary to obtain a building permit. Walker will prepare 60% and 100% construction documents, including plans, specifications, and our engineer’ s opinion of probable cost for review by the city.

Walker will also present a matrix of options that could serve as potential state and federal grant opportunities to provide all or partial project funding. This includes a detailed review of each grant program, the likelihood of success, and an application response plan. Walker can provide grant writing services to lead the response to the grant solicitations as an additional service and has been successful in writing grant applications and receiving funding for California agencies from state and federal sources, including electrification infrastructure and has expertise in the landscape of grants available for potential funding.

6. Parking Access and Revenue Control System
Data Collection and Report Preparation
Walker will meet with the City to discuss and collect documentation regarding the current PARCS system and the requirements for a new PARCS system, including an occupancy counting system with a remote count sign and a traffic control sign.

This meeting will include an on site assessment and further data gathering of the garage operations and the associated PARCS equipment. This visit will require the availability of City and/ or parking operator personnel to interview in person to collect information.

Walker will collect additional information from the City or the current PARCS vendor if necessary.

Walker will analyze all information collected in the Data Collection process, applying our knowledge of current best practices for PARCS systems that are appropriate for the City’s garage. This task will also include reaching out C-047-2022 190
Scope of Services for City Garage Parking Access and
Revenue Control System and Modification Project
Prepared for the City of South Lake Tahoe
WALKER CONSULTANTS 32
Scope of Services, continued
to potentially qualified new PARCS vendors to understand and evaluate their options.

Walker will prepare a Draft Report on the existing system as well as options for state of the art new systems, including gateless systems and mobile payment Apps. The Draft Report will review at least three major systems, based on best practices, including hardware and software components, as well as the revenue collection and administration system. The Report will also evaluate future trends in Parking Management, Revenue Control systems, Payment Systems, and Equipment technologies to provide an assessment of best practices and how they could apply for the City’s new system. After review and comment by the City, Walker will prepare a Final Report version. The Reports will follow the outline prescribed in the RFP.

Contract Specification and Procurement Document
Following approval of Walker’ s recommendations, Walker will prepare a Contract Specification and Procurement Document for a Best Value Procurement option for system procurement, installation, integration, testing, and acceptance of the new PARCS system including the occupancy counting system with a remote count sign and a traffic control sign. The Procurement Document will be written to comply with Construction Standards Institute CSI) outlines and format. It will include at minimum Functional Requirements, Performance Requirements, Integration Requirements, Testing, Validation and Acceptance Requirements, and other details for successful bidding and procurement of a new PARCS system.

A draft version of the Contract Specification and Procurement Document will be provided for City review, and a final version will be produced based on the City’s feedback.

7. Program Management and Project Delivery
Our project manager will be the primary contact with the city. The PM’ s responsibilities will include regular communication with city staff to ensure the consultant team is aware of decisions and direction on the project.

The PM is responsible for coordinating the work on all tasks, providing necessary resources to accomplish the work, maintaining the budget and schedule, and compiling and assembling documentation including contracts, meeting notes, the construction document package, permitting and bidding materials and construction administration records.

We anticipate that the project delivery method for the construction phase will be design bid build using a conventional public bidding process to select the general contractor. Walker will assist the city with the solicitation and review of bids and including the pre bid meeting, addenda and bid evaluation. During the construction phase, Walker will administer the construction contract, review contractor and supplier submittals, requests for information, change orders and testing agency reports.

Walker will make periodic visits to the project site to observe overall progress and quality of the work to support our review of the contractors’ applications for payment. Upon completion of the construction, Walker will conduct a punchlist review of the work to verify completion and conformance with the contract documents.

C-047-2022 191

EXHIBIT B

SCHEDULE OF CHARGES AND TIMELINE
BUDGET
Estimated fees (not to exceed) $ 187,230
TOTAL ( not to exceed) $ 187,230

TIMELINE
C-047-2022 192
Proposal for City Garage Parking Access and
Revenue Control System and Modification Project
Prepared for the City of South Lake Tahoe
WALKER CONSULTANTS | 35
Tasks Principal
Sr.

Consultant
or Sr. PM
Consultant
or PM
Engineer/
Architect
Designer/
Technician Analyst Subtotal COMMENTS/ ASSUMPTIONS
Hourly Rates $ 265 $ 255 $ 220 $ 190 $ 165 $ 180

1. Kick- Off Meeting $ 6,960 4 8 4 10 0 6 $ 6,960

1.1 Team Kick- Off 2 2 2 $ 1,330

1.2 Meeting Preparation 2 2 2 4 $ 2,070

1.3 Travel Time to/from SLT ( 8 hours round trip, 1 trip) 8 8 $ 3,560

2. Monthly Coordination Meetings $ 15, 740 8 36 0 12 0 12 $ 15,740

2.1 Meetings 4 4 4 4 $ 3,560

2.2 Meeting Preparation 4 8 8 8 $ 6,060

2.3 Travel Time to/from SLT ( 8 hours round trip, 3 of these meetings on- site with remainder by web conference) 24 $ 6,120

3. Parking Condition Assessment Report $ 29, 765 0 23 0 98 32 0 $ 29,765

3.1 Review Existing Plans/ Documentation 1 2 $ 635

3.2 Site visit including detailed quantification of conditions 8 16 $ 5,080

3.3 Prepare Condition Assessment Report 4 24 $ 5,580

3.4 Prepare Repair Drawings - CD 4 24 32 $ 10,860

3.5 Prepare Repair Specification Manual - CD 4 20 $ 4,820

3.6 Attend Pre- bid Meeting - CD 8 $ 1,520

3.7 Review Contractors Biddings - CD 2 4 $ 1,270
0 4. Evaluation of Circulation Pattern and Ingress/ Egress $ 13, 210 6 0 12 16 36 0 $ 13,210

4.1 Review Existing Information 2 2 2 $ 1,350

4.2 Site Visit and Data Collection 4 4 $ 1,420

4.3 Analyze Data 2 2 2 $ 1,350

4.4 Prepare Permitting Documents 2 8 8 32 $ 9,090

5. Not listed in RFP

6. Electric Vehicle Charging Stations $ 40, 160 8 0 56 52 96 0 $ 40,160

6.1 Review Existing Information 2 4 4 $ 2,170

6.2 Prepare EV Recommendations 2 16 16 16 $ 9,730

6.3 Coordination Meetings with the City 2 4 8 $ 2,930

6.4 Analyze EV Grant Funding Options
16 $ 3,520
Leading the grant response is an additional service not included here, estiamted between $ 12K and $ 20K per
grant depending on the grant source.

6.5 Prepare EV Permitting Documentation 2 16 24 80 $ 21,810

7. Parking Access and Revenue Control $ 34, 530 0 116 0 0 30 0 $ 34,530

7.1 Discovery process of current system and new system
requirements. Includes 1 on- site visit. 16 $ 4,080

7.2 Analyze collected discovery information and contact potential vendors as needed. 20 $ 5,100

7.3 Prepare Draft and Final Report on PARCS system,
including basic concept drawings. 40 8 $ 11,520

7.4 Prepare PARCS Contract Specification and Procurement Documents, including DD Drawings. 32 20 $ 11,460

7.5 Review/ revision work on above, based on City feedback. 8 2 $ 2,370

8. Program Management and Project Delivery $ 30, 365 8 75 0 48 0 0 $ 30,365

8.1 Project Management 4 35 16 0 $ 13,025

8.2 Construction Administration 4 24 24 $ 11,740

8.3 Round trip travel time for Construction Admin site visits ( 8 hours/ trip, 2 trips by PM and 1 by Engineer) 16 8 $ 5,600 TOTAL BUDGET $ 170, 730 34 258 72 236 194 18 $ 170, 730 Estimated Reimbursable Expenses - Billed at Below Cost + 15%$ 7,475 $ 6,500 Travel, Lodging & Meals - 10 site trips included $ 5,000 $ 5,000 Laboratory material testing $ 1,500 $ 1,500
178, 205 $ 258 $ 236 $ 194 $ 18 $ 177, 230
Total
Proposed
Budget
Walker Consultants
Leading the grant response is an additional, optional service not included in the pricing at left, to be provided upon request from the City on an hourly basis not to exceed $ 10,000 in total.

5. 6.

7. 7
7 7
6 6
6 6
6 5
5 5
5 5
C-047-2022 193
Proposal for City Garage Parking Access and
Revenue Control System and Modification Project
Prepared for the City of South Lake Tahoe
ID Task Name
1 Notice to Proceed
2 Project Management
3 Preparation & Administration
4 Assemble Team
5 Contracts & Insurance Certs
6 Baseline Workplan & Budget
7 Coordination Mtgs. w/ City
8 Kick- Off Meeting
9 Project Status Mtgs w/ City
20 Condition Assessment
21 Compile & Review Background Material
22 Develop Repair Recommendations
23 Facility Survey & Mat' l Testing
24 Develop Repair Item List
25 Material Lab Testing
26 Repair Strategies & Logistics
27 Estimate Probable Costs
28 Prepare Preliminary Repair Recommendations
29 Review Recommendations w/ City
30 Vehicle Circulation Studies
31 Review Issues & Goals
32 Prepare Circulation Options
33 Perform Queuing and Congestion Studies
34 Prepare Option Summaries
35 Review Options w/ City
36 Parking Access & Revenue Controls
37 Review Existing System & Issues
38 Prepare Options for New System
39 Evaluate Pros/ Cons & Costs
40 Prepare Summary Recommendation
41 Obtain City Concurrence w/ Recommenations
42 Electric Vehicle Charging Systems
43 Review Existing Electric Infrastructure
44 Perform EV Load Calcs.
45 Identify Req' d Infrastructure Upgrades
46 Prepare Recommended System Configuration
47 Prepare Funding Grant Recommendations
48 Review EV Recommendations w/ City
49 City Review & Approval
50 Staff & City Council Reviews
51 Final Recommendations Approval
52 Construction Document Preparation
53 Structure Restoration Documents
54 Parking Access & Revenue Control Equipment
55 Circulation and Parking Layouts
56 Electric Vehicle Chargins Systems
57 Architectural Work, Materials & Finishes
58 Plan Check & Bidding
59 Plan Review and Permitting
60 Const. Contractor Bidding
61 Construction Phase
62 OAC Jobsite Meetings
70 Project Complete
4/15
9/22
11/ 1
Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec 2022 2023
Task
Split
Progress
Milestone
Summary
Project Summary
External Tasks
External Milestone
Deadline
Walker Consultants WORKPLAN AND SCHEDULE

Page 1 ends

Project: SO LAKE TAHOE

PARKING STRUCTURE
Date: Fri 3/4/22
WALKER36C- CONSULTANTS | 047-2022 194

EXHIBIT C

ANTI-LOBBYING CERTIFICATION
Consultant shall submit to City this certification prior to or at the time of the execution of this Agreement.

This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U. S. Code. Any person who fails to file the required certification shall be subject to a civil penalty not less than $10,000 and no more than $100,000 for such failure.

The undersigned certifies, to the best of his or her knowledge or belief, that:

1. No federal appropriated funds have been paid or will be paid, by or on behalf of it, to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement; and

2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, cooperative agreement, it will complete and submit Standard Form-LLL, “ Disclosure Form to Report Lobbying,” in accordance with its instruction.

Consultant: Walker Consultants
Name: Justin Chang
Title: Principal-in-Charge
By:________________________________________
C-047-2022
Justin Chang ( Apr 11, 2022 15:03 PDT)
Justin Chang
195

EXHIBIT C

ANTI-LOBBYING CERTIFICATION
Consultant shall submit to City this certification prior to or at the time of the execution of this Agreement.

The undersigned certifies, to the best of his or her knowledge or belief, that:

Consultant: Walker Consultants
Name: Justin Chang
Title: Principal-in-Charge
By:________________________________________
C-047-2022
Justin Chang ( Apr 11, 2022 15:03 PDT)
Justin Chang
196
4/ 8/ 2022
Professional Concepts Insurance Agency, Inc.
1127 South Old US Highway 23
Brighton MI 48114- 9861
certs@pciaonline. com
800) 969- 4041 ( 800) 969- 4081
certs@pciaonline. com
Walker Parking Consultants Engineers, Inc.

Walker Consultants
601 California Street, Suite 820
San Francisco CA 94108
Travelers Indem. Co of America 25666
Travelers Indemnity Co. of CT 36170
Travelers Indemnity Co 25658
XL Specialty Ins. Co. 37885
21- 22 # 33
A
B
X
X
X Contractual Liability

X X, C, U
X
X Y 6801J1254172147 05/ 23/ 2021 05/ 23/ 2022
6605N988754- FL
6801J1669102147- CA
1, 000, 000
300, 000
5, 000
1, 000, 000
2, 000, 000
2, 000, 000
C
X
X X
X Y BA8R00910A21GRP 05/ 23/ 2021 05/ 23/ 2022
1, 000, 000
C
X X
X 10, 000 X Y CUP1D3197442147 05/ 23/ 2021 05/ 23/ 2022 1, 000, 000
1, 000, 000
C
N
UB5K3205582147 05/ 23/ 2021 05/ 23/ 2022
X
1, 000, 000
1, 000, 000
1, 000, 000
D Professional Liability DPR9976004 05/ 23/ 2021 05/ 23/ 2022 Per Claim 1, 000, 000 Aggregate 1, 000, 000
Re: Walker Project #: 33- 002350. 00, City Parking Garage Access and Revenue Control System and Modification Project.

City of South Lake Tahoe its elected or appointed officers, officials, employees, agents and volunteers are are considered additional insured' s with respects to general and auto liability coverages as long as required within a written contract. Waiver of subrogation in favor of certificate holder and additional insured' s as long as required within a written contract. Coverage is primary and non- contributory as it applies to general liability, auto liability and umbrella. Umbrella policy follws form. 30 day written City of South Lake Tahoe
Attn: Anush Nejad
1901 Airport Rd.

South Lake Tahoe, CA 96150
anejad@cityofslt. us
Mike Cosgrove/ SUNNY
Y
The ACORD name and logo are registered marks of ACORD

CERTIFICATE HOLDER
1988- 2014 ACORD CORPORATION. All rights reserved.

ACORD 25 ( 2014/ 01)

AUTHORIZED REPRESENTATIVE

CANCELLATION

DATE (MM/DD/YYYY) CERTIFICATE OF LIABILITY INSURANCE
POLICY LOCJECTPROGEN' L AGGREGATE LIMIT APPLIES PER:

OCCURCLAIMS- MADE

COMMERCIAL GENERAL LIABILITY
PREMISES ( Ea occurrence)$

DAMAGE TO RENTED
EACH OCCURRENCE $
MED EXP ( Any one person)$
PERSONAL & ADV INJURY $
GENERAL AGGREGATE $
PRODUCTS - COMP/ OP AGG $

RETENTIONDED

CLAIMS- MADE
OCCUR
AGGREGATE $
EACH OCCURRENCE $ UMBRELLA LIAB

EXCESS LIAB
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

INSRLTR TYPE OF INSURANCE POLICY NUMBER

POLICY EFF(

MM/DD/YYYY)

POLICY EXP(

MM/DD/YYYY) LIMITS
PER

STATUTE
OTHER
E.L. EACH ACCIDENT
E.L. DISEASE - EA EMPLOYEE
E.L. DISEASE - POLICY LIMIT

ANY PROPRIETOR/ PARTNER/ EXECUTIVE
If yes, describe under
DESCRIPTION OF OPERATIONS below
Mandatory in NH)
OFFICER/ MEMBER EXCLUDED?

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY Y / N

AUTOMOBILE LIABILITY

ANY AUTO

ALL OWNED SCHEDULED

HIRED AUTOS

NON- OWNED

AUTOS AUTOS
AUTOS

COMBINED SINGLE LIMIT
BODILY INJURY ( Per person)
BODILY INJURY ( Per accident)
PROPERTY DAMAGE $

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

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

INSD
ADDL
WVD
SUBR
N / A
Ea accident)
Per accident)
OTHER:

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

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

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

COVERAGES CERTIFICATE NUMBER: REVISION NUMBER:

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

PRODUCER
ADDRESS:

E-MAIL
FAX
A/C, No):

CONTACTNAME:

NAIC #
INSURER A :

INSURER B :

INSURER C :

INSURER D :

INSURER E :

INSURER F :

INSURER( S) AFFORDING COVERAGE

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

INS025 (201401)
C-047-2022 197
notice provided to certificate holder and additional insured' s for cancellation of coverages listed. 10 day notice for nonpayment of listed policies.

COMMENTS/ REMARKS
OFREMARK COPYRIGHT 2000, AMS SERVICES INC.

C-047-2022 198
Insured: Walker Parking Consultants Engineers, Inc.

Policy No. 6801J1254172147 6801J1669102147, 66051\988754 Policy Period: 5/ 2 3/ 2 021- 5/ 2 3/ 2 022

COMMERCIAL GE NERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ ITCAREFULLY.

ARCHITECTS, ENGINEERS AND SURVEYORS

COVERAGE XTEND ENDORSEMENT
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART
GENERAL DESCRIPTION OF COVERAGE This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement The following listing is a general coverage description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered.

A. Broadened Named Insured K. Additional Insured - Lessor Of Leased Equipment B. Incidental Medical Malpractice L. Additional Insured State Or Political C. Reasonable Fore Bodily Injury or Property Subdivisions - Permits Relating ToPremises Damage M. Additional Insured State Or Political
D. Non-Owned Watercraft - Increased To Up To 75 Subdivisions - Permits Relating ToOperations feet N. Who Is An Insured - Newly Acquired OrFormed
E. Aircraft Chartered With Crew Organizations
F. Damage To Premises RentedT o You 0. Knowledge And Notice Of Occurrence Or Offense G. Malicious Prosecution - Exception To Knowing P. Unintentional Omission Violation Of Rights OfAnother Exclusion
H. Medical Payments - Increased Limit
I. Increased Supplementary Payments
J. Additional Insured - Owner, Manager Or Lessor
Of Premises

PROVISIONS
A. BR OADENED NAMED IN SURED

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

Any organization, other than a partnership or
joint venture, over which you maintain
ownership or majority interest on the effective
date of the policy qualifies as a Named
Insured. However, coverage for any such
additional organization will cease as of the
date during the policy period that you no
longer maintain ownership of, or majority
interest in, such organization.

B. INCIDENTAL MED ICAL MALPRACTICE

1. The following is added to the definition of
occurrence" in the DEFlNITIONS Section:

Q. Waiver Of Transfer Of Rights Of Recovery
Against Others To Us When Required By Written
Contract
R. Amended Insured Contract Definition - Railroad
Easement
Unless you are in the business or occupation
of providing professional health care services,
occurrence" also means an act or omission
committed in providing or failing to provide
first aid or " Good Samaritan services" to a
person.

2. The following is added to the DEFINITIONS
Section:

Good Samaritan services" means any
emergency medical services for which no
compensation is demanded or received.

3. The following is added to Paragraph 2.a.(1) of
SECTION II -WHO IS AN INSURED :

Unless you are in the business or occupation
of providing professional health care services,
Paragraphs ( 1)(a), (b), (c) and (d) above
CG D379 0116 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 6 C-047-2022 199
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Walker Parking Consultants Engineers,
Inc. Policy# CUP1D3197442147
Policy Period: 5/ 23/ 2021-5/ 23/ 2022

UMBRELLA
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS
This endorsement modifies insurance provided under thefollowing:

COMMERCIAL EXCESS LIABILITY ( UMBRE LLA) INSURANCE
The following is added to Paragraph 11 ., OUR RIGHT
TO RECOVER FROM OTHERS., of SECTION IV -
CONDITIONS.:

If the insured has agreed in a contract or agreement
to waive that insured' s right of recovery against any
person or organization, we waive our right of recovery
against such person or organization, but only for
payments we make because of:
a." Bodily injury" or "property damage" caused byan
occurrence" that takes place; or
b." Personal injury" or "advertising injury" caused by
an " offense" that is committed;
subsequent to the execution of the contract or agreement UM04 880708 © 2008 The Travelers Companies, Inc. Page 1 of1 Includes the copyrighted material oflnsurance Services Office, Inc. with its permission.

C-047-2022 205
Insured: Walker Parking Consultants Engneers, Inc.

Policy No. 6801Jl254172147, 6801J1669102147,
66051\988754 Policy Period: 5/ 23/ 2021- 5/ 23/ 2022

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

BLANKET ADDITIONAL IN SURED

ARCHITE CTS, ENGINEERS AND SURVEYOR S)
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

1. The following is added to SEC TION II -WHO ISAN INSURED:

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

The person or organization does not qualify as an
additional insured:
c. With respect to the independent acts or
omissions of such person or organization; or
d. For " bodily injury", " property damage" or
personal injury" for which such person or
organization has assumed liability in a
contract or agreement
The insurance provided to such additional insured
is limited as follows:
e. This insurance does not apply on any basis to
any person or organization for which
coverage as an additional insured specifically
is added by another endorsement to this
Coverage Part
f. This insurance does not apply to the
rendering of or failure to render any
professional services".
g. In the event that the Limits of Insurance ofthe
Coverage Partshown in the Declarations
exceed the limits of liability required by the
written contract requiring insurance", the
insurance provided to the additional insured
shall be limited to the limits of liability required
by that " written contract requiring insurance".

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

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

SEC TION IV - COMMER CIAL GENERAL
LIABILITY CONDITIONS:

The insurance provided to the additional insured
is excess over any valid and collectible other
insurance, whether primary, excess, contingent or
on any other basis, that is available to the
additional insured fora loss we cover. However, if
you specifically agree in the " written contract
requiring insurance" that this insurance provided
to the additional insured under this Coverage Part
must andnon- apply on a primary basis or a primary
contributory basis, this insurance is primary
to other insurance available to the additionalinsured which covers that person or organizationsas a named insured for such loss, and we will notshare with the other insurance, provided that 1) The " bodily injury" or "property damage" for
which coverage is sought occurs; and
2) The " personal injury" for which coverage is
sought arises out of an offense committed;
after you have signed that " written contract
requiring insurance". But this insurance provided
to the additional insured still is excess over valid
and collectible other insurance, whether primary,
excess, contingent or on any other basis, that is
available to the additional insured when that
person or organization is an additional insured
under any other insurance.

CG D3 81 0915 © 201 S The Travelers Indemnity Co mpany All rights reserved. Page 1 of2 Includes the copyrighted material of Insurance Services Office, Inc., with its permission C-047-2022 206
C-047-2022 207
Walker Parking Consultants Engineers,
Inc. Policy#CUP1D3197442147
Policy Period: 5/ 23/ 2021-5/ 23/ 2022

UMBRELLA
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

AME NDMENT OF WHO IS AN INSURED
This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY ( UMBRELLA) INSURANCE
Paragraph 2.f. of SECTION II - WHO IS AN INSURED is deleted and replaced bythe following:
f. Any other person or organization insured under
any policy of the " underlying insurance" listed in
the SCHEDULE OF UNDERLYING INSURANCE
of the DECLARATIONS of this insurance. Thisinsurance is subject to all the provisions and limitations upon coverage under such policy of "underlying insurance", and, the limits of insurance afforded to such person or organization will be:
i) The difference between the "underlying insurance" limits and the minimum limits of insurance which you agreed to provide; or ii) The limits of insurance of this policy
whichever is less.

UM04 45 05 06 l'/' 2006 The St Paul Travelers Companies, Inc. Page 1 of1 C-047-2022 208

ONE TOWER SQUARE
HARTFORD CT 06183

WORKERS COMPENSATION
AND

EMPLOYERS LIABILITY POLICY
ENDORSE ME NT WC 00 03 13 ( 00) - 001
Policy: UBSK3205582147

WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. ( This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not operate directly or indirectly to benefit any one not named in the Schedule.

SCHEDULE
DESIGNATED PERSON:

DESIGNATED ORGANIZATION:

ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED

BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER.

DATE OF ISSUE: 04- 8-2022 ST ASSIGN: PAGE 1 OF 1
C-047-2022 209

COMMERCIAL AUTO
THIS ENDORSEME NT CHA NG ES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED - PRIMARY AND

NON-CONTRIBUTORY WITH OTHER INSURANCE
This endorsement modifies insurance provided under the following:

BUSINESS AUTO COVERAGE FORM

PROVISIONS

1. TheWhoIs following is added toParagraph A.1.c.,
An Insured, of SECTION II - COVERED
AUTOS LIABILITY COVERAGE:

Any undera person or organization who is required
andthat writtencontract or agreement betweenyou
person or organization, that is signed andexecuted by you before the " bodily injury" or" property damage" occurs and that Is in effectduring the policy period, to be named as an additional insured is an " insured" forCovered Autos Liability Coverage, but only fordamages to which
this insurance applies and only to the extent that
person or organization qualifies as an"insured"
under the Wfio Is An Insured provision containedin SECTION II.

2. The followingis added toParagraph B.5., OtherInsurance of SECTION IV - BUSINESS AUTO CONDITIONS:

Regardless of the provisions of paragraph a. and
paragraph d. of this part 5. Other Insurance, this
insurance is primary to and non- contributory with
applicable other insurance under which an additional insured person or organization is the firstnamed insured when the written contract or agreement between you and that person or organization, that is signed and executed by youbefore the " bodily injury" or " property damage" occurs and that is in effect during the policy period, andnon- requ_ iresthis insurance tobe primary contributory.

Walker Parking ConsultantsEngineers.

Inc. Policy#BA8R00910A21GRP
Policy Period: 5/23/2021-05/23/2022
C-047-2022 210
C-047-2022 211
C-047-2022 212
C-047-2022 213
C-047-2022 214
C-047-2022 Walker Consultants
Final Audit Report 2022- 04-11
Created: 2022- 04-11
By: jo Mcdonough ( jmcdonough@cityofslt. us)
Status: Signed
Transaction ID: CBJCHBCAABAA0meYEUWrPHWXcVYIvhV7r7TY7rhn5OdK C-047-2022 Walker Consultants" History
Document created by jo Mcdonough ([email protected]) 2022- 04- 11 - 8:04:29 PM GMT- IP address: 128. 92.136. 146 Document e-signed by jo Mcdonough ([email protected]) Signature Date: 2022- 04-11 - 8:08:04 PM GMT - Time Source: server- IP address: 128. 92.136. 146 Document emailed to Heather Stroud ( hstroud@cityofslt. us) for signature 2022- 04- 11 - 8:08:08 PM GMT
Email viewed by Heather Stroud ([email protected])
2022- 04- 11 - 8:21:32 PM GMT- IP address: 128. 92.136. 146 Document e-signed by Heather Stroud ([email protected]) Signature Date: 2022- 04-11 - 8:33:40 PM GMT - Time Source: server- IP address: 128. 92.136. 146 Document emailed to Devin Middlebrook ([email protected]) for signature 2022- 04- 11 - 8:33:44 PM GMT
Email viewed by Devin Middlebrook ([email protected]) 2022- 04- 11 - 8:37:34 PM GMT- IP address: 66.189. 255. 213 Document e-signed by Devin Middlebrook ([email protected]) Signature Date: 2022- 04-11 - 8:37:54 PM GMT - Time Source: server- IP address: 66.189. 255. 213 Document emailed to Justin Chang ( jchang@walkerconsultants. com) for signature 2022- 04- 11 - 8:37:58 PM GMT
Email viewed by Justin Chang ([email protected]) 2022- 04- 11 - 8:39:21 PM GMT- IP address: 73.223. 174. 248 Document e-signed by Justin Chang ([email protected]) Signature Date: 2022- 04-11 - 10:03:27 PM GMT - Time Source: server- IP address: 73.223. 174. 248 215
Agreement completed.
2022- 04- 11 - 10:03:27 PM GMT
216
South Tahoe Joint Powers Parking Financing Authority
Amendment No. 1 to Professional Services Agreement ( C-047- 2022) with Walker Consultants
The Professional Services Agreement entered into on April 5, 2022, between the South Tahoe Joint Powers Parking Financing Authority (“ STJPPFA”) and Walker Consultants Consultant”) is hereby amended as set forth below.

Paragraph 1 of the Professional Services Agreement is hereby amended to add the following.

1. Scope of Services. In addition to the Scope of Services specified within the original Professional Services Agreement, dated April 5, 2022, this First Amendment to the Agreement adds the work described within Exhibit A, Scope of Services attached hereto and incorporated herein by reference.

2. Compensation. Compensation is to be paid to the CONSULTANT, as defined within the original Agreement, except eliminating the optional services of $10,000 for grant writing and increasing $ 13,436 for additional tasks, for a total of $200,666; as described in Exhibit B. In no case shall CONSULTANT compensation for work completed under this Agreement exceed the amended Agreement amount of $ 200,666 without written authorization from the CITY. Payment by the CITY under this Agreement shall not be deemed a waiver of defects, even if such defects were known to the CITY at the time of payment.

IN WITNESS WHEREOF, the parties have caused this Amendment No. 1 to Agreement to be executed on ________________________.

SOUTH TAHOE JOINT POWERS

PARKING FINANCING AUTHORITY CONSULTANT
By: __________________________ By: __________________________ Devin Middlebrook, Chair Justin Chang
Principal- in-Charge
Business License # 012529
APPROVED AS TO FORM: ATTEST:

Heather Stroud, General Counsel Susan Blankenship, Secretary C-187-2022
Sue Blankenship ( Nov 2, 2022 16: 00 PDT)
Nov 2, 2022
Heather Stroud (Nov 3, 2022 09:05 PDT)
Devin Middlebrook ( Nov 3, 2022 09: 37 PDT) Justin Chang (Nov 3, 2022 10:07 PDT) Justin Chang
217
Exhibit A and B
C-187-2022 218
C-187-2022 219
C-187-2022 220
C-187-2022
Devin Middlebrook
Chair, South Tahoe Joint Powers Parking Finance Authority Devin Middlebrook ( Nov 3, 2022 09:37 PDT)
Nov 3, 2022
221
C-187-2022 222
C-187-2022 Walker Consultants
Final Audit Report 2022- 11-03
Created: 2022- 11-02
By: jo Mcdonough ( jmcdonough@cityofslt. us)
Status: Signed
Transaction ID: CBJCHBCAABAAP43V0czQ5WZONBKZXb3EwAwisOC_ Efjp C-187-2022 Walker Consultants" History
Document created by jo Mcdonough ([email protected]) 2022- 11- 02 - 9:02:12 PM GMT- IP address: 128. 92.136. 146 Document emailed to Sue Blankenship ([email protected]) for signature 2022- 11- 02 - 9:04:14 PM GMT
Email viewed by Sue Blankenship ( sblankenship@cityofslt. us) 2022- 11- 02 - 10:59:43 PM GMT- IP address: 128. 92.136. 146 Document e-signed by Sue Blankenship ([email protected]) Signature Date: 2022- 11-02 - 11:00:06 PM GMT - Time Source: server- IP address: 128. 92.136. 146 Document emailed to Heather Stroud ([email protected]) for signature 2022- 11- 02 - 11:00:08 PM GMT
Email viewed by Heather Stroud ([email protected])
2022- 11- 03 - 4:05:22 PM GMT- IP address: 128. 92.136. 146 Document e-signed by Heather Stroud ([email protected]) Signature Date: 2022- 11-03 - 4:05:51 PM GMT - Time Source: server- IP address: 128. 92.136. 146 Document emailed to [email protected] for signature 2022- 11- 03 - 4:05:53 PM GMT
Email viewed by dmiddlebrook@cityofslt. us
2022- 11- 03 - 4:36:25 PM GMT- IP address: 128. 92.134. 66 Signer [email protected] entered name at signing as Devin Middlebrook 2022- 11- 03 - 4:37:02 PM GMT- IP address: 128. 92.134. 66 Document e-signed by Devin Middlebrook ([email protected]) Signature Date: 2022- 11-03 - 4:37:04 PM GMT - Time Source: server- IP address: 128. 92.134. 66 223
Document emailed to jchang@walkerconsultants. com for signature 2022- 11- 03 - 4:37:06 PM GMT
Email viewed by [email protected]
2022- 11- 03 - 4:44:04 PM GMT- IP address: 96.68.153. 97 Signer [email protected] entered name at signing as Justin Chang 2022- 11- 03 - 5:07:17 PM GMT- IP address: 96.68.153. 97 Document e-signed by Justin Chang ([email protected]) Signature Date: 2022- 11-03 - 5:07:19 PM GMT - Time Source: server- IP address: 96.68.153. 97 Agreement completed.
2022- 11- 03 - 5:07:19 PM GMT
224
C-003-2024
1 City of South Lake Tahoe
Amendment No. 2 to Professional Services Agreement C-047-2022 The Professional Services Agreement entered into on April 5, 2022, between the City of South Lake Tahoe, a municipal corporation (“CITY”) and Walker Consultants (“Consultant”), and amended on November 2, 2022, is hereby amended as set forth below.

Paragraph 1 of the Professional Services Agreement is hereby amended to add the following.

1. Scope of Services. In addition to the Scope of Services specified within the original Professional Services Agreement, dated April 5, 2022, and Amendment No. 1, dated November 2, 2022 (C-187-2022) this Second Amendment to the Agreement adds the work described within Exhibit A, Scope of Services Changes attached hereto and incorporated herein by reference.

Paragraph 2 of the Professional Services Agreement is hereby amended to read as follows:

2. Term/Time of Performance. The services by Consultant are to commence upon the execution of the Agreement and continue for approximately 3 years and 8 months, until December 31, 2025.

Paragraph 3 of the Professional Services Agreement is hereby amended to read as follows:

3. Compensation. Compensation to be paid to Consultant shall be in accordance with the Schedule set forth in Exhibit B to the Professional Services Agreement, as modified by Amendment No. 1 and Exhibit A to this Amendment No. 2. In no event shall Consultant’s compensation, including travel and out-of-pocket expenses, exceed $246,866 without additional written authorization from City. Payment by City under this Agreement shall not be deemed a waiver of defects, even if such defects were known to City at the time of payment. Payment is contingent upon compliance with all terms and conditions of this Agreement, as set forth herein. Consultant shall obtain prior written authorization from the City Project Manager for any costs in excess of budgeted amounts for each line item, task, or obligation under the Scope of Services.

IN WITNESS WHEREOF, the parties have caused this Amendment No. 2 to Agreement to be executed on ________________________, 2024.

CITY OF SOUTH LAKE TAHOE CONSULTANT
By: __________________________ By: __________________________ Cody Bass, Mayor Justin Chang
Principal-in-Charge
Business License # 012529
225
C-003-2024
2 APPROVED AS TO FORM: ATTEST:
_____________________________ __________________________ Heather Stroud, City Attorney Susan Blankenship, City Clerk 226
EXHIBIT A: SCOPE OF SERVICE CHANGES
227
228
229
City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:8
Agenda Item:

Joint Exercise of Powers Agreement with El Dorado County to establish a Tahoe South Shore Transit Joint Powers Authority
Executive Summary: There is a desire to expand on the success of the Lake Link microtransit service and to develop a reliable system to support transit options throughout the South Shore area. Meeting this goal will require long-term sustainable funding and an agency with the qualifications and capacity to manage transit operations and state, federal and local transit funding. Establishing a Joint Powers Authority would provide an opportunity for the City and El Dorado County to work cooperatively to pursue transit funding and provide local transit services in the South Shore area.

Requested Action / Suggested Motions: Pass a Resolution authorizing and directing the City Manager and City Attorney to enter negotiations with El Dorado County on a Joint Exercise of Powers Agreement to establish a Tahoe South Shore Transit Joint Powers Authority.

Responsible Staff Member: Hilary Roverud, Assistant City Manager Reviewed and Approved By: Susan Blankenship, City Clerk Olga Tikhomirova, Director of Finance Heather Stroud, City Attorney
Attachments:
01-Staff Report - EDC Joint Exercise of Power Agreement for Microtransit.docx 02-Resolution - Authorizing JPA Negotiations with EDC.docx 230
Council Agenda Report- February 13, 2024 Page 1 of 2
City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Negotiation of a Joint Exercise of Powers Agreement with El Dorado County to establish a Tahoe South Shore Transit Joint Powers Authority Location: Citywide
Responsible Staff Member: Hilary Roverud, Assistant City Manager Background: The City has partnered with the South Shore Transit Management Association (SS/TMA) and other public and private entities to provide Lake Link, an on-demand microtransit service in the Lake Tahoe south shore area. Since its inception the Lake Link service has been incrementally expanded geographically in the City and Douglas County, NV and through additional service hours and vehicles. In December 2023 the Lake Link service provided 13,961 rides, an increase of 77% over December 2022. Those rides provided service to 19,738 passengers.

In December 2023 Lake Link hours were expanded to 11:00 p.m. on Friday and Saturday nights.

On January 17, 2024, the service area was expanded to include the Tahoe Sierra and Highland Woods neighborhoods in the City and to Round Hill and upper Kingsbury Grade in Douglas County. With the expanded service ridership is expected to continue to increase.

Current Lake Link Service Area
231
Council Agenda Report- February 13, 2024 Page 2 of 2
Issue and Discussion: The current microtransit service has an operational and administrative cost of approximately $2.2 million. Funding is provided on an annual basis to SS/TMA by public and private partners. Lake Link does not currently have a dedicated on-going funding source.

Given the success of the service, there is a desire to expand Lake Link and develop a reliable system to support transit options throughout the South Shore area. Meeting this goal will require long-term sustainable funding and an entity with the qualifications and capacity to manage transit operations and state, federal and local transit funding. The South Shore Transit Ad Hoc Committee, made up of City, El Dorado County, SS/TMA and Heavenly Resort representatives has been discussing options to achieve these goals and has made the recommendation to establish a Joint Powers Authority with the City and County as initial members.

Joint Powers Authority: The Joint Exercise of Powers Act authorizes public agencies to establish two kinds of JPAs, either to jointly contract for services or to form a separate legal entity with independent legal rights. Forming a separate entity can be beneficial because the debts, liabilities and obligations of the JPA belong to that entity, not the contracting parties. Once established, the JPA is an independent governmental entity separate from the JPA members, with its own governing board, officers, bylaws, conflict of interest code, and treasury. JPAs generally have their own staff and employees and can often borrow on its own credit. Under the Marks-Roos Act, JPAs have a variety of powers designed to enable them to assist in the financing of public capital improvements. These powers include the power to buy, sell, and lease property, issue revenue bonds, and buy and sell local agency bonds.

To enter into a JPA (either to jointly exercise common powers or to form a separate legal entity), the governing bodies of all public agency parties must approve an agreement stating the powers of the JPA, structure of the governing board, and the manner in which the JPA will be administered.

Financial Implications: Negotiation of a Joint Exercise of Powers Agreement will likely require outside legal services and expertise. However, the services needed would be discussed among the City and County legal counsel to determine funding necessary.

Environmental Considerations: Adoption of this resolution is not a “project” subject to review under the California Environmental Quality Act (CEQA) under CEQA Guidelines section 15378(b)(2) (continuing administrative or maintenance activities, such as purchases for supplies).

Policy Implications: This action would advance Goal 1.4 (Transportation) in the 2023-2028 Strategic Plan, by addressing Action Item 4: Partner with South Shore Transportation Management Association, Tahoe Transportation District, Tahoe Regional Planning Agency and other partners to identify new and existing funding sources to expand and electrify micro-transit service from its initial footprint to the entire city limits, as based on the 2022 South Shore Transportation Analysis.
232
Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the City of South Lake Tahoe
City Council
February 13, 2024
Authorizing and Directing the City Manager and City Attorney to enter negotiations with El Dorado County on a Joint Exercise of Powers Agreement to establish a Tahoe South Shore Transit Joint Powers Authority (JPA)

BACKGROUND
A. The City of South Lake Tahoe 2023-2028 Strategic plan prioritizes working with local partners to develop a funding mechanism and operating structure for local transit and microtransit. The Strategic Plan also states that electrification and resiliency of the transportation system is a top priority.

B. The City Council has appropriated $700,000 to partner with the South Shore Transportation Management Association (SS/TMA) for Microtransit Service.

C. SS/TMA provides the Lake Link service, a pilot microtransit program that was formally launched in July 2022 and has seen a steady increase in ridership.

D. Lake Link has the potential to expand microtransit services and integrate with other transit systems in the area to provide efficient and convenient mobility options for residents and visitors.

E. The South Shore Transit Technical Advisory Committee which includes representatives from the City, El Dorado County, SS/TMA are recommending that the City and El Dorado County pursue establishing a Joint Powers Authority (JPA) for the purpose of jointly implementing transit services in the Lake Tahoe south shore area.

F. A JPA is a separate governmental entity formed by two or more governmental entities with the governing authority provided by the Joint Exercise of Powers Act (Government Code §6500, et seq.).

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe hereby:

1. Authorizes and directs the City Manager and City Attorney to initiate negotiations with El Dorado County to develop a Joint Exercise of Powers Agreement to establish a South Shore Transit JPA for future consideration by the City Council and El Dorado County Board of Supervisors. 233
Resolution 2024-XXX February 13, 2024 Page 2 of 2
Passed and adopted by the City of South Lake Tahoe City Council on February 13, 2024, by the following vote:

Yes:

No:

Absent:

Abstan:
_______________________________ ___________________
Cody Bass, Mayor Date:

Attest:

Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
234
City of South Lake Tahoe
Agenda Item Executive Summary
Joe Irvin, City Manager
__________________________________
Meeting Date: February 13,
2024
Agenda Item #:9
Agenda Item: Professional Services Agreement with CentralSquare Technologies LLC for Either Hosted (Cloud) or On-Premises Finance System Upgrade
Executive Summary: The City currently uses ONESolution from CentralSquare (formally know as Superion LLC and SunGard Public Sector) for its Accounting, Purchasing, Personnel, and Payroll functions to track and manage all of the City's financial data. Periodically, software vendors require a major upgrade to keep the software relevant and maintain supportability. The Cityâ€™s last major upgrade was in 2013-2014. Since then, CentralSquare has put out a new version of ONESolution called Finance Enterprise with the current version 22.2. An upgrade will provide additional support and reduce risk of system failures by having the most up-to-date software support and technical services. The new software version is available in two formats - hosted and on-premises. After hearing from staff about advantages and disadvantages of each format, the City Council is requested to provide direction to staff on their preference for this next software upgrade.

Requested Action / Suggested Motions: City Council may either: 1) Pass Resolution authorizing and directing the City Manager to execute Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise Hosted (Cloud) Software Upgrade for a cost for the first year of $118,606 and subsequent annual cost of $105,906 and Additional General Fund Budget Appropriations of $86,606: or 2) Pass a Resolution authorizing and directing the City Manager to execute Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise OnPremises Software Upgrade for an annual cost of $73,835 and Additional General Fund Budget Appropriations of $41,385.

Responsible Staff Member: Olga Tikhomirova, Finance Director Reviewed and Approved By: Susan Blankenship, City Clerk Heather Stroud, City Attorney Attachments:
01-Staff_Report_-_Amendment to Contract with CentralSquare.docx 02-Resolution-Finance Software upgrade Cloud.docx
03- CSLT PSA- CentralSquare Jan 2024 Cloud.pdf
04-Resolution-Finance Software upgrade OnPremises.docx
05 - CSLT PSA- CentralSquare Jan 2024 OnPremises.pdf
235
City Council Agenda Report February 13, 2024 Page 1 of 4 City of South Lake Tahoe
Report to City Council
Meeting Date: February 13, 2024
Title: Professional Services Agreement with CentralSquare Technologies LLC for Finance System Upgrade
Location: Citywide
Responsible Staff Members: Olga Tikhomirova, Director of Finance Sebastian Knapp, Information Systems Supervisor
Background: The City Strategic Plan includes a strategic priority to “utilize modern technology to do more work digitally in order to improve efficiency and access to services” and an action item to “implement the IT Strategic Plan to ensure the City utilizes state-of-the-art technology and ensure such technology is updated appropriately.” The City currently uses CentralSquare’s ONESolution (formally known as Superion LLC and SunGard Public Section) for its Accounting, Purchasing, Personnel, and Payroll functions, including Employee Online and Timecard Online, to track and manage all of the City’s financial data. Periodically, software vendors require a major upgrade to keep the software relevant and maintain supportability. The City’s last major upgrade was in 2013-2014. Since then, CentralSquare has put out a new version of ONESolution called Finance Enterprise with the current version 22.2. An upgrade will provide additional support and reduce risk of system failures by having the most up-to-date software support and technical services.

Issue and Discussion: The support for the City’s current financial system has ended on December 31, 2023, and the City has been operating under an interim agreement while working on obtaining complete information on and analyzing the new software formats. The new Finance Enterprise software is available in two different subscription formats - the on-premises format and the hosted (cloud) format.

The cost of the on-premises format is $73,835K annually (a $5,835 increase from the current annual cost of $68,000, partially due to the change to a Subscription format with a “per user unit price”). With the on-premises format, the City will be required to maintain the hardware, providing all human support. The hardware cost is estimated at approximately $15K to $20K over 3-to-5- year period. With this format, the City is fully responsible for and has more control over the security of the system and the data it contains.

The cost of the hosted format is $105,906 annually – approximately $30K more than the onpremises format. With this format the City will be able to avoid periodic hardware upgrade cost, realizing cost savings not only in environmental, but also in human resources, as described in more detail below.
236
City Council Agenda Report February 13, 2024 Page 2 of 4 There are several benefits with going into the cloud environment. Cloud offers redundancy of power, environmental controls, network infrastructure, and equipment, as well as newer, more powerful hardware. CentralSquare has a dedicated network security team that stays on top of monitoring security vulnerabilities, performing periodic penetration testing for security incident and event management. All data is considered “Sensitive”. The data uses encryption and is backed up to other servers on a regular basis and replicated to a secure off-site storage. Several critical IT security functions will be offloaded to this cloud software provider for items such as backup, system monitoring, response to system issues, and hardware replacement.

CentralSquare provides automated monitoring 24-7. Operating System upgrades and patches, as well as application upgrades happen on the weekends by CentralSquare which minimizes or eliminates the City’s staff time and costs for upgrades.

An independent IT consultant currently contracted by the City for a cyber security project, provided an analysis regarding the two software formats and concluded in favor of the hosted (cloud) format. The consultant indicated the following:

1. Outsourcing risk and security - with a cloud solution, the City will have a reasonable security and risk barrier as the hosted service will be responsible for the majority of the security controls.

2. Reduced IT administrative burden – the City will no longer have to update/maintain the on-prem system nor have to worry about the system, network, or environmental requirements to keep the systems up.

3. Increased reliability - there is no "one server" that can go down and cause a loss of access to the data or records. If the City has an outage that affects the city-wide infrastructure, staff can still access the records via any internet connection.

Additionally, the IT consultant performed the research of the CentralSquare security stance and has not found any publicly announced data incidents (which was confirmed by CentralSquare in one of the recent webinars on their Cloud security). From the review of peer’s opinions of CentralSquare, nothing negative was found about the Finance Enterprise hosted module and no history of poor security practices was found. For these reasons, the consultant has recommended to move to the cloud. The independent analysis by City’s staff confirmed the findings. The City staff is also recommending selecting the hosted format of the Finance Enterprise.

The new Finance Enterprise subscription comes as a bundle and includes all modules the City is currently using, including:
- Accounts Payable
- Accounts Receivable
- Payroll, including Timecard Online and Employee Online - General Ledger
- Position Budgeting
- Document Online
- Bank Reconciliation
- Budgeting
- Purchasing
237
City Council Agenda Report February 13, 2024 Page 3 of 4 - Cash Receipts
In addition, the new subscription system includes, at no cost, additional modules that the City is currently not utilizing:
- Contracts
- Fixed Assets
- Procurement Cards
- Projects & Grants
- Applicant Tracking
Staff will evaluate whether it’s beneficial and feasible for City’s business processes to utilize any of these additional modules and will implement as necessary.

Financial Implications: One-time costs for the upgrade to CentralSquare's Finance Enterprise hosted software is $36,000 for consulting services (same as for the on-premises format), $10,000 for Cloud Setup, and $2,700 for VPN Hardware and Support, for a total onetime cost of $48,700. The first-year subscription fee is $105,906 with a 5% CPI increase in subsequent years. For the on-premises format, the first-year subscription fee is $73,835, with a 5% CPI increase in subsequent years. The contract term is five years for either format. The firstyear subscription fee will be credited towards the City’s current maintenance fee of approximately $68,000.

The required additional budget appropriation in FY 2023-2024 for the hosted software upgrade is $86,606. For the on-premises upgrade format, it’s $41,385.

The two resolutions for additional budget appropriations into the Information Technology account 100-01840-42030 Technical Services, and two separate PSA agreements are attached to this agenda item. The City Council is requested to provide direction to staff regarding the preferred format for this software upgrade. Staff recommends selecting the hosted format of the Finance Enterprise.

In addition to the upcoming upgrade, City staff anticipates to fully take advantage of the recently offered by CentralSquare its first online payment solution called CentralSquare Payments. This online payment system is compatible and fully integrated with Finance Enterprise software and provides the following key benefits:
 Reduced customer service calls and walk-ins with a 24/7 online processing portal and customer support.
 Increase easy payment adoption by allowing citizens to pay from any device, from anywhere.
 Reduce delinquency by easily notifying those citizens who are late on payments.  Eliminate manual processes so the team can spend less time managing cumbersome workflows.
 No need for 3rd party processors, there is one vendor to contact for support.

These payment processing services will be implemented upon completion of the software upgrade to the new Finance Enterprise. The new payment system will use the taxpayer funded 238
City Council Agenda Report February 13, 2024 Page 4 of 4 model (convenience fee). Selecting this option is consistent with Council approval of another contract (Paymentus, in February 2020) and the convenience fee model that was anticipated to be expanded to other City departments at that time. The service fee will be charged directly by the CentralSquare’s payment processor when the customer completes an online credit/debit card transaction. The City will never handle the fee, receiving only the actual amount paid toward the fees and tax revenue. If a customer does not wish to pay the convenience service fee, the online customer will have the option to pay with an e-check at a small flat fee per e-check. Paying with checks or cash over the counter or by mail will not incur any fees.

Environmental Considerations: This action is not a project requiring review under the California Environmental Quality Act (CEQA) pursuant to CEQA Guidelines section 15378(b)(5) (organizational or administrative activities that will not result in direct or indirect physical changes in the environment).

Policy Implications: This action is consistent with Strategic Priority 5.2, Digital Government, Action Item 2, Implement the IT Strategic Plan to ensure the City utilizes state-ofthe-art technology and ensure such technology is updated appropriately. 239
Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the City of South Lake Tahoe
City Council
February 13, 2024
Authorizing the Execution of Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise Hosted Software Upgrade and Additional General Fund Budget Appropriations of $86,606

BACKGROUND
A. The City Strategic Plan includes an action item to “Implement the IT Strategic Plan to ensure the City utilizes state-of-the-art technology and ensure such technology is updated appropriately”.

B. Implementation of this priority includes upgrading the City’s current ONESolution finance software which had a support sunset date of December 31, 2023 and is currently operated under an interim support agreement.

C. Staff is recommending approving the five-year agreement with CentralSquare Technologies, LLC for their Finance Enterprise hosted (cloud) software which has the first-year annual maintenance cost of $105,606, subject to the 5% annual CPI increase. The one-time upgrade costs consisting of implementation consulting services, cloud setup fee and VPN hardware and support is $48,700.

D. The required budget appropriations for the difference between the current annual cost and the new annual cost, and the one-time upgrade consulting services is $86,606.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe:

1. Authorizes and directs the City Manager to execute the Software and Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise software (Advanced SaaS Subscription, or cloud) with the first-year annual subscription cost of $105,906, subject to CPI increase as outlined in the agreement, for the five-year initial term which will automatically renew for additional successive one-year terms thereafter. One-time implementation cost included in the attached agreement is $12,700 with an additional $36,000 for implementation consulting services included in a separate agreement under City Manager signing authority, for a total one-time cost of $48,700.

2. Authorizes the following budget appropriations for one-time implementation cost and first year annual fee difference between the current and upgraded software:
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Resolution 2024-XXX February 13, 2024 Page 2 of 2
From: Source: Amount
Fund Balance General Fund Undesignated
Excess Reserves
$86,606
To: Task
100-01840-42030 Technical Services $86,606
Adopted by the City of South Lake Tahoe City Council on February 13, 2024 by the following vote:

Yes:

No:

Absent:

Abstain:
_____________________________ Date:____________
Cody Bass, Mayor
Attest:
____________________________
Susan Blankenship, City Clerk
The presence of electronic signature certifies that the foregoing is a true and correct copy as approved by the South Lake Tahoe City Council.
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CITY OF SOUTH LAKE TAHOE

PROFESSIONAL SERVICES AGREEMENT
This Agreement is made and entered into as of the _________day of February 2024 by and between the City of South Lake Tahoe, a municipal corporation (“City”) and CentralSquare Technologies, LLC (“Consultant”).

RECITALS
A. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement.

B. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein.

C. City desires to retain Consultant to render professional services as set forth in this Agreement.

AGREEMENT

All services provided by Consultant pursuant to this Agreement will be provided in accordance with the terms set forth in the Exhibit A, “Scope of Services,” attached hereto and incorporated herein by reference. Exhibit B, “Compensation Schedule,” attached hereto and incorporated herein by reference, outlines the fees and compensation which shall be paid pursuant to this Agreement.

2. Term/Time of Performance. The services by Consultant are to commence upon the execution of the Agreement and continue for five years with 242
automatic renewal for additional successive one (1) year terms unless earlier terminated pursuant to any of the Agreement’s provisions.

3. Compensation. Compensation to be paid to Consultant shall be in accordance with the Schedule set forth in Exhibit B which is attached hereto and incorporated herein by reference. In no event shall Consultant’s compensation, including excluding travel, and out-of-pocket expenses, cloud setup fee and VPN Hardware and Support, exceed $105,906.00 annually, subject to CPI increase as outlined in the Fees section, without additional written authorization from City. Payment by City under this Agreement shall not be deemed a waiver of defects, even if such defects were known to City at the time of payment. Payment is contingent upon compliance with all terms and conditions of this Agreement, as set forth herein. Consultant shall obtain prior written authorization from the City Project Manager for any costs in excess of budgeted amounts for each line item, task, or obligation under the Scope of Services.

4. Method of Payment. If applicable, consultant shall submit monthly billings to City describing the work performed during the preceding month. Consultant’s bills shall include a brief description of the services performed, the date the services were performed, the number of hours spent and by whom, the applicable hourly rate, and a description of any reimbursable expenditures.

City shall pay Consultant no later than 30 days after approval of the monthly invoice by City staff.

5. Extra Work. At any time during the term of this Agreement, City may request that Consultant perform extra work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, extra work without prior written authorization from City.

6. Termination. This Agreement may be terminated by City or Consultant immediately for cause or without cause upon thirty days (30) days written notice of termination. Upon termination, Consultant shall be entitled to compensation for services performed up to the effective date of termination, and City shall be entitled to all work performed to that date.

Termination, revocation, or expiration of this Agreement shall not release either party from liability resulting from an event which occurred prior to such termination, revocation or expiration.
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7. Ownership of Documents. All plans, studies, documents and other writings, including working notes and internal documents, prepared by and for Consultant, its officers, employees and agents and subcontractors in the course of implementing this Agreement and created for the sole use of the City and its specific environment, shall become the property of City upon payment to Consultant for such work, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or to any other party. Consultant shall, at Consultant’s expense, provide such reports, plans, studies, documents and other writings to City upon written request. All documents prepared by Consultant are confidential and shall be maintained to preserve their confidential nature. Release of any such documents to third parties shall only be made upon written consent of City.

8. Consultant’s Books and Records.
a. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant for services provided pursuant to this Agreement.
b. Consultant shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from records shall be available at Consultant’s address indicated for the date of termination or completion of this Agreement. c. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Manager, City Attorney, City Auditor or a designated representative of these officers. Copies of such documents shall be provided to City for inspection at City offices when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the receipt of notices in this Agreement.
d. Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment or termination of Consultant’s business, City may, by written request by 244
any of the above-named officers, require that custody of the records be given to City and that the records and documents be maintained at City offices. Access to such records and documents shall be granted to any party authorized by Consultant, Consultant’s representatives, or Consultant’s successor-in-interest.

Consultant shall obtain no rights to retirement benefits or other benefits which accrue to City’s employees, and Consultant hereby expressly waives any claim it may have to any such rights. All employees, agents, contractors or subcontractors hired or retained by Consultant are employees, agents, contractors or subcontractors of Consultant and not of the City.

City is not required to make any deductions or withholdings form the compensation payable to Consultant under the provisions of this Contract, and is not required to issue W-2 Forms for income and employment tax purposes for any of Consultant’s assigned personnel. Any third party persons employed by Consultant shall be entirely and exclusively under the direction, supervision, and control of Consultant. Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this Contract.

10. Interest of Consultant. Consultant, (and principals, associates and professional employees of consultant) covenants and represents that it does not now have any investment or interest in real property and shall not acquire any interest, direct or indirect, in the area covered by this Agreement or any other source of income, interest in real property or investment which would be affected in any manner or degree by the performance of Consultant’s services hereunder. Consultant further covenants and represents that in the performance of its duties hereunder no person having any such interest shall perform any services under this Agreement.

Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant:
a. Will conduct research and arrive at conclusions with respect to his/her rendition of information, advice, recommendation or counsel independent of the control and direction of City or of any City official, other than normal agreement monitoring; and,
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b. Possesses no authority with respect to any city decision beyond rendition of information, advice, recommendation or counsel. [FPPC Reg. 18700(a)(2)].

12. Compliance with Laws. Consultant shall comply with all applicable federal, state, regional and local laws, codes, ordinances and regulations in carrying out his/her duties under this Agreement. Consultant shall observe and comply with all applicable laws, ordinances, regulations and codes of federal, state and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Agreement. The City, its officials, officers, elected officials, appointed officials and employees shall not be liable at law or in equity as a result of any failure of Consultant to comply with this section.

In the event it is determined that the Consultant is required to pay prevailing wages for the work performed under this Agreement, the Consultant shall pay all penalties and wages as required by law.

14. Indemnity. Consultant hereby agrees to and shall indemnify and hold harmless City, its elected and appointed boards, officers, agents, employees and volunteers from and against any liability for any and all claims, demands, actions, losses, damages and injuries, direct or indirect (including any and all 246
costs and expenses in connection therein), arising out of this Agreement or caused in any way by Consultant’s negligent performance of this Agreement or its breach of its obligations contained in this Agreement, except for any such claims arising out of the negligence or willful misconduct of the City.

Consultant agrees to defend City from and against any and all losses, damages, claims costs and fees arising out Consultant’s negligent acts, errors, omissions, regarding this Agreement, the Consultant’s work under this Agreement, or the consultant’s Scope of Work.

15. Insurance Requirements.
a. Consultant, at Consultant’s own cost and expense, shall procure and maintain, for the duration of the contract, the following insurance policies.
i. Workers’ Compensation Coverage. Consultant shall maintain Workers’ Compensation Insurance and Employer’s Liability Insurance for his/her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers’
Compensation Insurance and Employer’s Liability Insurance in accordance with the laws of the State of California for all of the subcontractor’s employees. Consultant will endeavor to provide any notice of cancellation of all Workers’
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Compensation policies must be received by to the City at least thirty (30) days prior to such change. Consultant shall endeavor to provide thirty (30) days written notice of nonrenewal of any Workers’ Compensation policies. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work
performed by Consultant for City.
ii. Commercial General Liability Coverage. Consultant shall maintain commercial general liability insurance no less broad than ISO form CG 00 01 in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage. Coverage must be made on
the standard Occurrence form. Claims-Made forms are not acceptable without prior written consent of City. City of South Lake Tahoe must be included endorsed as an
additional insured for liability arising out of ongoing operation by on behalf of Consultant. If a commercial general liability insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply
separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit.
iii. Automobile Liability Coverage. Consultant shall maintain automobile liability insurance covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with the work to be performed under this Agreement, including coverage for owned, hired and nonowned vehicles, in an amount of not less than one million dollars ($1,000,000) combined single limit for each occurrence. iv. Professional Liability Coverage. Consultant shall maintain professional errors and omissions liability insurance for protection against claims alleging negligent acts, errors or omissions which may arise from Consultant or by its employees, or subcontractors. The amount of this insurance shall not be less than one million dollars ($1,000,000) on a claims-made annual aggregate basis, or a combined single-limit per occurrence basis.
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b. Endorsements. Each general liability and automobile liability insurance policy shall be with insurers possessing a AM Best’s rating of no less than A:VII and shall provide be endorsed with the following conditions specific language:
i. City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional
insured’s under Consultant’s General Liability and Automobile Liability policies with respect to liability arising out of this Agreement and/or work performed by or on behalf of the
Consultant, including materials, parts or equipment furnished in connection with such work or operations.
ii. The policies This policy shall be considered primary insurance as respects City, its elected or appointed officers, officials, employees, agents and volunteers. Any insurance maintained by City, including any self-insured retention City may have, shall be considered excess insurance only and shall not contribute with it.
iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each,
except with respect to the limits of liability of the insuring Consultant.
iv. The insurer waives all rights of subrogation against City except for Consultant’s Professional Liability and Employers’ Liability policies, its elected or appointed officers, officials, employees or agents.
v. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. Consultant shall endeavor to provide that nNo policies of insurance carried by Consultant shall be suspended, voided, canceled, or changed in coverage or in limits except after thirty (30) days written notice to the City Attorney by Certified Mail.
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c. Deductibles and Self-Insured Retentions. The Consultant shall be responsible for all deductibles in all of Consultant’s insurance policies.

The amount of deductibles for insurance coverage required herein shall be reasonable and approved by the City Attorney.
d. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Consultant shall not commence work under this contract until all insurance required under this section has been approved by City as to form, amount and carrier, nor shall Consultant allow any subcontractor to commence work on any subcontract until all similar insurance required and reasonably consistent limits of the subcontractor has been so obtained and approved. Certificates of insurance shall contain no exclusions unless negotiated with the City Attorney and approved, in writing, by the City Attorney.

Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section.

If to City: City of South Lake Tahoe
1901 Lisa Maloff Way, Suite 210
South Lake Tahoe, CA 96150
Provide a copy to: City Attorney’s Office
City of South Lake Tahoe
1901 Lisa Maloff Way, Suite 300
South Lake Tahoe, CA 96150
If to Consultant: CentralSquare Technologies, LLC
1000 Business Center Drive
Lake Mary, FL 32746
Attn: Legal/Contracts

17. Assignment and Subcontracting. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement 250
without the written authorization of City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of the subcontractor. Nothing in the Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law.

18. Waiver. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach of the same or any other provision under this Agreement.

21. Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any Consultant or person, other than the independent contractors hired in accordance with Consultant’s standard business practice, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any Consultant or person, other than a bona fide employee working solely for Consultant or an independent contractor hired as discussed above, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

22. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, disability, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’s 251
Minority Business Enterprise program, Affirmative Action Plan, or other related programs or guidelines currently in effect or hereinafter enacted.

23. Drug-Free Workplace Certification. By signing this Agreement, Consultant hereby certifies under penalty of perjury under the laws of the State of California that the Consultant will comply with the requirements of the DrugFree Workplace Act of 1990 (Government Code Section 8350, et seq.) and will provide a drug-free work place by taking the following actions:
a. Publish a statement notifying employees that unlawful manufacture, distribution dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355 (a). b. Establish a Drug-Free Awareness Program as required by Government Code Section 8355(b) to inform employees about all of the following:
i. The dangers of drug abuse in the workplace;
ii. The person’s or organization’s policy of maintaining a drug-free workplace;
iii. Any available counseling, rehabilitation and employee assistance program; and
iv. Penalties that may be imposed upon employees for drug abuse violations.
c. Provide, as required by Government Code Section 8355(c), that every employee who performs grant activities under this Agreement:
i. Will receive a copy of the Consultant’s drug-free policy statement; and
ii. Will agree to abide by the terms of the Consultant’s statement as a condition of employment on this Agreement.

Failure to comply with these requirements may result in suspension of payments under this Agreement or termination of the Agreement, or both, and Consultant may be ineligible for award of any future City agreements if City determines that any of the following has occurred: the Consultant (1) has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above.

24. Anti-Lobbying Certification. Consultant shall submit to City the Anti-Lobbying Certification contained in Exhibit C. Further, Consultant shall require that the language of the certification in Exhibit C be included in all contracts or 252
subcontracts entered into in connection with this Agreement and that all Consultants and contractors shall certify and disclose accordingly.

26. Americans with Disabilities Act. By signing this Agreement, Consultant assures the City that it complies with the American with Disabilities Act (ADA) of 1990, (42 U.S.C. 12101, et. seq.), which prohibits discrimination on the basis of disability, as well as all applicable regulations and guidelines issued pursuant to ADA.

27. Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.

31. Time is of the Essence. Time is of the essence for this Agreement.

32. Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement.

Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective party.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above.

CITY OF SOUTH LAKE TAHOE: CONSULTANT:

By___________________________ By ________________________________ City Manager Title:

Date __________________________ Date _____________________________

Business License # ___________________
APPROVED AS TO FORM:

By____________________________ Date ________________________________ City Attorney
ATTEST:

By______________________________ Date ________________________________ City Clerk
Attachments:

Exhibit A – Scope of Services and Fees: CentralSquare Solutions Agreement including Fees Schedule
Exhibit B – Compensation Schedule Summary
Exhibit C - Anti-Lobbying Certification
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EXHIBIT A

SCOPE OF SERVICES AND FEES
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CentralSquare Solutions Agreement
This CentralSquare Solutions Agreement (the "Agreement"), effective as of ___________, 20____ (the "Effective Date"), is entered into between CentralSquare Technologies, LLC with its principal place of business in Lake Mary, FL ("CentralSquare") and City of South Lake Tahoe, CA ("Customer"), together with CentralSquare, the "Parties", and each, a "Party".

WHEREAS, Customer entered into a prior agreement for Software products with Superion LLC., a CentralSquare Technologies, LLC company, as successor in interest to SunGard Public Sector; and WHEREAS, Customer is a currently licensed end user of the Superion Software; and WHEREAS, through asset purchase, CentralSquare is the owner of all Superion Software products, services, and contractual obligations; and
WHEREAS, Customer desires to discontinue use of the Superion Software products and upgrade to the CentralSquare Software solution identified in Exhibit 1 to this Agreement; and WHEREAS, this Agreement shall replace and supersede any and all prior agreements directly related to the Superion Software products being replaced by this Agreement.

WHEREAS, CentralSquare licenses and gives access to certain software applications (“Solutions”) to its customers and also provides maintenance, support, migration, installation and other professional services; and WHEREAS, Customer desires to license and/or gain access to certain Solutions and receive professional services described herein, and CentralSquare desires to grant and provide Customer license and access to such offerings as well as to provide support and maintenance, subject to the terms and conditions set forth in this Agreement.

NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, by the signatures of their duly authorized representative below, the Parties intending to be legally bound, agree to all of the following provisions and exhibits of this Agreement:

CentralSquare Technologies, LLC City of South Lake Tahoe 1000 Business Center Drive
Lake Mary, FL 32746
1901 Lisa Maloff Road
Suite #210,
South Lake Tahoe, CA , 96150
By: \Signature2\ By: \Signature1\
Print Name: \FullName2\ Print Name: \FullName1\
Print Title: \Title2\ Print Title: \Title1\
Date Signed: \DateSigned2\ Date Signed: \DateSigned1\
Solution: Finance Enterprise
Term.

Initial Term. The Initial Term of this Agreement commences as of the Effective Date and will continue in effect for five (5) year(s) from such date unless terminated earlier pursuant to any of the Agreement’s express provisions (the “Initial Term”).

Renewal Term. This Agreement will automatically renew for additional successive one (1) year terms unless earlier terminated pursuant to any of the Agreement’s provisions (a “Renewal Term” and, collectively, with the Initial Term, the “Term”).

Non-Renewal. Either Party may elect to end renewal of the Agreement by issuing a notice of non-renewal, in writing, to the other Party six (6) months prior to the expiration of the Agreement term.

Fees.

In consideration of the rights and services granted by CentralSquare to Customer under this Agreement, Customer shall make payments to CentralSquare pursuant to the amounts and payment terms outlined in Exhibit 1 (the Solution(s) and Services Fee Schedule).

All invoices shall be billed and paid in U.S. dollars (USD) and in accordance with the terms set forth in Exhibit 1. If Customer delays an invoice payment for any reason, Customer shall promptly notify CentralSquare in writing the reasons for such delay. Unless otherwise agreed by both Parties, CentralSquare may apply any payment received to any delinquent amount outstanding. 256
Standard Terms and Conditions

1. Definitions. Capitalized terms not otherwise defined in this Agreement have the meanings set forth below:

1.1. "Affiliate" means any other Entity that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such Entity.

1.2. "Authorized User" means Customer's employees, consultants, contractors, and agents who are authorized by Customer to access and use the Solutions pursuant to this Agreement, and for whom access to the Solutions has been purchased.

1.3. “Baseline Solution” means the version of a Solution updated from time to time pursuant to CentralSquare’s warranty services and maintenance, but without any other modification.

1.4. "CentralSquare Systems" means the information technology infrastructure used by or on behalf of CentralSquare to deliver the Solutions, including all computers, software, hardware, databases, electronic systems (including database management systems), and networks, whether operated directly by CentralSquare or through the use of third-party services.

1.5. "Customer Data" means information, data, and content, in any form or medium, collected, downloaded, or otherwise received, directly or indirectly from Customer, an Authorized User or end-users by or through the Solutions, provided the data is not personally identifiable and not identifiable to Customer.

1.6. "Customer Systems" means the Customer's information technology infrastructure, including computers, software, hardware, databases, electronic systems (including database management systems), and networks, whether operated by Customer or through the third-party services.

1.7. “Defect” means a material deviation between the Baseline Solution and its Documentation, for which Customer has given CentralSquare sufficient information to enable CentralSquare to replicate the deviation on a computer configuration that is both comparable to the Customer Systems and that is under CentralSquare’s control. Further, with regard to any custom modification, Defect means a material deviation between the custom modification and the CentralSquare generated specification and Documentation for such custom modification, and for which Defect Customer has given CentralSquare sufficient information to enable CentralSquare to replicate the deviation on a computer configuration that is both comparable to the Customer Systems and that is under CentralSquare’s control.

1.8. “Delivery” means:

1.8.1. For on-premise Solutions, Delivery shall be when CentralSquare delivers to Customer the initial copies of the Solutions outlined in Exhibit 1 by whichever the following applies and occurs first (a) electronic delivery, by posting it on CentralSquare’s network for downloading, or similar suitable electronic file transfer method, or (b) physical shipment, such as on a disc or other suitable media transfer method, or (c) installation, or (d) delivery of managed services server. Physical shipment is on FOB - CentralSquare’s shipping point, and electronic delivery is at the time CentralSquare provides Customer with access to download the Solutions.

1.8.2. For cloud-based Solutions Delivery shall be whichever the following applies and occurs first when Authorized Users have (a) received log-in access to the Solution or any module of the Solution or (b) received access to the Solution via a URL.

1.9. "Documentation" means any manuals, instructions, or other documents or materials that CentralSquare provides or makes available to Customer in any form or medium and which describe the functionality, components, features, or requirements of the Solution(s), including any aspect of its installation, configuration, integration, operation, use, support, or maintenance.

1.10. “End User Training” means the process of educating general users of the Software on the operation of the Software.

1.11. “Entity” means an individual, corporation, partnership, joint venture, limited liability entity, governmental authority, unincorporated organization, trust, association, or other organization.

1.12. “Hardware” means any equipment, computer systems, servers, storage devices, peripherals, and any other tangible assets purchased under this Agreement.

1.13. "Intellectual Property Rights" means any and all registered and unregistered rights granted, applied for, or otherwise now or hereafter in existence under or related to any patent, copyright, trademark, trade secret, database protection, or other intellectual property rights laws, and all similar or equivalent rights or forms of protection, in any part of the world.

1.14. “Managed Services Hardware” means any equipment, computer systems, servers, peripherals, and any other tangible asset purchased as a subscription under this Agreement.

1.15. “Maintenance” means optimization, error correction, modifications, and Updates (defined herein) to CentralSquare Solutions to correct any known Defects and improve performance. Maintenance will be provided for each Solution, the hours and details of which are described in Exhibit 2 (Maintenance and Support) or Exhibit 8 (Managed Services Provisions).

1.16. “New or Major Releases” means new versions of a Baseline Solution (e.g., version 4.0, 5.0 etc.) not provided as part of Maintenance.
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1.17. "Personal Information" means any information that does or can identify a specific individual or by or from which a specific individual may be identified, contacted, or located. Personal Information includes all "nonpublic personal information" as defined under the Gramm-Leach-Bliley Act, "protected health information" as defined under the Health and Insurance Portability and Accountability Act of 1996, "Personal Data" as defined in the EU General Data Protection Regulation (GDPR 2018), "Personal Information" as defined under the Children's Online Privacy Protection Act of 1998, and all rules and regulations issued under any of the foregoing.

1.18. “Professional Services” means configuration, installation, implementation, development work, training or consulting services including custom modification programming, support relating to custom modifications, on-site support services, assistance with data transfers, system restarts and reinstallations provided by CentralSquare.

1.19. “Project Kickoff” is a meeting to occur shortly after contract execution between CentralSquare and Customer in which goals and objectives are set forth, all parties relevant team members are identified, and scope, timelines, and milestones are reviewed.

1.20. “Reliability Period” is the time period in which the Software is tested and confirmed reliable by successfully completed fifteen (15) continuous days in a live environment with no repeatable Priority 1 or Priority 2 issues as defined in Exhibit 2, unless otherwise agreed in a statement of work.

1.21. “Software” means the software program(s) (in object code format only) identified on Exhibit 1 (Solution(s) and Services Fee Schedule). The term “Software” excludes any Third-Party Software.

1.22. “Software Version” means the base or core version of the Solution Software that contains significant new features and significant fixes and is available to the Customer. The nomenclature used for updates and upgrades consists of major, minor, build, and fix and these correspond to the following digit locations of a release, a,b,c,d. An example of which would be 7.4.1.3, where the 7 refers to the major release, the 4 refers to the minor release, the 1 refers to the build, and the 3 refers to a fix.

1.23. "Solutions" means the software, Documentation, development work, CentralSquare Systems and any and all other information, data, documents, materials, works, and other content, devices, methods, processes, hardware, software, technologies and inventions, including any deliverables, technical or functional descriptions, requirements, plans, or reports, provided or used by CentralSquare or any Subcontractor in connection with Professional Services or Support Services rendered under this Agreement.

1.24. “Support Services” means Maintenance, Enhancements, implementation of New Releases, and general support efforts to respond to incidents reported by Customer in accordance with Exhibit 2 (Maintenance & Support) and Exhibit 8 (Managed Services Provisions), if applicable.

1.25. "Third-Party Materials" means materials and information, in any form or medium, including any software, documents, data, content, specifications, products, related services, equipment, or components of or relating to the Solutions that are not proprietary to CentralSquare.

2. License, Access, and Title.

2.1. License Grant. For any Solution designated as a “license” on Exhibit 1, Customer is granted a perpetual (unless terminated as provided herein), nontransferable, nonexclusive right and license to use the Software for Customer’s own internal use for the applications described in the Statement of Work, in the applicable environment (e.g., production, test, training, or disaster recovery system) and in the quantity set forth in Exhibit 1. Additional software licenses purchased after the execution of this Agreement shall also be licensed in accordance with the provisions of this section.

Customer shall not use, copy, rent, lease, sell, sublicense, modify, create derivative works from/of, or transfer any software, or permit others to do said acts, except as provided in this Agreement. Any such unauthorized use shall be void and may result in immediate and automatic termination of the applicable license. In such event, Customer shall not be entitled to a refund of any license fees paid. Notwithstanding, Customer shall be entitled to use software at the applicable designated location for the purpose of the application(s) described in the Statement of Work to provide services for itself and other Affiliate governmental agencies/entities, provided that the Software is installed and operated at only one physical location. The Software license granted in this Agreement or in connection with it are for object code only and do not include a license or any rights to source code whatsoever.

2.2. Access Grant. For any Solution designated as a “subscription” on Exhibit 1, so long as subscription fees are paid and current, (unless terminated as provided herein), Customer is granted a nontransferable, nonexclusive right to use the software for the Customer’s own internal use for the applications described in the Statement of Work, in the applicable environment (e.g., production, test, training, or disaster recovery system) and in the quantity set forth in Exhibit 1.

Additional CentralSquare software subscriptions purchased after the execution of this Agreement shall also be accessed in accordance with the provisions of this section. Customer shall not use, copy, rent, lease, sell, sublicense, modify, create derivative works from/of, or transfer any software, or permit others to do said acts, except as provided in this Agreement. Any such unauthorized use shall be void and may result in immediate and automatic termination of the applicable access. In such event, Customer shall not be entitled to a refund of any subscription fees paid.

Notwithstanding, Customer shall be entitled to use software at the applicable designated location for the purpose of the application(s) described in the Statement of Work to provide services for itself and other Affiliate governmental agencies/entities. The subscription access granted in this Agreement or in connection with it are for object code only and do not include a license or any rights to source code whatsoever. 258

2.3. Documentation License. CentralSquare hereby grants to Customer a non-exclusive, non-sublicensable, nontransferable license to use the Documentation during the Term solely for Customer's internal business purposes in connection with its use of the Solutions.

2.4. Hardware. Subject to the terms and conditions of this Agreement, CentralSquare agrees to deliver, through hardware vendors, the Hardware itemized on Exhibit 1. The risk of loss or damage will pass to Customer upon the date of delivery to the Customer specified facility. Upon delivery and full satisfaction of the Hardware payment obligations, Hardware shall be deemed accepted and Customer will acquire good and clear title to Hardware. All Hardware manufacturer warranties will be passed through to Customer. CentralSquare expressly disclaims, and Customer hereby expressly waives all other Hardware warranties, express or implied, without limitation, warranties of merchantability and fitness for a particular purpose.

2.5. Managed Services Hardware. Subject to the terms and conditions of this Agreement, CentralSquare agrees to deliver the Managed Services Hardware itemized on Exhibit 1. So long as the applicable subscription fees are paid and current, Customer shall maintain a limited right in possessory interest in the Managed Services Hardware. No title in the Managed Services Hardware will pass to Customer at any time or for any reason. Customer agrees to maintain adequate insurance against fire, theft, or other loss for the Managed Services Hardware full insurable value.

CentralSquare shall coordinate any defect or warranty claims in accordance with Exhibit 8.

2.6. Reservation of Rights. Nothing in this Agreement grants any right, title, or interest in or to any Intellectual Property Rights in or relating to the Solutions, or Third-Party Materials, whether expressly, by implication, estoppel, or otherwise.

All right, title, and interest in the Solutions, and the Third-Party Materials are and will remain with CentralSquare and the respective rights holders.

3. Use Restrictions. Authorized Users shall not:

3.1. copy, modify, or create derivative works or improvements of the Solutions, or rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available any Solutions to any Entity, including on or in connection with the internet or any time-sharing, service bureau, software as a service, cloud, or other technology or service;

3.2. reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Solutions, in whole or in part;

3.3. bypass or breach any security device or protection used by Solutions or access or use the Solutions other than by an Authorized User through the use of his or her own then valid access;

3.4. input, upload, transmit, or otherwise provide to or through the CentralSquare Systems, any information or materials that are unlawful or injurious, or contain, transmit, or activate any harmful code (any software, hardware, device, or other technology, including any virus, worm, malware, or other malicious computer code, the purpose or effect of which is to (a) permit unauthorized access to, or to destroy, disrupt, disable, distort, or otherwise harm or impede any (i) computer, software firmware, hardware, system or network; or (ii) any application or function of any of the foregoing or the security, integrity, confidentiality, or use of any data processed thereby; or (b) prevent Customer or any Authorized User from accessing or using the Solutions as intended by this Agreement;

3.5. damage, destroy, disrupt, disable, impair, interfere with, or otherwise impede or harm in any manner the CentralSquare Systems, or CentralSquare's provision of services to any third-party, in whole or in part;

3.6. remove, delete, alter, or obscure any trademarks, specifications, Documentation, warranties, or disclaimers, or any copyright, trademark, patent, or other intellectual property or proprietary rights notices from any Documentation or Solutions, including any copy thereof;

3.7. access or use the Solutions in any manner or for any purpose that infringes, misappropriates, or otherwise violates any Intellectual Property Right or other right of any third-party, or that violates any applicable law;

3.8. access or use the Solutions for purposes of competitive analysis of the Solutions, the development, provision, or use of a competing software service or product or any other purpose that is to CentralSquare's detriment or commercial disadvantage or otherwise access or use the Solutions beyond the scope of the authorization granted in Section 2.

4. Audit.

4.1. CentralSquare shall have the right to audit Customer’s use of the Software to monitor compliance with this Agreement.

Customer shall permit CentralSquare and its directors, officers, employees, and agents to have on-site access at Customer’s premises (or remote access as the case may be) during normal business hours to such systems, books, and records for the purpose of verifying license counts, access counts, and overall compliance with this Agreement.

Customer shall render reasonable cooperation to CentralSquare as requested. If as a result of any audit or inspection CentralSquare substantiates a deficiency or non-compliance, or if an audit reveals that Customer has exceeded the restrictions on use, Customer shall promptly reimburse CentralSquare for all its costs and expenses incurred to conduct such audit or inspection and be required to pay for any delinquencies in compliance and prompt payment of any underpayment of Fees.

5. Customer Obligations.

5.1. Customer Systems and Cooperation. Customer shall at all times during the Term: (a) set up, maintain, and operate in good repair all Customer Systems on or through which the Solutions are accessed or used; (b) provide CentralSquare 259
Personnel with such access to Customer's premises and Customer Systems as is necessary for CentralSquare to perform the Support Services in accordance with the Support Standards and specifications and if required by CentralSquare, remote access in accordance with Exhibit 3 (CentralSquare Access Management Policy); and (c) provide all cooperation as CentralSquare may reasonably request to enable CentralSquare to exercise its rights and perform its obligations under this Agreement.

5.2. Effect of Customer Failure or Delay. CentralSquare is not responsible or liable for any delay or failure of performance caused in whole or in part by Customer's delay in performing, or failure to perform, any of its obligations under this Agreement.

5.3. Corrective Action and Notice. If Customer becomes aware of any actual or threatened activity prohibited by Section 6, Customer shall, and shall cause its Authorized Users to, immediately: (a) take all reasonable and lawful measures within their respective control that are necessary to stop the activity or threatened activity and to mitigate its effects (including, where applicable, by discontinuing and preventing any unauthorized access to the Solutions and permanently erasing from their systems and destroying any data to which any of them gained unauthorized access); and (b) notify CentralSquare of any such actual or threatened activity.

5.4. Maintaining Current Versions of CentralSquare Solutions. In accordance with Exhibit 2 (Maintenance & Support) and Exhibit 8 (Managed Services Provisions), if applicable. Customer shall install and/or use any New or Major Release within one year of being made available by CentralSquare to mitigate a performance problem, ineligibility for Support Services, or an infringement claim.

6. Professional Services.

6.1. Compliance with Customer Policies. While CentralSquare personnel are performing services at Customer's site, CentralSquare personnel will comply with Customer’s reasonable procedures and site policies that are generally applicable to Customer’s other suppliers providing similar services and that have been provided to CentralSquare in writing or in advance.

6.2. Contributed Material. In the process of CentralSquare’s performing Professional Services, Customer may, from time to time, provide CentralSquare with designs, plans, or specifications, improvements, works or other material for inclusion in, or making modifications to, the Solutions, the Documentation or any other deliverables (“Contributed Material”).

Customer grants to CentralSquare a nonexclusive, irrevocable, perpetual, transferable right, without the payment of any royalties or other compensation of any kind and without the right of attribution, for CentralSquare, CentralSquare’s Affiliates and CentralSquare’s licensees to make, use, sell and create derivative works of the Contributed Material.

7. Confidentiality.

7.1. Nondisclosure. The Parties agree, unless otherwise provided in this Agreement or required by law, not to use or make each other's Confidential Information available to any third party for any purpose other than as necessary to perform under this Agreement. “Confidential Information” means the Solution(s), Software, and customizations in any embodiment, and either Party’s technical and business information relating to inventions or software, research and development, future product specifications, engineering processes, costs, profit or margin information, marketing and future business plans as well as any and all internal Customer and employee information, and any information exchanged by the Parties that is clearly marked with a confidential, private or proprietary legend or which, by its nature, is commonly understood to be confidential.

7.2. Exceptions. A Party's Confidential Information shall not include information that: (a) is or becomes publicly available through no act or omission of the recipient; (b) was in the recipient’s lawful possession prior to the disclosure and was not obtained by the recipient either directly or indirectly from the disclosing Party; (c) is lawfully disclosed to the recipient by a third party without restriction on recipient’s disclosure, and where recipient was not aware that the information was the confidential information of discloser; (d) is independently developed by the recipient without violation of this Agreement; or (e) is required to be disclosed by law.

8. Security.

8.1. CentralSquare will implement commercially reasonable administrative, technical and physical safeguards designed to ensure the security and confidentiality of Customer Data, protect against any anticipated threats or hazards to the security or integrity of Customer Data, and protect against unauthorized access or use of Customer Data. CentralSquare will review and test such safeguards on no less than an annual basis.

8.2. Customer shall maintain, in connection with the operation or use of the Solutions, adequate technical and procedural access controls and system security requirements and devices, necessary for data privacy, confidentiality, integrity, authorization, authentication, non-repudiation, virus detection and eradication.

8.3. To the extent that Authorized Users are permitted to have access to the Solutions, Customer shall maintain agreements with such Authorized Users that adequately protect the confidentiality and Intellectual Property Rights of CentralSquare in the Solutions and Documentation and disclaim any liability or responsibility of CentralSquare with respect to such Authorized Users.

9. Personal Data. If CentralSquare processes or otherwise has access to any personal data or Personal Information on Customer’s behalf when performing CentralSquare’s obligations under this Agreement, then:
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9.1. Customer shall be the data controller (where “data controller” means an entity which alone or jointly with others determines purposes for which and the manner in which any personal data are, or are to be, processed) and CentralSquare shall be a data processor (where “data processor” means an entity which processes the data only on behalf of the data controller and not for any purposes of its own);

9.2. Customer shall ensure that it has obtained all necessary consents and it is entitled to transfer the relevant personal data or Personal Information to CentralSquare so that CentralSquare may lawfully use, process and transfer the personal data and Personal Information in accordance with this Agreement on Customer’s behalf, which may include CentralSquare processing and transferring the relevant personal data or Personal Information outside the country where Customer and the Authorized Users are located in order for CentralSquare to provide the Solutions and perform its other obligations under this Agreement; and

9.3. CentralSquare shall process personal data and information only in accordance with lawful and reasonable written instructions given by Customer and as set out in and in accordance with the terms of this Agreement; and

9.4. CentralSquare shall take reasonable steps to ensure that its employees, agents and contractors who may have access to Personal Information are persons who need to know / access the relevant Personal Information for valid business reasons; and

9.5. each Party shall take appropriate technical and organizational measures against unauthorized or unlawful processing of the personal data and Personal Information or its accidental loss, destruction or damage so that, having regard to the state of technological development and the cost of implementing any measures, the measures taken ensure a level of security appropriate to the harm that might result from such unauthorized or unlawful processing or accidental loss, destruction or damage in relation to the personal data and Personal Information and the nature of the personal data and Personal Information being protected. If necessary, the Parties will cooperate to document these measures taken.

10. Representations and Warranties.

10.1. Intellectual Property Warranty. CentralSquare represents and warrants that (a) it is the sole and exclusive owner of (or has the right to license) the software; (b) it has full and sufficient right, title and authority to grant the rights and/or licenses granted under this Agreement; (c) the software does not contain any materials developed by a third party used by CentralSquare except pursuant to a license agreement; and (d) the software does not infringe any patent, or copyright.

10.2. Intellectual Property Remedy. In the event that any third party asserts a claim of infringement against the Customer relating to the software contained in this Agreement, CentralSquare shall indemnify and defend the Customer pursuant to section 13.1 of this Agreement. In the case of any such claim of infringement, CentralSquare shall either, at its option, (1) procure for Customer the right to continue using the software; or (2) replace or modify the software so that that it becomes non-infringing, but equivalent in functionality and performance.

10.3. Software Warranty. CentralSquare warrants to Customer that: (i) for a period of one year from the Effective Date (the “Warranty Period”) the Software will substantially conform in all material respects to the specifications set forth in the Documentation, when installed, operated and used as recommended in the Documentation and in accordance with this Agreement; and (ii) at the time of delivery the Software does not contain any virus or other malicious code.

10.4. Software Remedy. If, during the Warranty Period a warranty defect is confirmed in the CentralSquare Software, CentralSquare shall, at its option, reinstall the Software or correct the Defects. Defects that occur in the Software after the Warranty Period will be corrected pursuant to Exhibit 2 (Maintenance & Support) and Exhibit 8 (Managed Services Provisions), if applicable.

10.5. Services Warranty. CentralSquare warrants that the Professional Services delivered will substantially conform to the deliverables specified in the applicable statement of work and that all Professional Services will be performed in a professional and workmanlike manner consistent with industry standards for similar work. If Professional Services do not substantially conform to the deliverables, Customer shall notify CentralSquare of such non-conformance in writing, within 10 days from completion of Professional Service, and CentralSquare shall promptly repair the non-conforming deliverables.

10.6. Disclaimer of Warranty. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES SET FORTH ABOVE,

CENTRALSQUARE MAKES NO WARRANTIES WHATSOEVER, EXPRESSED OR IMPLIED, WITH REGARD TO

THE INTELLECTUAL PROPERTY, SOFTWARE, PROFESSIONAL SERVICES, AND/OR ANY OTHER MATTER

RELATING TO THIS AGREEMENT, AND THAT CENTRALSQUARE DISCLAIMS ALL WARRANTIES, WHETHER

EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING ALL WARRANTIES ARISING FROM COURSE

OF DEALING, USAGE OR TRADE PRACTICE, AND SPECIFICALLY DISCLAIMS IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR TITLE. FURTHER, CENTRALSQUARE

EXPRESSLY DOES NOT WARRANT THAT A SOLUTION, ANY CUSTOM MODIFICATION OR ANY

IMPROVEMENTS WILL BE USABLE BY CUSTOMER IF THE SOLUTION OR CUSTOM MODIFICATION HAS BEEN

MODIFIED BY ANYONE OTHER THAN CENTRALSQUARE PERSONNEL, OR WILL BE ERROR FREE, WILL

OPERATE WITHOUT INTERRUPTION OR WILL BE COMPATIBLE WITH ANY HARDWARE OR SOFTWARE EXCEPT TO THE EXTENT EXPRESSLY SET FORTH IN THE DOCUMENTATION. ALL THIRD-PARTY MATERIALS ARE PROVIDED “AS-IS” AND ANY REPRESENTATION OR WARRANTY OF OR CONCERNING ANY OF THEM IS STRICTLY BETWEEN CUSTOMER AND THE THIRD-PARTY. THIS AGREEMENT DOES NOT AMEND, OR 261
MODIFY CENTRALSQUARE’S WARRANTY UNDER ANY AGREEMENT OR ANY CONDITIONS, LIMITATIONS, OR RESTRICTIONS THEREOF.

11. Notices. All notices and other communications required or permitted under this Agreement must be in writing and will be deemed given when delivered personally, sent by United States registered or certified mail, return receipt requested; transmitted by facsimile or email confirmed by first class mail, or sent by overnight courier. Notices must be sent to a Party at its address shown below, or to such other place as the Party may subsequently designate for its receipt of notices in writing by the other Party.

If to CentralSquare CentralSquare Technologies, LLC
1000 Business Center Dr.

Lake Mary, FL 32746
Phone: 407-304-3235
Attention: Legal/Contracts
If to Customer: City of South Lake Tahoe
1901 Lisa Maloff Road
Suite #210 South Lake Tahoe, CA 96150
Phone: (530) 542-7431
Email: [email protected]
Attention: Olga Tikhomirova

12. Force Majeure.

Neither Party shall be responsible for failure to fulfill its obligations hereunder, or be liable for damages resulting from delay in performance as a result of war, fire, strike, riot or insurrection, natural disaster, pandemic or epidemic, delay of carriers, governmental order or regulation, complete or partial shutdown of plant, unavailability of equipment, software, or services from suppliers, default of a subcontractor or vendor to the Party if such default arises out of causes beyond the reasonable control of such subcontractor or vendor, the acts or omissions of the other Party, or its officers, directors, employees, agents, contractors, or elected officials, and/or other occurrences beyond the Party’s reasonable control (“Excusable Delay” hereunder). In the event of such Excusable Delay, performance shall be extended on a day for day basis or as otherwise reasonably necessary to compensate for such delay.

13. Indemnification.

13.1. CentralSquare Indemnification. CentralSquare shall indemnify, defend, and hold harmless Customer from any and all Claims or liability, including attorneys' fees and costs, brought by a third party, allegedly arising out of, in connection with, or incident to any loss, damage or injury to persons or property or arising solely from a wrongful or negligent act, error or omission of CentralSquare, its employees, agents, contractors, or any subcontractor as a result of CentralSquare’s or any subcontractor’s performance pursuant to this Agreement; however, CentralSquare shall not be required to indemnify Customer for any claims caused to the extent of the negligence or wrongful act of Customer, its employees, agents, or contractors. Notwithstanding anything to the contrary in the foregoing, if a Claim or liability results from or is contributed to by the actions or omissions of Customer, or its employees, agents or contractors, CentralSquare’s obligations under this provision shall be reduced to the extent of such actions or omissions based upon the principle of comparative fault.

13.2. "Claim" in this Section 13 means any claim, cause of action, demand, lawsuit, dispute, inquiry, audit, notice of violation, proceeding, litigation, citation, summons, subpoena or investigation of any nature, civil, criminal, administrative, regulatory or other, whether at law, in equity, or otherwise.

14. Termination.

14.1. Either Party may terminate this Agreement for a material breach in accordance with this subsection. In such event, the disputing Party shall deliver written notice of its intent to terminate along with a description in reasonable detail of the problems for which the disputing Party is invoking its right to terminate and the specific requirement within this Agreement or any exhibit or schedule hereto that the disputing Party is relying upon. Following such notice, the Parties shall commence dispute resolution procedures in accordance with the dispute resolution procedure pursuant to Section 17.

14.2. CentralSquare shall have the right to terminate this Agreement based on Customer’s failure to pay undisputed amounts due under this Agreement more than ninety (90) days after delivery of written notice of non-payment.

14.3. Customer shall have the right to terminate if the proper appropriation of funds for the continuation of this Agreement is not available for any fiscal year after the first fiscal year during the Term, then this Agreement may be terminated. To effect the termination of this Agreement, Customer shall, within forty-five (45) days following the beginning of the fiscal year for which the proper appropriation is not available, provide CentralSquare with written notice of the failure to obtain the proper appropriation of funds. Such notice shall be accompanied by the payment of all sums then owed CentralSquare under this Agreement, if any.

15. Effect of Termination or Expiration. On the expiration or earlier termination of this Agreement:
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15.1. All rights, licenses, and authorizations granted to Customer hereunder will immediately terminate and Customer shall immediately cease all use of CentralSquare’s Confidential Information and the Solutions, and within thirty (30) days deliver to CentralSquare, or at CentralSquare’s request destroy and erase CentralSquare’s Confidential Information from all systems Customer directly or indirectly controls; and

15.2. All licenses, access or subscription fees, services rendered but unpaid, and any amounts due by Customer to CentralSquare of any kind shall become immediately payable and due no later than thirty (30) days after the effective date of the termination or expiration, including anything that accrues within those thirty (30) days.

15.3. The provisions set forth in the following sections, and any other right or obligation of the Parties in this Agreement that, by its nature (including but not limited to: Use Restrictions, Confidential Information, Warranty Disclaimers, Indemnifications, & Limitations of Liability), will survive any expiration or termination of this Agreement.

15.4. In the event that Customer terminates this Agreement or cancels any portions of a project (as may be set forth in a Statement of Work) prior to Go Live (which shall be defined as “first use of a Solution or module of a Solution in a production environment, unless otherwise agreed by the Parties in a statement of work”), Customer shall pay for all Professional Services actually performed by CentralSquare on a time and materials basis, regardless of the payment terms in Exhibit 1.

15.5. Return of Customer Data. If Customer requests in writing at least ten (10) days prior to the effective date of expiration or earlier termination of this Agreement, CentralSquare shall within sixty (60) days following such expiration or termination, deliver to Customer in CentralSquare’s standard format the then most recent version of Customer Data maintained by CentralSquare, provided that Customer has at that time paid all Fees then outstanding and any amounts payable after or as a result of such expiration or termination.

15.6. Deconversion. In the event of (i) expiration or earlier termination of this Agreement, or (ii) Customer no longer purchasing certain Solutions (including those indicated to be Third-Party Materials), if Customer requests assistance in the transfer of Customer Data to a different vendor’s applications (“Deconversion”), CentralSquare will provide reasonable assistance. CentralSquare and Customer will negotiate in good faith to establish the relative roles and responsibilities of CentralSquare and Customer in effecting Deconversion, as well as the appropriate date for completion.

CentralSquare shall be entitled to receive compensation for any additional consultation, services, software, and documentation required for Deconversion on a time and materials basis at CentralSquare’s then standard rates.

15.7. Termination of this Agreement shall not relieve either Party of any other obligation incurred one to the other prior to termination.

16. Assignment. Neither this Agreement nor any rights or obligations hereunder shall be assigned or otherwise transferred by either Party without the prior written consent of the other Party, which consent will not be unreasonably withheld; provided however, that in the event of a merger or acquisition of all or substantially all of CentralSquare’s assets, CentralSquare may assign this Agreement to an entity ready, willing and able to perform CentralSquare’s executory obligations hereunder.

17. Dispute Resolution. Any dispute, controversy or claim arising out of or relating to this Agreement (each, a “Dispute”), including the breach, termination, or validity thereof, shall be resolved as follows:

17.1. Good Faith Negotiations. The Parties agree to send written notice to the other Party of any Dispute (“Dispute Notice”). After the other Party receives the Dispute Notice, the Parties agree to undertake good faith negotiations to resolve the Dispute. Each Party shall be responsible for its associated travel and other related costs.

17.2. Escalation to Mediation. If the Parties cannot resolve any Dispute through good faith negotiations, the dispute will be escalated to non-binding mediation, with the Parties acting in good faith to select a mediator and establishing the mediation process. The Parties agree the mediator’s fees and expenses, and the mediator’s costs incidental to the mediation, will be shared equally between the Parties. The Parties shall bear their own fees, expenses, and costs.

17.3. Confidential Mediation. The Parties further agree all written or oral offers, promises, conduct, and statements made in the course of the mediation are confidential, privileged, and inadmissible for any purpose in any litigation, arbitration or other proceeding involving the Parties. However, evidence that is otherwise admissible or discoverable shall not be rendered inadmissible or non-discoverable as a result of its use in the mediation.

17.4. Litigation. If the Parties cannot resolve a Dispute through mediation, then once an impasse is declared by the mediator either Party may pursue litigation in a court of competent jurisdiction.

18. Waiver/Severability. The failure of any Party to enforce any of the provisions hereof will not be construed to be a waiver of the right of such Party thereafter to enforce such provisions. If any provision of this Agreement is found to be unenforceable, that provision will be enforced to the maximum extent possible, and the validity, legality and enforceability of the remaining provisions will not in any way be affected or impaired thereby.

19. LIABILITY. NOTWITHSTANDING ANY PROVISION WITHIN THIS AGREEMENT TO THE CONTRARY, AND

REGARDLESS OF THE NUMBER OF LOSSES, WHETHER IN CONTRACT, EQUITY, STATUTE, TORT, NEGLIGENCE, OR OTHERWISE:

19.1. NEITHER PARTY SHALL HAVE LIABILITY TO THE OTHER PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL,

PUNITIVE, EXEMPLARY, LIQUIDATED, OR CONSEQUENTIAL DAMAGES OF ANY KIND INCLUDING BUT NOT

LIMITED TO, REPLACEMENT COSTS, AND NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR

LOSSES OF PROFIT, REVENUE, INCOME, BUSINESS, ANTICIPATED SAVINGS, DATA, AND REPUTATION, AND

MORE GENERALLY, ANY LOSSES OF AN ECONOMIC OR FINANCIAL NATURE, REGARDLESS OF WHETHER 263

SUCH LOSSES MAY BE DEEMED AS CONSEQUENTIAL OR ARISING DIRECTLY AND NATURALLY FROM THE

INCIDENT GIVING RISE TO THE CLAIM, AND REGARDLESS OF WHETHER SUCH LOSSES ARE FORESEEABLE OR WHETHER EITHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSSES; AND

19.2. CENTRALSQUARE’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL

NOT EXCEED THE AMOUNT(S) ACTUALLY PAID BY CUSTOMER TO CENTRALSQUARE HEREUNDER FOR THE LAST TWELVE (12) MONTHS PRIOR TO THE DATE THE CLAIM AROSE.

20. Insurance. During the term of this Agreement, CentralSquare shall maintain insurance coverage covering its operations in accordance with Exhibit 4 (Certificate of Insurance (Evidence of Coverage)). Upon request by Customer, CentralSquare shall include Customer as an additional insured on applicable insurance policies provided under this Agreement. CentralSquare shall provide proof of current coverage during the term of this Agreement.

21. Third-Party Materials. CentralSquare may, from time to time, include third parties to perform services, provide software, or provide equipment. Customer acknowledges and agrees CentralSquare provides front-line support services for these ThirdParty Materials, but these third parties assume all responsibility and liability in connection with the Third-Party Materials.

CentralSquare is not authorized to make any representations or warranties that are binding upon the third-party or to engage in any other acts that are binding upon the third-party, except specifically that CentralSquare is authorized to represent thirdparty fees and to accept payment of such amounts from Customer on behalf of the third-party for as long as such third-party authorizes CentralSquare to do so. As a condition precedent to installing or accessing certain Third-Party Materials, Customer may be required to execute a click-through, shrink-wrap End User License Agreement (“EULA”) or similar agreement provided by the Third-Party Materials provider. If mapping information is supplied with the CentralSquare Software, CentralSquare makes no representation or warranty as to the completeness or accuracy of the mapping data provided with the CentralSquare Software. The completeness or accuracy of such data is solely dependent on the information supplied by the Customer or the mapping database vendor to CentralSquare. All third-party materials are provided “as-is” and any representation or warranty concerning them is strictly between Customer and the third-party.

22. Subcontractors. CentralSquare may from time to time, in its discretion, engage third parties to perform services on its behalf including but not limited to Professional Services, Support Services, and/or provide software (each, a "Subcontractor").

CentralSquare shall be fully responsible for the acts of all subcontractors to the same extent it is responsible for the acts of its own employees.

23. Entire Agreement. This Agreement, and any Exhibits specifically incorporated therein by reference, constitute the entire agreement between the Parties with respect to the subject matter. These documents supersede and merge all previous and contemporaneous proposals of sale, communications, representations, understandings and agreements, whether oral or written, between the Parties with respect to the subject hereof.

24. Amendment. Either Party may, at any time during the term, request in writing changes to this agreement. The Parties shall evaluate and, if agreed, implement all such requested changes. No requested changes will be effective unless and until memorialized in either a CentralSquare issued add-on quote signed by Customer, or a written change order or amendment to this Agreement signed by both Parties.

25. No Third-Party Beneficiaries. This Agreement is for the sole benefit of the Parties and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer on any other person any legal or equitable right, benefit, or remedy of any nature under or by reason of this Agreement.

26. Counterparts. This Agreement, and any amendments hereto, may be executed in several counterparts, each of which when so executed shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. The Agreement (and any amendments) shall be considered properly executed by a Party if executed by that Party and transmitted by facsimile or other electronic means, such as DocuSign, Tagged Image Format Files (TIFF), or Portable Document Format (PDF).

27. Material Adverse Change. If any law, regulation, applicable standard, process, OEM requirement is changed or comes into force after the Effective Date, including but not limited to PCI standards or Americans with Disabilities Act compliance (collectively, a “Material Adverse Change”), which is not explicitly addressed within this Agreement and results in significant extra costs for either Party in relation to the performance of this Agreement, both Parties shall promptly meet, discuss in good faith, and agree upon reducing the technical, operational, and/or commercial impact of such Material Adverse Change.

28. Cooperative Purchases. This Agreement may be used by Customer Affiliates. CentralSquare agrees to offer similar services to other Affiliates under the same terms and conditions as stated herein except that the Fees may be negotiated between CentralSquare and other Affiliates based on the specific revenue expectations, agency reimbursed costs, and other Affiliate requirements. The Customer will in no way whatsoever incur any liability in relation to specifications, delivery, payment, or any other aspect of purchases by such Affiliates. CentralSquare and the Affiliate will enter into any such arrangement with an amendment to this Agreement.

29. Order of Precedence.

29.1. In the event of any conflict or inconsistency between this Agreement, the Exhibits, or any purchase order, then the following priority shall prevail:

29.1.1. The main body of this Agreement and any associated amendments, statements of work (including Exhibit 5 (Statement of Work)), or change orders and then the attached Exhibits to this Agreement in the order in which they appear.
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29.2. Customer’s purchase terms and conditions or CentralSquare’s sales terms and conditions are not applicable and shall have no force or effect, whether referenced in any document in relation to this Agreement.

29.3. Incorporated Exhibits to this Agreement:

Exhibit 1: Solution(s) and Services Fee Schedule
Exhibit 2: Maintenance & Support
Exhibit 3: CentralSquare Access Management Policy
Exhibit 4: Certificate of Insurance (Evidence of Coverage) Exhibit 5: Statement of Work
Exhibit 6: Service Level Commitments
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EXHIBIT 1
Solutions(s) and Services Fee Schedule
WHAT SOFTWARE IS INCLUDED?

PRODUCT NAME QUANTITY UNIT PRICE TOTAL

1. Finance Enterprise: Advanced SaaS
Subscription Annual Subscription Fee 1 103,071.00 103,071.00

2. HCM Employee Finance Enterprise:

Advanced SaaS Subscription Annual
Subscription Fee
189 15.00 2,835.00
Software Total 105,906.00 USD
WHAT SERVICES ARE INCLUDED?

DESCRIPTION TOTAL

1. Finance Enterprise: Advanced SaaS Subscription Cloud Setup Fee 10,000.00 Services Total 10,000.00 USD
WHAT HARDWARE IS INCLUDED?

PRODUCT NAME QUANTITY UNIT PRICE TOTAL

1. VPN Hardware and Support 1 2,700.00 2,700.00
Hardware Total 2,700.00 USD

QUOTE SUMMARY
Software Subtotal
105,906.00 USD
Services Subtotal
Quote #: Q-159819
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10,000.00 USD
Hardware Subtotal
2,700.00 USD
Quote Subtotal 118,606.00 USD
Quote Total 118,606.00 USD
WHAT ARE THE RECURRING FEES?

RECURRING FEES
_____

TYPE AMOUNT
FIRST YEAR MAINTENANCE TOTAL 2,000.00
FIRST YEAR SUBSCRIPTION TOTAL 105,906.00
The amount totals for Maintenance and/or Subscription on this quote include only the first year of software use and maintenance. Renewal invoices will include this total plus any applicable uplift amount as outlined in the relevant purchase agreement.
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Payment Schedule:

Implementation Services (if applicable)
30% Due on Effective Date
20% Due at Project Kickoff
15% Due at completion of 1st End User Training Session
30% Due at Go Live
5% Due at completion of Reliability Period
Payment Terms:

Subscriptions:
- If applicable, Annual Subscription Fees are due on the Delivery Date, and annually thereafter on the anniversary of the Delivery Date.
- Annual Subscription Fees shall increase by 5% each year.

Services:
- If applicable, non-fixed fee professional services shall be due as incurred on a time and materials basis. Non-fixed fee professional services are not included in the percentages outlined in the above Payment Schedule. - If applicable, non-fixed fee travel expenses shall be due as incurred, invoiced monthly for the travel expenses of the preceding month. Non-fixed fee travel expenses are not included in the percentages outlined in the above Payment Schedule.
- If applicable, Fixed Fee travel expenses are included in the percentages outlined in the above Payment Schedule.

Hardware:
- If applicable, Non-subscription Hardware Fees are due on the Effective Date.

Licenses:
- If applicable, License Fees are due on the Delivery Date.

Support & Maintenance
- If applicable, Support & Maintenance Fees are due annually, starting prior to the first anniversary of the Delivery Date and annually thereafter.
- Annual Software Maintenance Fees shall increase by 5% each year. - If applicable, legacy support and maintenance shall be due until the Delivery Date of the applicable replacement software. Any unused pre-paid support and maintenance shall be credited as a pro-rated amount towards the next applicable subscription software invoice due under this Agreement, or future invoice.

Third Party:
- If applicable, Third-Party Software Fees are due on the Effective Date. Third-Party software subscriptions and/or support fees shall be due annually thereafter on the anniversary of the Effective Date. Third-Party Software fees are subject to increase each year.
- If applicable, Third-Party Services shall be due 50% at Effective Date, 25% at completion of 1st End User Training Session, and 25% at Go Live.

Invoice Terms:

CentralSquare shall provide an invoice for the items in the schedule above no less than thirty (30) days prior to the due date.

ANCILLARY FEES
a. Customer is responsible for paying all taxes relating to this Agreement. Applicable tax amounts (if any) are not included in the fees set forth in this Agreement. If Customer is exempt from the payment of any such taxes, Customer must provide CentralSquare valid proof of exemption; otherwise, CentralSquare will invoice Customer and Customer will pay to CentralSquare all such tax amounts.
b. To the extent allowable by law, if Customer fails to make any payment when due, then CentralSquare may charge interest on the past due amount at the rate of 1.5% per month calculated daily and compounded monthly, or, if lower, the highest rate permitted under applicable law; and if such failure continues for 90 days following written notice thereof, CentralSquare may suspend performance or access until past due amounts have been paid. 268
EXHIBIT 2
Maintenance & Support
This Maintenance & Support Exhibit describes support and maintenance relating to technical support that CentralSquare will provide to Customer during the Term of the Agreement.

1. Product Updates and Releases

1.1. Software Version. “Software Version” means the base or core version of the Software that contains significant new features and significant fixes and is available to the Customer. Software Versions may occur as the Software architecture changes or as new technologies are developed. The nomenclature used for updates and upgrades consists of major, minor, build, and fix and these correspond to the following digit locations of a release, a,b,c,d. An example of which would be 7.4.1.3, where the 7 refers to the major release, the 4 refers to the minor release, the 1 refers to the build, and the 3 refers to a fix. All Software Versions are provided and included as part of this Agreement.

1.2. Updates. From time to time CentralSquare may develop permanent fixes or solutions to known problems or bugs in the Software and incorporate them in a formal “Update” to the Software. If Customer is receiving technical support from CentralSquare on the general release date for an Update, CentralSquare will provide the Customer with the Update and related Documentation at no extra charge. Updates for custom configurations will be agreed upon by the Parties and outlined in a Statement of Work or Change Order.

1.3. Releases. Customer shall agree to install and/or use any New or Major Release within one year of being made available by CentralSquare to avoid or mitigate a performance problem, ineligibility for Support and Maintenance Services or infringement claim. All modifications, revisions and updates to the Software shall be furnished by means of new Releases of the Software and shall be accompanied by updates to the Documentation whenever CentralSquare determines, in its sole discretion, that such updates are necessary.

2. Support

2.1. CentralSquare shall provide to Customer support via toll-free phone number 833-278-7877 or via the CentralSquare Support Portal. CentralSquare shall provide to Customer, commercially reasonable efforts in solving errors reported by the Customer as well as making available an online support portal. Customer shall provide to CentralSquare reasonably detailed documentation and explanation, together with underlying data, to substantiate errors and to assist CentralSquare in its efforts to diagnose, reproduce and correct the error. Should either Party not be able to locate the error root cause and Customer and CentralSquare agree that on-site services are necessary to diagnose or resolve the problem CentralSquare shall provide a travel estimate and estimated hours in order to diagnose the reported error.

2.2. If after traveling onsite to diagnose a reported error and such reported error did not, in fact, exist or was not attributable to a defect in the Software provided by CentralSquare or an act or omission of CentralSquare, then Customer shall pay for CentralSquare's investigation, travel, and related services in accordance with provided estimate. Customer must provide CentralSquare with such facilities, equipment and support as are reasonably necessary for CentralSquare to perform its obligations under this Exhibit, including remote access in accordance with the Remote Access Policy.

3. Online Support Portal
Online support is available via https://support.centralsquare.com/s/contact-us, offering Customer the ability to resolve its own problems with access to CentralSquare’s most current information. Customer will need to enter its designated username and password to gain access to the technical support areas on CentralSquare’s website. CentralSquare’s technical support areas allow Customer to: (i) search an up-to-date knowledge base of technical support information, technical tips, and featured functions; and (ii) access answers to frequently asked questions (FAQ).

4. Exclusions from Technical Support Services
CentralSquare shall have no support obligations to provide Support or Maintenance for Solutions that are not kept current to one version prior to the then current version of the Solution. CentralSquare shall have no support obligations with respect to any third-party hardware or software product not licensed or sold to Customer by CentralSquare (“Nonqualified Product”). Customer shall be solely responsible for the compatibility and functioning of Nonqualified Products with the Software.

5. Customer Responsibilities
In connection with CentralSquare’s provision of technical support as described herein, Customer acknowledges that Customer has the responsibility to do each of the following:

5.1 Provide hardware, operating system and browser software that meets technical specifications, as well as a fast, stable, high-speed connection and remote connectivity for accessing the Solution.

5.2 Maintain any applicable computer system and associated peripheral equipment in good working order in accordance with the manufacturers’ specifications, and ensure that any problems reported to CentralSquare are not due to hardware malfunction;

5.3 For CentralSquare Solutions that are implemented on Customer Systems, maintain the designated operating system at the latest code revision level reasonably deemed necessary by CentralSquare for proper operation of the Software;

5.4 Supply CentralSquare with access to and use of all information and facilities reasonably determined to be necessary by CentralSquare to render the technical support described herein; 269

5.5 Perform any test or procedures reasonably recommended by CentralSquare for the purpose of identifying and/or resolving any problems;

5.6 At all times follow routine operator procedures as specified in the Documentation or any error correction guidelines of CentralSquare posted on the CentralSquare website;

5.7 Customer shall remain solely responsible at alltimes for the safeguarding of Customer’s proprietary, confidential, and classified information contained within Customer Systems; and

5.8 Reasonably ensure that the Customer Systems are isolated and free from viruses and malicious code that could cause harm before requesting or receiving remote support assistance.

6. Priorities and Support Response Matrix
The following priority matrix relates to software errors covered by this Agreement. Causes secondary to non-covered causes - such as hardware, network, and third-party products - are not included in this priority matrix and are outside the scope of this Exhibit. CentralSquare will make commercially reasonable efforts to respond to Software incidents for live remote based production systems using the following guidelines:

Priority Issue Definition Response Time
Priority 1 –
Urgent
The software is completely down and will not
launch or function.

Priority 1 issues must be called in via 833-278-7877 and will be immediately answered and managed by the first
available representative.

Priority 2 –
Critical
A high-impact problem that disrupts the
customer’s operation but there is capacity to
remain productive and maintain necessary
operations.

Priority 2 issues must be called in via 833-278-7877 and will be immediately answered and managed by the first
available representative.

Priority 3 –
Non-Critical
A Software Error related to a user function which
does not negatively impact the User from the use
of the system. This includes system administrator
functions or restriction of user workflow but does
not significantly impact their job function.

Priority 3 issues called in via 833-278-7877 will be
immediately answered and managed by the first
available representative.

Non-Critical Priority 3 issues may also be reported via Https://support.centralsquare.com/s/contact-us
Priority 4 –
Minor
Cosmetic or documentation errors, including
Customer technical questions or usability
questions.

Priority 4 issues called in via 833-278-7877 will be
immediately answered and managed by the first
available representative.

Minor Priority 4 issues may also be reported via
Https://support.centralsquare.com/s/contact-us

7. Exceptions. CentralSquare shall not be responsible for failure to carry out its Support and Maintenance obligations under this Exhibit if the failure is caused by adverse impact due to:

7.1. defectiveness of the Customer’s Systems (including but not limited to environment, hardware or ancillary systems), or due to Customer corrupt, incomplete, or inaccurate data reported to the Solution, or documented defect.

7.2. denial of reasonable access to Customer’s System or premises preventing CentralSquare from addressing the issue.

7.3. material changes made to the usage of the Solution by Customer where CentralSquare has not agreed to such changes in advance and in writing or the modification or alteration, in any way, by Customer or its subcontractors, of communications links necessary to the proper performance of the Solution.

7.4. a Force Majeure event (as outlined in Section 12), or the negligence, intentional acts, or omissions of Customer or its agents.

8. Incident Resolution. Actual response times and resolutions may vary due to issue complexity and priority. For critical impact level and above, CentralSquare provides a continuous resolution effort until the issue is resolved. CentralSquare will make commercially reasonable efforts to resolve Software incidents for live remote based production systems using the following guidelines:
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Priority Resolution Process Resolution Time
Priority 1 – Urgent CentralSquare will provide a
procedural or configuration
workaround or a code correction that
allows the Customer to resume live
operations on the production
System.

CentralSquare will work continuously to provide the Customer with a solution that allows the Customer to resume live operations on the production system.

CentralSquare will either resolve the issue or provide a resolution plan as soon as possible and not later than twenty-four (24) hours after notification.

Priority 2 –
Critical
CentralSquare will provide a
procedural or configuration
workaround or a code correction that
allows the Customer to resume
normal operations on the production
System.

CentralSquare will work continuously to provide the Customer with a solution that allows the Customer to resume normal operations on the production System.

CentralSquare will either resolve the issue or provide a resolution plan as soon as possible and not later than thirty-six (36) hours after notification.

Priority 3 – Non –
Critical
CentralSquare will provide a
procedural or configuration
workaround that allows the Customer
to resolve the problem.

CentralSquare will work to provide the Customer with a
resolution which may include a workaround or code correction within a timeframe that takes into consideration the impact of the issue on the Customer and CentralSquare’s User base.

Priority 3 issues have priority scheduling in a subsequent release.

Priority 4 – Minor If CentralSquare determines that a
reported Minor Priority error
requires a code correction, such
issues will be addressed in a
subsequent release when
applicable.

CentralSquare will work to provide the Customer with a
resolution which may include a workaround or code correction in a future release of the software. Priority 4 issues have no defined resolution time.

9. Non-Production Environments. CentralSquare will make commercially reasonable efforts to provide fixes to nonproduction environment(s). Non-production environments are not included under the response or resolution tables provided in this Exhibit.

9.1. Maintenance. All non-production environment resolution processes will follow the structure and schedules outlined above for production environments.

9.2. Incidents and service requests. Non-production environment incidents are considered priority 3 or 4, dictated by circumstances and will be prioritized and scheduled subordinate to production environment service requests.

10. Training. Outside the scope of training services purchased, if any, Customer is responsible for the training and organization of its staff in the operation of the Software.

11. Development Work. Software support and maintenance does not include development work either (i) on software not licensed from CentralSquare or (ii) development work for enhancements or features that are outside the documented functionality of the Software, except such work as may be specifically purchased and outlined in the Agreement.

CentralSquare retains all intellectual property rights in development work performed and Customer may request consulting and development work from CentralSquare as a separate billable service.

12. Technology Life Expectancy. Customer understands, acknowledges and agrees that the technology upon which the Hardware, Solution and Third-Party Software is based changes rapidly. Customer further acknowledges that CentralSquare will continue to improve the functionality and features of the Solution to improve legal compliance, accuracy, functionality and usability. As a result, CentralSquare does not represent or warrant that the Hardware, Solution and/or Third-Party Software provided to Customer under this Agreement or that the Customer Systems recommended by CentralSquare will function for an indefinite period of time. Rather, CentralSquare and Customer may, from time to time, analyze the functionality of the Hardware, Solution, Third-Party Software and Customer Systems in response to changes to determine whether Customer must upgrade the same. Customer upgrades may include without limitation, the installation of a new Release, additional disk storage and memory, and workstation and/or server upgrades. Customer upgrades may also include the installation and/or removal of Third-Party Software. Customer is solely responsible for all costs associated with future resources and upgrades. 271
EXHIBIT 3
CentralSquare Access Management Policy
In order to provide secure, federally compliant connections to agency systems CentralSquare Technologies (“CentralSquare”) requires BeyondTrust or SecureLink as the only approved methodology of connection. BeyondTrust and Securelink provide the necessary remote access in order to service and maintain CentralSquare products while adhering to the Federal Bureau of Investigations Criminal Justice Information Services requirements. Both solutions utilize two-factor authentication Federal Information Processing Standard Publication (“FIPS”) 140-2 validated cryptographic modules and AES encryption in 256-bit strengths.

BeyondTrust and Securelink are addressed in turn via this Access Management Policy; Customers may choose which remote privileged access management solution will be utilized by CentralSquare.

BeyondTrust
The BeyondTrust remote support solution may be utilized via escorted session or a jump Customer. As for an escorted session, when an agency needs assistance from CentralSquare, the agency employee requesting assistance will receive verbal or email communication with a session key necessary to enable remote access. If a verbal key is provided, the user enters the session key after visiting https://securesupport.centralsquare.com.

Jump Customers are a Windows service that can be stopped/started to facilitate a support session. Connections made via jump Customer can be active or passive. An active jump Customer is always available. A passive connection is enabled for a specific purpose and then disabled when not used. Regardless of the option selected, CentralSquare’s support team will arrange a BeyondTrust session to establish the jump Customer.

The jump Customer resides on the agency side on the installed device, where an agency administrator can manage.

Instructions on how to enable/disable jump Customers can be provided upon request. A sample workflow of a passive jump Customer is provided below:

Should an agency require support from CentralSquare, a call would be placed and/or a support ticket opened in the portal on the CentralSquare customer support website. Before accessing the agency’s system and/or environment, the CentralSquare representative would send a notice of connection from the CentralSquare support portal instance. This notice can be sent to the individual at the agency that the CentralSquare representative is working with or other designated contacts as necessary. Upon receipt of the notice of connection, the agency personnel would enable the BeyondTrust jump Customer. The CentralSquare representative would then be admitted to the agency’s system and/or environment to perform the necessary task. Upon completion of the task, the CentralSquare representative sends a notice of disconnection from the CentralSquare support portal instance. Upon receipt of the notice of disconnection, the agency personnel would then disable the BeyondTrust jump Customer.

Securelink
Similar to BeyondTrust’s escorted session, Securelink may be utilized via “quick connect”. To enable a quick connect session when an agency needs assistance from CentralSquare, the Agency employee requesting assistance will enter a key code in order to connect for screen sharing on a device.

Similar to the jump Customer methodology, SecureLink may also be utilized via “gatekeeper”. The sample workflow description for a jump Customer provided above is substantially similar to the workflow for gatekeeper.

Summation
BeyondTrust and Securelink allow customers the ability to monitor connectivity to the customer’s network and maintain CJIS compliance while enabling CentralSquare to perform the necessary support functions. 272
EXHIBIT 4
Certificate of Insurance (Evidence of Coverage)
273
EXHIBIT 5
Statement of Work
[Attached]
274
EXHIBIT 7
Service Level Commitments
The following applies to any non-OPS designated Software Subscriptions on Exhibit 1 as a cloud hosted Solution.

1. Service Level Commitments
A. Availability. During any calendar month, the availability of the Solution shall be no less than 99.9%, excluding scheduled maintenance. CentralSquare shall provide Customer with prompt notification as soon as it becomes aware of any actual or potential unscheduled downtime of the Solution, as well as continual periodic updates during the unscheduled downtime regarding CentralSquare’s progress in remedying the unavailability and estimated time at which the Solution shall be available.

B. Measurement. Service availability is measured as the total time that the solutions are available during each calendar month for access by Customer (“Service Availability”). Service Availability measurement shall be applied to the production environment only, and the points of measurement for all monitoring shall be the servers and the internet connections at CentralSquare’s hosted environment.

C. Calculation. Service availability for a given month shall be calculated using the following calculation:

I. The total number of minutes which the service was not available in a given month shall be subtracted from the total number of minutes available in the given month. The resulting figure is divided by the total number of minutes available in the given month.

II. Service availability targets are subject to change due to the variance of the number of days in a month.

III. The total number of minutes which the service was not available in a given month shall exclude minutes associated with scheduled or emergency maintenance.

D. Remedy. If the service period target measurement is not met, then the customer shall be entitled to a credit calculated as follows:

Service availability Credit percentage
Less than 99.9% but greater than or equal to 99.0% 5%
Less than 99.0% but greater than or equal to 95.0% 10%
Less than 95% 20%
Service Availability in the relevant
Service Period
Percentage Reduction in Monthly Fee for the
Subsequent Service Period
Less than 99.9% but greater than or equal to 99.0% 5%
Less than 99.0% but greater than or equal to 95.0% 10%
Less than 95% 20%
E. Credit must be requested by the customer within sixty (60) days of the failed target. Any credit awarded shall be applied to the next applicable invoice. Customer shall not be eligible for credits where customer is more than thirty (30) days past due on their account.

2. Server Performance & Capacity. The standard provisioning of storage for the cloud solutions is 1 terabyte.

If Customer requests to add additional Software, increase storage or processing requirements, and/or request additional environments, these requests will be evaluated and if additional resources are required to support modifications, additional fees may apply at per unit (gigabyte, hour, license, etc).

3. Non-Production Environments. Included in the subscription fee is access to the training environment during the hours of 8:00am – 4:00pm EST, Monday through Friday. Should the Customer require extended access for items such as internal training, CentralSquare can make exceptions provided that Customer provide reasonable advance written notice. CentralSquare will then work with the Customer to enable access in accordance with an agreed upon schedule.
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EXHIBIT B

COMPENSATION SCHEDULE SUMMARY
BUDGET
One-time costs (not to exceed) $ 12,700.00
Recurring Annual Advanced SaaS and HCM Employee
Finance Enterprise Subscription Fee $105,906.00
TOTAL (First Year, Not To Exceed) $118,606.00
Travel and out-of-pocket expenses TBD, upon approval
(travel expenses will be submitted at cost, per prior approval by the City)

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EXHIBIT C

ANTI-LOBBYING CERTIFICATION
Consultant shall submit to City this certification prior to or at the time of the execution of this Agreement.

The undersigned certifies, to the best of his or her knowledge or belief, that:

2. If any funds other than federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, cooperative agreement, it will complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instruction.

Consultant:

By:________________________________________
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Resolution 2024-XXX February 13, 2024 Page 1 of 2
Resolution 2024-XXX
Adopted by the City of South Lake Tahoe
City Council
February 13, 2024
Authorizing the Execution of Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise On-Premises Software Upgrade and Additional General Fund Budget Appropriations of $41,385

BACKGROUND
A. The City Strategic Plan includes a strategic priority to “Implement the IT Strategic Plan to ensure the City utilizes state-of-the-art technology and ensure such technology is updated appropriately”.

B. Implementation of this priority includes upgrading the City’s current ONESolution finance software which had a support sunset on December 31, 2023 and is currently operated under an interim support agreement.

C. Staff is recommending approving the five-year agreement with CentralSquare Technologies, LLC for their Finance Enterprise Premise Subscription software which has the first-year annual maintenance cost of $73,835, subject to the 5% annual CPI increase. The one-time upgrade implementation consulting services costs is $36,000.

D. The required budget appropriations for the difference between the current annual cost and the new annual cost, and the one-time upgrade consulting services is $41,385.

BASED ON THE FACTS SET FORTH IN THE BACKGROUND, BE IT RESOLVED, that the City Council of the City of South Lake Tahoe:

1. Authorizes and directs the City Manager to execute the Software and Professional Services Agreement with CentralSquare Technologies, LLC for Finance Enterprise software (Advanced Premise Subscription) with the first-year annual subscription cost of $73,835, subject to CIP increase as outlined in the agreement, for the five-year initial term which will automatically renew for additional successive on-year terms thereafter. The one-time cost for implementation consulting services contracted under a separate agreement under City Manager signing authority, is $36,000.

2. Authorizes the following budget appropriations for implementation cost and first year annual fee difference between the current and upgraded software:

From: Source: Amount
Fund Balance General Fund Undesignated
Excess Reserves
$41,385
To: Task
100-01840-42030 Technical Services $41,385
278
Resolution 2024-XXX February 13, 2024 Page 2 of 2
Adopted by the City of South Lake Tahoe City Council on February 13, 2024 by the following vote:

Yes:

No:

Absent:

CITY OF SOUTH LAKE TAHOE

RECITALS
A. Consultant is specially trained, experienced and competent to perform the special services which will be required by this Agreement.

B. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement on the terms and conditions described herein.

C. City desires to retain Consultant to render professional services as set forth in this Agreement.

AGREEMENT

All services provided by Consultant pursuant to this Agreement will be provided in accordance with the terms set forth in the Exhibit A, “Scope of Services,” attached hereto and incorporated herein by reference. Exhibit B, “Compensation Schedule,” attached hereto and incorporated herein by reference, outlines the fees and compensation which shall be paid pursuant to this Agreement.

2. Term/Time of Performance. The services by Consultant are to commence upon the execution of the Agreement and continue for five years with 280
automatic renewal for additional successive one (1) year terms unless earlier terminated pursuant to any of the Agreement’s provisions.

3. Compensation. Compensation to be paid to Consultant shall be in accordance with the Schedule set forth in Exhibit B which is attached hereto and incorporated herein by reference. In no event shall Consultant’s compensation, including excluding travel and out-of-pocket expenses, exceed $73,835.00 annually, subject to CPI increase as outlined in the Fees section, without additional written authorization from City. Payment by City under this Agreement shall not be deemed a waiver of defects, even if such defects were known to City at the time of payment. Payment is contingent upon compliance with all terms and conditions of this Agreement, as set forth herein. Consultant shall obtain prior written authorization from the City Project Manager for any costs in excess of budgeted amounts for each line item, task, or obligation under the Scope of Services.

City shall pay Consultant no later than 30 days after approval of the monthly invoice by City staff.

5. Extra Work. At any time during the term of this Agreement, City may request that Consultant perform extra work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, extra work without prior written authorization from City.

6. Termination. This Agreement may be terminated by City or Consultant immediately for cause or without cause upon thirty days (30) days written notice of termination. Upon termination, Consultant shall be entitled to compensation for services performed up to the effective date of termination, and City shall be entitled to all work performed to that date.

Termination, revocation, or expiration of this Agreement shall not release either party from liability resulting from an event which occurred prior to such termination, revocation or expiration.
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8. Consultant’s Books and Records.
a. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant for services provided pursuant to this Agreement.
b. Consultant shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from records shall be available at Consultant’s address indicated for the date of termination or completion of this Agreement. c. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Manager, City Attorney, City Auditor or a designated representative of these officers. Copies of such documents shall be provided to City for inspection at City offices when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the receipt of notices in this Agreement.
d. Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment or termination of Consultant’s business, City may, by written request by 282
any of the above-named officers, require that custody of the records be given to City and that the records and documents be maintained at City offices. Access to such records and documents shall be granted to any party authorized by Consultant, Consultant’s representatives, or Consultant’s successor-in-interest.

Consultant shall obtain no rights to retirement benefits or other benefits which accrue to City’s employees, and Consultant hereby expressly waives any claim it may have to any such rights. All employees, agents, contractors or subcontractors hired or retained by Consultant are employees, agents, contractors or subcontractors of Consultant and not of the City.

City is not required to make any deductions or withholdings form the compensation payable to Consultant under the provisions of this Contract, and is not required to issue W-2 Forms for income and employment tax purposes for any of Consultant’s assigned personnel. Any third party persons employed by Consultant shall be entirely and exclusively under the direction, supervision, and control of Consultant. Consultant hereby indemnifies and holds City harmless from any and all claims that may be made against City based upon any contention by any third party that an employer-employee relationship exists by reason of this Contract.

10. Interest of Consultant. Consultant, (and principals, associates and professional employees of consultant) covenants and represents that it does not now have any investment or interest in real property and shall not acquire any interest, direct or indirect, in the area covered by this Agreement or any other source of income, interest in real property or investment which would be affected in any manner or degree by the performance of Consultant’s services hereunder. Consultant further covenants and represents that in the performance of its duties hereunder no person having any such interest shall perform any services under this Agreement.

Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant:
a. Will conduct research and arrive at conclusions with respect to his/her rendition of information, advice, recommendation or counsel independent of the control and direction of City or of any City official, other than normal agreement monitoring; and,
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b. Possesses no authority with respect to any city decision beyond rendition of information, advice, recommendation or counsel. [FPPC Reg. 18700(a)(2)].

12. Compliance with Laws. Consultant shall comply with all applicable federal, state, regional and local laws, codes, ordinances and regulations in carrying out his/her duties under this Agreement. Consultant shall observe and comply with all applicable laws, ordinances, regulations and codes of federal, state and local governments, and shall commit no trespass on any public or private property in performing any of the work authorized by this Agreement. The City, its officials, officers, elected officials, appointed officials and employees shall not be liable at law or in equity as a result of any failure of Consultant to comply with this section.

In the event it is determined that the Consultant is required to pay prevailing wages for the work performed under this Agreement, the Consultant shall pay all penalties and wages as required by law.

14. Indemnity. Consultant hereby agrees to and shall indemnify and hold harmless City, its elected and appointed boards, officers, agents, employees and volunteers from and against any liability for any and all claims, demands, actions, losses, damages and injuries, direct or indirect (including any and all 284
costs and expenses in connection therein), arising out of this Agreement or caused in any way by Consultant’s negligent performance of this Agreement or its breach of its obligations contained in this Agreement, except for any such claims arising out of the negligence or willful misconduct of the City.

Consultant agrees to defend City from and against any and all losses, damages, claims costs and fees arising out Consultant’s negligent acts, errors, omissions, regarding this Agreement, the Consultant’s work under this Agreement, or the consultant’s Scope of Work.

15. Insurance Requirements.
a. Consultant, at Consultant’s own cost and expense, shall procure and maintain, for the duration of the contract, the following insurance policies.
i. Workers’ Compensation Coverage. Consultant shall maintain Workers’ Compensation Insurance and Employer’s Liability Insurance for his/her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers’
Compensation Insurance and Employer’s Liability Insurance in accordance with the laws of the State of California for all of the subcontractor’s employees. Consultant will endeavor to provide any notice of cancellation of all Workers’
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Compensation policies must be received by to the City at least thirty (30) days prior to such change. Consultant shall endeavor to provide thirty (30) days written notice of nonrenewal of any Workers’ Compensation policies. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work
performed by Consultant for City.
ii. Commercial General Liability Coverage. Consultant shall maintain commercial general liability insurance no less broad than ISO form CG 00 01 in an amount not less than one million dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage. Coverage must be made on
the standard Occurrence form. Claims-Made forms are not acceptable without prior written consent of City. City of South Lake Tahoe must be included endorsed as an
additional insured for liability arising out of ongoing operation by on behalf of Consultant. If a commercial general liability insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply
separately to the work to be performed under this Agreement or the general aggregate limit shall be at least twice the required occurrence limit.
iii. Automobile Liability Coverage. Consultant shall maintain automobile liability insurance covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with the work to be performed under this Agreement, including coverage for owned, hired and nonowned vehicles, in an amount of not less than one million dollars ($1,000,000) combined single limit for each occurrence. iv. Professional Liability Coverage. Consultant shall maintain professional errors and omissions liability insurance for protection against claims alleging negligent acts, errors or omissions which may arise from Consultant or by its employees, or subcontractors. The amount of this insurance shall not be less than one million dollars ($1,000,000) on a claims-made annual aggregate basis, or a combined single-limit per occurrence basis.
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b. Endorsements. Each general liability and automobile liability insurance policy shall be with insurers possessing a AM Best’s rating of no less than A:VII and shall provide be endorsed with the following conditions specific language:
i. City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional
insured’s under Consultant’s General Liability and Automobile Liability policies with respect to liability arising out of this Agreement and/or work performed by or on behalf of the
Consultant, including materials, parts or equipment furnished in connection with such work or operations.
ii. The policies This policy shall be considered primary insurance as respects City, its elected or appointed officers, officials, employees, agents and volunteers. Any insurance maintained by City, including any self-insured retention City may have, shall be considered excess insurance only and shall not contribute with it.
iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each,
except with respect to the limits of liability of the insuring Consultant.
iv. The insurer waives all rights of subrogation against City except for Consultant’s Professional Liability and Employers’ Liability policies, its elected or appointed officers, officials, employees or agents.
v. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. Consultant shall endeavor to provide that nNo policies of insurance carried by Consultant shall be suspended, voided, canceled, or changed in coverage or in limits except after thirty (30) days written notice to the City Attorney by Certified Mail.
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c. Deductibles and Self-Insured Retentions. The Consultant shall be responsible for all deductibles in all of Consultant’s insurance policies.

Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section.

17. Assignment and Subcontracting. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement 288
without the written authorization of City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of the subcontractor. Nothing in the Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as otherwise required by law.

18. Waiver. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach of the same or any other provision under this Agreement.

21. Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any Consultant or person, other than the independent contractors hired in accordance with Consultant’s standard business practice, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any Consultant or person, other than a bona fide employee working solely for Consultant or an independent contractor hired as discussed above, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

22. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, disability, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’s 289
Minority Business Enterprise program, Affirmative Action Plan, or other related programs or guidelines currently in effect or hereinafter enacted.

23. Drug-Free Workplace Certification. By signing this Agreement, Consultant hereby certifies under penalty of perjury under the laws of the State of California that the Consultant will comply with the requirements of the DrugFree Workplace Act of 1990 (Government Code Section 8350, et seq.) and will provide a drug-free work place by taking the following actions:
a. Publish a statement notifying employees that unlawful manufacture, distribution dispensation, possession, or use of a controlled substance is prohibited and specifying actions to be taken against employees for violations, as required by Government Code Section 8355 (a). b. Establish a Drug-Free Awareness Program as required by Government Code Section 8355(b) to inform employees about all of the following:
i. The dangers of drug abuse in the workplace;
ii. The person’s or organization’s policy of maintaining a drug-free workplace;
iii. Any available counseling, rehabilitation and employee assistance program; and
iv. Penalties that may be imposed upon employees for drug abuse violations.
c. Provide, as required by Government Code Section 8355(c), that every employee who performs grant activities under this Agreement:
i. Will receive a copy of the Consultant’s drug-free policy statement; and
ii. Will agree to abide by the terms of the Consultant’s statement as a condition of employment on this Agreement.

Failure to comply with these requirements may result in suspension of payments under this Agreement or termination of the Agreement, or both, and Consultant may be ineligible for award of any future City agreements if City determines that any of the following has occurred: the Consultant (1) has made false certification, or (2) violates the certification by failing to carry out the requirements as noted above.

24. Anti-Lobbying Certification. Consultant shall submit to City the Anti-Lobbying Certification contained in Exhibit C. Further, Consultant shall require that the language of the certification in Exhibit C be included in all contracts or 290
subcontracts entered into in connection with this Agreement and that all Consultants and contractors shall certify and disclose accordingly.

27. Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.

31. Time is of the Essence. Time is of the essence for this Agreement.

32. Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement.

Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and to bind each respective party.
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above.

CITY OF SOUTH LAKE TAHOE: CONSULTANT:

By___________________________ By ________________________________ City Manager Title:

Date __________________________ Date _____________________________

Business License # ___________________
APPROVED AS TO FORM:

By____________________________ Date ________________________________ City Attorney
ATTEST:

By______________________________ Date ________________________________ City Clerk
Attachments:

Exhibit A – Scope of Services and Fees: CentralSquare Solutions Agreement including Fees Schedule
Exhibit B – Compensation Schedule Summary
Exhibit C - Anti-Lobbying Certification
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EXHIBIT A

SCOPE OF SERVICES AND FEES
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CentralSquare Solutions Agreement
This CentralSquare Solutions Agreement (the "Agreement"), effective as of ___________, 20____ (the "Effective Date"), is entered into between CentralSquare Technologies, LLC with its principal place of business in Lake Mary, FL ("CentralSquare") and City of South Lake Tahoe, CA ("Customer"), together with CentralSquare, the "Parties", and each, a "Party".

Non-Renewal. Either Party may elect to end renewal of the Agreement by issuing a notice of non-renewal, in writing, to the other Party six (6) months prior to the expiration of the Agreement term.

Fees.

1. Definitions. Capitalized terms not otherwise defined in this Agreement have the meanings set forth below:

1.1. "Affiliate" means any other Entity that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such Entity.

1.3. “Baseline Solution” means the version of a Solution updated from time to time pursuant to CentralSquare’s warranty services and maintenance, but without any other modification.

1.8. “Delivery” means:

1.10. “End User Training” means the process of educating general users of the Software on the operation of the Software.

1.12. “Hardware” means any equipment, computer systems, servers, storage devices, peripherals, and any other tangible assets purchased under this Agreement.

1.14. “Managed Services Hardware” means any equipment, computer systems, servers, peripherals, and any other tangible asset purchased as a subscription under this Agreement.

1.16. “New or Major Releases” means new versions of a Baseline Solution (e.g., version 4.0, 5.0 etc.) not provided as part of Maintenance.
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2. License, Access, and Title.

CentralSquare shall coordinate any defect or warranty claims in accordance with Exhibit 8.

All right, title, and interest in the Solutions, and the Third-Party Materials are and will remain with CentralSquare and the respective rights holders.

3. Use Restrictions. Authorized Users shall not:

3.2. reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Solutions, in whole or in part;

3.3. bypass or breach any security device or protection used by Solutions or access or use the Solutions other than by an Authorized User through the use of his or her own then valid access;

4. Audit.

4.1. CentralSquare shall have the right to audit Customer’s use of the Software to monitor compliance with this Agreement.

5. Customer Obligations.

5.1. Customer Systems and Cooperation. Customer shall at all times during the Term: (a) set up, maintain, and operate in good repair all Customer Systems on or through which the Solutions are accessed or used; (b) provide CentralSquare 297
Personnel with such access to Customer's premises and Customer Systems as is necessary for CentralSquare to perform the Support Services in accordance with the Support Standards and specifications and if required by CentralSquare, remote access in accordance with Exhibit 3 (CentralSquare Access Management Policy); and (c) provide all cooperation as CentralSquare may reasonably request to enable CentralSquare to exercise its rights and perform its obligations under this Agreement.