Agenda packet — Wildomar City Council, November 8, 2023 (part 1 of 5)

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR

MEETING

WEDNESDAY, NOVEMBER
8, 2023
Closed Session: 5:00 PM | Regular Session 6:00 PM

COUNCIL CHAMBERS 23873 CLINTON KEITH ROAD SUITE 106
WILDOMAR, CA 92595
Joseph Morabito - Mayor/ Chair | District 3
Bridgette Moore - Mayor Pro Tem/ Vice Chair | District 4 Ashlee DePhillippo - Council Member/ Trustee | District 5 Carlos Marquez- Council Member/ Trustee | District 1
Dustin Nigg - Council Member/ Trustee | District 2
Daniel York, City Manager/General Manager Thomas D. Jex, City Attorney/District Counsel The City of Wildomar will be a Safe and Active Community with Responsible Growth and Quality Infrastructure while keeping a Hometown Feel

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
1 NOTICE:

City Council meetings may be live-streamed, photographed and/or videotaped. Participation at the meeting constitutes consent by members of the public to the City’s and any third party’s use in any media, without compensation or further notice, of audio, video, and/or pictures of meeting attendees.

CALL TO ORDER – CLOSED SESSION - 5:00 P.M.

ROLL CALL

PUBLIC COMMENTS

CLOSED SESSION

RECOMMENDATION:

1. The City Council will meet in closed session pursuant to the provisions of Government Code section 54957(b) regarding Public Employee Performance Evaluation.

Title: City Attorney

2. The City Council will meet in closed session pursuant to the provisions of Government Code Section 54956.9(d)(2) and (3) to confer with legal counsel with regard to one matter of potential exposure to litigation.

3.The City Council will meet in closed session pursuant to the provisions of Government Code Section 54956.9 (d)(1) to confer with legal counsel with regard to the following matter of pending litigation:

James Bush and Theresa Bush v. Carlos Alberto Aracena, Verio Healthcare, Inc and City of Wildomar; Case No. CVSW2308821

RECONVENE INTO OPEN SESSION

ANNOUNCEMENTS

ADJOURN CLOSED SESSION
CALL TO ORDER – REGULAR SESSION - 6:00 P.M.

ROLL CALL
Council discussion and determination on whether an absence is excused.

FLAG SALUTE

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
2 PRESENTATIONS
Other presentations

DEPARTMENT REPORTS
Wildomar 1st Quarter Fire Department Update

Presented By: Lonny Olson, Fire Department
RECOMMENDATION:

Receive and File.

Wildomar Police Department Update

RECOMMENDATION:

Receive and File.

Wildomar Library Quarterly Update

RECOMMENDATION:

Receive and file.

General Plan Update Progress Report #17

Presented By: Matthew Bassi, Planning Department
RECOMMENDATION:

Receive & File.

PUBLIC COMMENTS
This is the time when the Council receives general public comments regarding any items or matters within the jurisdiction that
do not
appear on the agenda.

COUNCIL COMMUNICATIONS

1. Riverside Conservation Authority (RCA)

2. Riverside Transit Agency (RTA)

3. Riverside County Transportation Commission (RCTC)
4 League of California Cities

5. Southern California Association of Governments (SCAG)

6. Riverside County Habitat Conservation Agency (RCHCA)

7. Western Riverside Council of Governments (WRCOG)

8. Southwest Community Financing Authority (Animal Shelter)

9. Ad Hoc & Subcommittees

10. Community events

11. Regional events

12. Chamber of Commerce

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
3 1.

CONSENT CALENDAR
All matters listed under the Consent Calendar are considered routine and will be enacted by one roll call vote. There will be no separate discussion of these items unless members of the Council, the Public, or Staff request to have specific items removed from the Consent Calendar for separate discussion and/or action.

1.1 Reading of Ordinances

RECOMMENDATION:

Approve the reading by title only of all Ordinances on this agenda.

1.2 Warrant Register October 2023

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Approve the following:

For Fiscal Year 2022/2023

1. Warrant Register dated 10-05-2023 in the amount of $1,867.20.

2. Warrant Register dated 10-12-2023 in the amount of $56,032.11.

3. Warrant Register dated 10-19-2023 in the amount of $1,285,286.77.

4. Warrant Register dated 10-26-2023 in the amount of $165.

For Fiscal Year 2023/2024

5. Warrant Register dated 10-03-2023 in the amount of $609.

6. Warrant Register dated 10-05-2023 in the amount of $354,437.71.

7. Warrant Register dated 10-12-2023 in the amount of $292,849.61.

8. Warrant Register dated 10-19-2023 in the amount of $140,333.04.

9. Warrant Register(s) dated 10-26-2023 in the amount of $271,130.21.

10. Warrant Register dated 10-31-2023 in the amount of $609.

11. Wire Transfer Register dated 10-31-2023 in the amount of $60,975.18.

12. Payroll Register dated 11-01-2023 in the amount of $211,475.50.

1.3 September 2023 City Treasurers Report

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Approve the Treasurer’s Report for September 2023.

APPROVAL OF THE AGENDA AS PRESENTED
The City Council to approve the agenda as it is herein presented, or, if it is the desire of the City Council, the agenda can be reordered, added to, or have items tabled at this time.

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
4 1.4
Tri-Party Consultant Service Agreement for the Largo Industrial Project Mitigated Negative Declaration (PA 23-0118)

Presented By: Matthew Bassi
, Planning Department
RECOMMENDATION:

1. Authorize the City Manager to execute a Tri-Party Consultant Services Agreement (Attachment A) between the City of Wildomar, Largo Concrete, Inc. and PlaceWorks, Inc. for the preparation of a Mitigated Negative Declaration for the Largo Concrete Industrial project; and

2. Authorize the City Manager to execute a Consultant Services Agreement/Contract between the City of Wildomar and PlaceWorks, Inc. for preparation of a Mitigated Negative Declaration for the Largo Concrete Industrial project.

1.5 Fund Balance and Reserve Policy

Presented By: Heidi Schrader
, Administrative Services Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, ADOPTING A FUND BALANCE AND RESERVE POLICY

1.6 Flock Safety Automatic License Plate Reader Master Services Agreement

Presented By: Heidi Schrader
, Administrative Services Department
RECOMMENDATION:

1. Approve and Authorize the City Manager to Execute the Master Services Agreement with Flock Safety for the Flock Safety License Plate Reader Cameras and Platform which Includes an additional seven cameras.

2. Approve a supplemental appropriation in the Measure AA fund in the amount of $18,550 for the deployment of seven new cameras within City limits.

1.7 First Amendment to the Streetlight Maintenance Implementation Agreement with the Western Riverside Council of Governments (WRCOG) and Appendix 9 to the WRCOG Professional Services Agreement with Yunex, LLC

Presented By: Jason Farag
, Public Works/ Engineering Department
RECOMMENDATION:

1. Approve and authorize the City Manager

to execute a First Amendment to the
Implementation Agreement with the Western Riverside Council of Governments (WRCOG);and

2. Approve and authorize the City Manager

to execute Appendix 9 to the WRCOG
Professional Services Agreement with Yunex, LLC.

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
5 1.8
Agreement with Architerra, Inc. dba Architerra Design Group for Landscape Architecture and Construction Management Services for the Landscape Maintenance District Enhancements Project (CIP 100)

Presented By: Jason Farag
, Public Works/ Engineering Department
RECOMMENDATION:

1. Authorize the City Manager to execute a Services Agreement in the amount of $300,000 with Architerra, Inc. for landscape architecture and construction management services for the Landscape Maintenance District Enhancements Project.

2. Approve a budget appropriation of $335,000 in revenue and expenditures for various funds as identified in the Fiscal Impact and Account Code sections of this staff report, to allocate maintenance district funds to the Project.

1.9 Funding Agreements with the Riverside County Transportation Commission for the Clinton Keith Rd. Widening and Bundy Canyon Rd. Improvement, Segments 2 and 3, Projects

Presented By: Jason Farag
, Public Works/ Engineering Department
RECOMMENDATION:

1. Authorize the City Manager to execute the following agreements with the Riverside County Transportation Commission (RCTC):

Agreement for the Funding of TUMF and Measure A Regional Arterial Improvements with the City of Wildomar for Clinton Keith Road Widening Project
Agreement for the Funding of Measure A Regional Arterial Improvements with the City of Wildomar for Bundy Canyon Road Improvement Project, Segment 2
Agreement for the Funding of Measure A Regional Arterial Improvements with the City of Wildomar for Bundy Canyon Road Improvement Project, Segment 3

2. Authorize the City Manager to approve and execute amendments related to each of the three agreements that are non-substantive in nature.

3. Approve budget appropriations and increases in revenue budgets for Fund 508 to allocate available grant funds to the three projects as identified in the Fiscal Impact and Account Code sections of this staff report.

1.10 Services Agreement for Employment Application Management Software with Governmentjobs.com, Inc. (D/B/A/ NEOGOV).

Presented By: Emily Wolf
, Administrative Services Department
RECOMMENDATION:

Authorize the City Manager to enter into an Order Form and Agreement with NeoGov, Inc. for employment applicant tracking software.

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
6 1.11
COVID-19 Prevention Program Update Based on Non-Emergency Regulations

Presented By: Emily Wolf
, Administrative Services Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - ____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, RATIFYING THE ADMINISTRATIVE POLICY TITLED CITY OF WILDOMAR COVID-19 PREVENTION PROGRAM

1.12 Service Agreement with AppleOne for Temporary Employee Staffing Services

Presented By: Heidi Schrader
, Administrative Services Department
RECOMMENDATION:

Approve and Authorize the City Manager to Execute the Service Agreement with AppleOne for Temporary Staffing Services

1.13 Legislative Update Change to Personnel Rules - Part Time Sick Leave

Presented By: Heidi Schrader
, Administrative Services Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, REVISING THE CITY'S PERSONNEL RULES

1.14 Payment Processing Agreement with CSG Forte Payments, Inc. for Payment Card and ACH Transaction Processing Services.

Presented By: Heidi Schrader
, Administrative Services Department
RECOMMENDATION:

Approve and Authorize the City Manager to Execute the Payment Processing Agreement with CSG Forte Payments, Inc., and to provide payment processing and related products and services.

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
7 1.15
Annexation No. 9 into Community Facilities District No. 2022-1 (Services) for Popeyes (PP 21-0138)

Presented By: Jason Farag
, Public Works/ Engineering Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, DECLARING ITS INTENTION TO ANNEX TERRITORY TO COMMUNITY FACILITIES DISTRICT NO. 2022-1 (SERVICES), OF THE CITY OF

WILDOMAR, ADOPTING A MAP OF THE AREA PROPOSED TO BE ANNEXED (ANNEXATION NO. 9) AND AUTHORIZING THE LEVY OF SPECIAL TAXES

THEREIN

1.16 Second Amendment to the Professional Services Agreement with Placeworks, Inc., and approval of a task order to provide Environmental and Regulatory Permit Processing Services for the Clinton Keith Road Widening Project (CIP 025-1)

Presented By: Jason Farag
, Public Works/ Engineering Department
RECOMMENDATION:

1. Approve and authorize the City Manager to execute the Second Amendment to the Professional Services Agreement with Placeworks, Inc.; and

2. Approve and authorize the City Manager to execute a task order agreement in the amount of $226,164 for required Environmental and Regulatory Permitting Services for the Clinton Keith Road Widening Project (CIP 025-1)

1.17 Tres Lagos Affordability Covenant

Presented By: Thomas D Jex
, City Attorney
RECOMMENDATION:

Approve and authorize the City Manager to sign the Affordability Covenant regarding the Tres Lagos affordable housing project in substantially the same form as included in the agenda packet and authorize the City Manager to make modest adjustments as necessary.

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
8 1.18
Approve Facilities Contract Specialist Classification Description, Revise the Position Classification Schedule, and Amend the Existing Pay Plan to Add the New Classification

RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - ____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, ADDING A FACILITIES CONTRACT SPECIALIST
CLASSIFICATION DESCRIPTION; AMENDING THE EXISTING PAY PLAN; AND

REVISING THE POSITION CLASSIFICATION SCHEDULE TO INCLUDE THE

FACILITIES CONTRACT SPECIALIST CLASSIFICATION

1.19 Holt Ministries Event Partnership Memorandum of Understanding (MOU) for the Elsinore Community Annual Turkey Giveaway

Presented By: Daniel Torres
, Community Services Department
RECOMMENDATION:

1. Authorize the City Manager to sign the MOU with Holt Ministries dependent that the foundation fulfills all requirements;

2. Waive fees associated to the application and processing of the Temporary Event Permit dependent that the foundation fulfills all requirements.

2. PUBLIC HEARINGS

2.1 CR&R Wildomar Service Update

Presented By: Daniel A York
, City Manager
RECOMMENDATION:

Receive and File.

2.2 Increase in Solid Waste Collection Service Rates

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, AUTHORIZING THE ADJUSTMENT OF RESIDENTIAL,

COMMERCIAL, AND ROLL-OFF SOLID WASTE COLLECTION AND

TRANSPORTATION RATES FOR CR&R SERVICES AND INCREASING THE FRANCHISE FEE RATE COMMENCING JANUARY 1, 2024

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
9 2.3
Adoption of New Fixed Fee Schedules

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, ADOPTING THE ATTACHED SCHEDULES OF USER FEES FOR

PLANNING, PUBLIC WORKS, ENGINEERING, BUILDING, AND FIRE

3. GENERAL BUSINESS

3.1 FY2023-24 1st Quarter Budget Report

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Review and approve the Fiscal Year 2023-24 1st Quarter Budget Report, and adopt a Resolution entitled:

RESOLUTION NO. 2023 - _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR, CALIFORNIA, AUTHORIZING ADJUSTMENTS TO THE FY2023-24 BUDGETED

REVENUES AND EXPENSES AND ADOPTING A REVISED SCHEDULE OF

AUTHORIZED POSITIONS

CITY MANAGER REPORT

FUTURE AGENDA ITEMS
Future Agenda Items

RECOMMENDATION:

Title- Councilmember-Anticipated Date

1. Amend Fencing Requirements - Benoit - Jan 2024

2. Official reserve policy - Marquez - Nov 2023

3. Illegal Dumping Fee - Marquez - TBD

ADJOURN THE CITY COUNCIL MEETING
In accordance with Government Code Section 54952.3, I, Janet Morales, City of Wildomar City Clerk, do hereby declare that the Board of Trustees will receive no compensation or stipend for the convening of the following regular meeting of the Wildomar Cemetery District.

CALL TO ORDER THE WILDOMAR CEMETERY DISTRICT

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
10 4.

CEMETERY CONSENT CALENDAR
All matters listed under the Consent Calendar are considered routine and will be enacted by one roll call vote. There will be no separate discussion of these items unless members of the Board, the Public, or Staff request to have specific items removed from the Consent Calendar for separate discussion and/or action.

4.1 Cemetery Minutes - October 11, 2023 Regular Meeting

Presented By: Janet Morales
, City Clerk's Office
RECOMMENDATION:

Approve the Minutes as presented

4.2 Warrant Register Cemetery October 2023

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Approve the following:

For Fiscal Year 2023/2024

1. Warrant Register dated 10-12-2023 in the amount of $1,680.64.

For Fiscal Year 2023/2024

2. Warrant Register dated 10-12-2023 in the amount of $3,155.70.

3. Warrant Register dated 10-26-2023 in the amount of $823.84.

4.3 September 2023 Cemetery Treasurers Report

Presented By: Adam Jantz
, Administrative Services Department
RECOMMENDATION:

Approve the Treasurer’s Report for September 2023.

ROLL CALL
Board discussion and determination on whether an absence is excused.

PUBLIC COMMENTS

BOARD COMMUNICATIONS

APPROVAL OF THE AGENDA AS PRESENTED
The Board of Trustees to approve the agenda as it is herein presented, or, if it is the desire of the Board, the agenda can be reordered, added to, or have items tabled at this time.

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
11 4.4
Resolution of Intention for the Wildomar Cemetery District to Dedicate Right of Way for the Palomar Street Widening Project (CIP 028-2)

Presented By: Jason Farag
, Public Works/ Engineering Department
RECOMMENDATION:

Adopt a Resolution entitled:

RESOLUTION NO. WCD2023 - ____

A RESOLUTION OF THE BOARD OF TRUSTEES OF THE WILDOMAR

CEMETERY DISTRICT DECLARING ITS INTENTION TO DEDICATE RIGHT OF WAY TO THE CITY OF WILDOMAR FOR ROAD AND UTILITY PURPOSES; AND

FIXING A TIME AND PLACE FOR HEARING ALL PERSONS INTERESTED IN

OR OBJECTING TO THE PROPOSED DEDICATION

5. CEMETERY PUBLIC HEARINGS
None scheduled.

6. CEMETERY GENERAL BUSINESS
None scheduled.

GENERAL MANAGER REPORT

FUTURE AGENDA ITEMS

ADJOURN THE WILDOMAR CEMETERY DISTRICT MEETING

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
12 PARTICIPATION

VIEW THE MEETING

1. In Person | City Council Chambers 23873 Clinton Keith Road Ste. 106 Wildomar, CA 92595

2. Cable TV | Frontier Channel 36 or AT&T Channel 99

3. Livestream | https://www.cityofwildomar.org/129/Agendas-Videos-Watch-Live | Click on the "Live Video Link"

PARTICIPATE IN THE MEETING

1. Fill out the speaker card located on the table near the entrance.

2. Submit the speaker card to the City Clerk in the basket located at the front of the chambers.

3. When the City Clerk calls your name, please come up to the front podium.

During Public Comment not on the agenda and after each Agenda Item, the Mayor will announce Public Comment. Public Comments are limited to 3 minutes or such other time as the Council may provide. Per the Brown Act, City Council members are not allowed to respond to public comments not on the agenda. If you would like to be contacted, please leave your email or contact number on the public comment card.

ACCOMMODATIONS
In compliance with the Americans with Disabilities Act, if requested, the agenda and backup materials will be made available in appropriate alternative formats to persons with a disability, as required by Section 202 of the Americans With Disabilities Act of 1990 (42 U.S.C. Sec. 12132), and the federal rules and regulations adopted in implementation thereof. Any person that requires a disability-related modification or accommodation, including auxiliary aids or services, in order to participate in the public meeting, may request such modification, accommodation, aid or service by contacting the City Clerk either in person or by phone at 951-677-7751, no later than 10:00 a.m. on the day preceding the scheduled meeting.

REPORTS
All agenda items and reports are available for review at City Hall, 23873 Clinton Keith Road and on the City’s website at the following address: http://www.cityofwildomar.org. Any writings or documents provided to a majority of the City Council regarding any item on this agenda (other than writings legally exempt from public disclosure) will be made available by appointment for public inspection at City Hall during regular business hours.

AFFIDAVIT OF POSTING
I, Janet Morales, Wildomar City Clerk, do certify that at least 72 hours prior to the meeting, a true and correct copy of this agenda was posted at Wildomar City Hall, 23873 Clinton Keith Road; U.S. Post Office, 21392 Palomar Street; Wildomar Library, 34303 Mission Trail Blvd; and on the City’s website at www.cityofwildomar.org.

Janet Morales, CMC
City Clerk
Dated: November 2, 2023

CITY COUNCIL/CEMETERY DISTRICT - CC - REGULAR MEETING
13 CITY OF WILDOMAR

CC - REGULAR MEETING

CLOSED SESSION
Meeting Date: November
8, 2023
SUBJECT:

CLOSED SESSION

ACTION:

1. The City Council will meet in closed session pursuant to the provisions of Government Code section 54957(b) regarding Public Employee Performance Evaluation.

Title: City Attorney

James Bush and Theresa Bush v. Carlos Alberto Aracena, Verio Healthcare, Inc and City of Wildomar; Case No. CVSW2308821
14 CITY OF WILDOMAR

CC - REGULAR MEETING

DEPARTMENT REPORT
Meeting Date: November
8, 2023
SUBJECT:

Wildomar 1st Quarter Fire Department Update
SUBMITTED BY:

Lonny Olson

ACTION:

Receive and File.

ATTACHMENTS:

1. Wildomar Fire Dept. Quarterly update 2023
15 CITY OF WILDOMAR

CAL FIRE
Riverside County Fire
Quarterly Report
16 • Emergency response time averaged 5.2 minutes.
• 967 Calls for Service
• Wildomar Fire Station 61 = 617
• Fire Engine 61= 522
• Medic Squad 61= 547
• Canyon Hills Fire Station: 33
• Menifee Fire Station: 115
• Rancho California Fire Station: 10
• Bear Creek Fire Station: 192

CALLS FOR SERVICE
17 18
19 OFFICE OF THE FIRE MARSHAL
Plan review:
• 108 Plan Reviews
• Average turn around time of 10 days
Fire Inspections:
• 209 Inspections
• Averaged 2 day turn around time.
20 21

CITY OF WILDOMAR
CAL FIRE/Riverside County Fire
Quarterly Report
Thank you.

Presented by Chief Lonny Olson
22 CITY OF WILDOMAR

CC - REGULAR MEETING

DEPARTMENT REPORT
Meeting Date: November
8, 2023
SUBJECT:

Wildomar Police Department Update

ACTION:

Receive and File.

ATTACHMENTS:

1. July-September Stats
23 City of Lake Wildomar
Stats
July to September 2023
Stats
24 Calls for Service
Sep – 1,420Jul – 1,305 Aug – 1,254
145
399 369 341
0 50
100
150
200
250
300
350
400
450
00:00 to
06:00
06:00 to
12:00
12:00 to
18:00
18:00 to
24:00
132
361 392 420
0 50
100
150
200
250
300
350
400
450
00:00 to
06:00
06:00 to
12:00
12:00 to
18:00
18:00 to
24:00
184
382 415 439
0 50
100
150
200
250
300
350
400
450
500
00:00 to
06:00
06:00 to
12:00
12:00 to
18:00
18:00 to
24:00
Sep 2022 – 1,438Aug 2022 – 1,475July 2022 – 1,522
25 36
57 26
23 13
33 0
10 20
30 40
50 60
July Aug Sep
Misdemeanor
2022 2023
Arrests
16 21
10 18 19
13 0
5 10
15 20
25 July Aug Sep
Felony
2022 2023
26 Part 1 - Property & Violent Crimes
Apr May Jun Jul Aug Sep 2023 2022
Aggravated Assault 2 2 3 6 5 8 26 18
Robbery 1 1 1 2 0 0 5 5
Sex Crimes 0 1 3 1 1 0 6 2
Homicide 0 0 0 0 0 0 0 0
Burglary 4 7 11 6 8 8 44 40
Larceny 28 25 30 40 44 24 191 216
Veh Theft 4 6 6 11 7 6 40 57
27 Aggravated Assault
Robbery
Sex Crimes
Homicide
7 6
0 2
0 1
0 0
July
2022 2023
4 5
0 0
1 1
0 0
Aug
2022 2023
2 8
1 0
1 0
0 0
Sep
2022 2023
Part 1 - Violent Crimes
28 Burglary
Larceny
Vehicle Theft
7 6
37 40
12 11
July
2022 2023
5 8
30 44
8 7
Aug
2022 2023
3 8
38 24
5 6
Sep
2022 2023
Part 1 - Property Crimes
29 Average Response Time
Priority 1 Priority 2 Priority 3 Priority 4
July
Aug
Sep
Priority 1 calls: Threat to human life or property, which involve a high level of violence or serous injury.

Priority 2 calls: Pose or did pose immediate threat to human life or property.

Priority 3 calls: Circumstances which are neither urgent nor life threatening.

Priority 4 calls: Most past calls are considered a priority 4. (Fraud, Burglary, and Theft not in progress)

6.32 9.83

7.90 27.86

24.18 24.48

41.90 35.51

45.07 64.60

39.45 43.93
18 18
17 325
336
368
284
274
260
145
134
149

CFS CFS CFS CFSART ART ART ART
30 Traffic Collisions
Total Collisions
Fatal Collisions
13 8 12
0 0 0
July Aug Sep
31 Flock Cameras
Arrests
Vehicles Recovered
Investigations
9 11 10
7 6 9
42 47 40
July Aug Sep
32 Search Warrant for Sales of Narcotics
August 2023 Sales of Narcotics Investigation
• Suspects providing narcotics throughout Wildomar, Lake Elsinore, and Temecula.
• Wildomar SET conducted a months-long investigation to identify the suspect.

Investigative efforts
• Wildomar SET conducted multiple narcotic arrests and
linked multiple cases to identify potential suspects.

Status
• Wildomar SET authored a search warrant resulting in
the arrest of one suspect, recovery of one pound of
methamphetamine, 2 pounds of fentanyl, three illegal
guns, hundreds of illegal rounds of ammunition, 950
M30 pills, and $20,000.00 in U.S. currency related to
narcotic sales.

Illegal firearms
1 pound of meth &
2 pounds of fentanyl
1,000 M30 pills $20,100
33 Illegal Marijuana Sales to Minors
September 2023 illegal selling of marijuana to minors
• Anonymous tip regarding the sales of
marijuana products to minors in the city
of Wildomar, Murrieta, and Temecula.

Investigative efforts
Wildomar SET conducted days long under
cover surveillance/mobile surveillance and
observed the subject sell marijuana
products to a fourteen-year-old.

Status
• Wildomar SET authored a search
warrant resulting in the arrest of two
suspects, a stolen firearm, and a large
amount of marijuana products. Stolen FirearmProduct Sold to Minor Hand written receipts for
drug sales
34 Non-Emergency Line
(951) 776-1099
Sheriff’s Station
(951) 245-3300
Riversidesheriff.org
35 CITY OF WILDOMAR

CC - REGULAR MEETING

DEPARTMENT REPORT
Meeting Date: November
8, 2023
SUBJECT:

Wildomar Library Quarterly Update

ACTION:

Receive and file.

ATTACHMENTS:

A. Wildomar Library Third Quarter 2023
36 Wildomar Library
Report
Third Quarter:

July August September 2023
37 Community
Services
Computer 352 / 500 / 484 = 1,336
WiFi Use 260 / 485 / 383 = 1,128
Reference 720 / 645 / 522 = 1,887
Program Attendance
553 / 741 / 414 = 1,708
0 100
200
300
400
500
600
700
800
Computers WiFi Reference Program Attendance
Community Services 3nd Quarter
July August September
38 Literacy and
Educational
Services
 Total Visits 5,033 / 6,640 / 5650 Total 17,323  Circulation 4,955 / 5,553 / 5,382 Total 15,890  Total Programs 23 / 30 / 33 Total 86  New Memberships 69 / 92 / 83 Total 244
 Total Open Hours 213 / 204 / 185 Total 602
0 1,000
2,000
3,000
4,000
5,000
6,000
7,000
Library Traffic
July
August
September
Child YA Adult
July 2815 410 1730
August 3400 411 1742
September 3413 368 1581
0 1000
2000
3000
4000
Circulation by Age Category
39 Contact Us!
[email protected]
951-471-3855
Visit Us!
34303 Mission Trail, Wildomar
www.rivlib.net
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40 CITY OF WILDOMAR

CC - REGULAR MEETING

DEPARTMENT REPORT
Meeting Date: November
8, 2023
SUBJECT:

General Plan Update Progress Report #17
SUBMITTED BY:

Matthew Bassi
PREPARED BY:

Matthew Bassi

ACTION:

Receive & File.

BACKGROUND:

Staff provided the City Council with a verbal briefing of the General Plan Update at its last meeting of October 11, 2023 (Briefing #16). This current briefing (#17) primarily covers the month of October 2023. The following is a summary of the recent task assignments completed this past month or so, and the tasks/assignments coming forth over the next 30+ days.

For more details and up-to-date items, please peruse the General Plan Update project website:
https://envisionwildomar2040.com.

DISCUSSION:

Tasks/Assignments Accomplished (previous 30 +/- days):

The GP team continues to work on the General Plan goals and policies for each of the document chapters
The GP team also continues to work on the Draft EIR document, focusing on SB 18/AB 52, consultation and preparation of the technical studies / environmental issues areas…..

Upcoming Tasks/Assignments (Next 3-4 Months):

The GP team will host our final meeting (#5) of the Gen Plan Advisory Group (tentatively set for December 19th to discuss the GP goals and policies document.

Public Workshop #3 to discuss the Goals and Policies is tentatively scheduled for mid- January 2024.

Planning Commission workshop to discuss the Goals and Policies is tentatively 41 scheduled for mid-February 2024.

Admin draft #1 of the GP document should be completed by early March 2024.

Admin draft #1 of the EIR Work should be completed around early March 2024.

Staff is targeting release the DEIR for its 45-day public review period in mid-April 2024.

Work will continue on the Wildomar Development Code update…Planning Commission Workshop to discuss Admin draft #1 tentatively scheduled for early April 2024.

Website Stats/Information:

Roughly 3,500 unique visitors since website launch (June 14, 2022) 140 total unique visitors in October 2023

ATTACHMENTS:

GP Update #17-ppt [11-8-23].pdf
42 City Council Monthly Update #17
November 8, 2023
43 Tasks/Assignments Accomplished (previous 30 +/- days):
• The GP team continues to work on the General Plan goals and policies for each of the document chapters….
• The GP team also continues to work on the Draft EIR document, focusing on SB 18/AB 52, consultation, and preparation of the technical studies / environmental issues areas…..

ENVISION WILDOMAR 2040
General Plan Monthly Update #17 – October 2023
44 Upcoming Tasks/Assignments (Next 3-4 months):
• The GP team will host our final meeting (#5) of the Gen Plan Advisory Group (tentatively set for December 19th to discuss the GP goals and policies document. • Public Workshop #3 to discuss the Goals and Policies is tentatively scheduled for mid-January 2024.
• Planning Commission workshop to discuss the Goals and Policies is tentatively scheduled for mid- February 2024.
• Admin draft #1 of the GP document should be completed by early March 2024. • Admin draft #1 of the EIR Work should be completed around early March 2024. • Staff is targeting release the DEIR for its 45-day public review period in mid-April 2024. • Work will continue on the Wildomar Development Code update…Planning Commission Workshop to discuss Admin draft #1 tentatively scheduled for early April 2024.

ENVISION WILDOMAR 2040
General Plan Monthly Update #17 – October 2023
45 Website Stats/Information:
 Roughly 3,500 unique visitors since website launch (June 14, 2022).  140 total unique visitors in October 2023.
 Average of 4.5 +/-visitors per day.

ENVISION WILDOMAR 2040
General Plan Monthly Update #17 – October 2023
46 Questions?
For more information visit:
https://envisionwildomar2040.com/
47 CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.1
Meeting Date: November
8, 2023
SUBJECT:

Reading of Ordinances
SUBMITTED BY:

Janet Morales

ACTION:

Approve the reading by title only of all Ordinances on this agenda. 48 CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.2
Meeting Date: November
8, 2023
SUBJECT:

Warrant Register October 2023
SUBMITTED BY:

Nicholas Neidiffer
PREPARED BY:

Nicholas Neidiffer

ACTION:

Approve the following:

For Fiscal Year 2022/2023

1. Warrant Register dated 10-05-2023 in the amount of $1,867.20.

2. Warrant Register dated 10-12-2023 in the amount of $56,032.11.

3. Warrant Register dated 10-19-2023 in the amount of $1,285,286.77.

4. Warrant Register dated 10-26-2023 in the amount of $165.

For Fiscal Year 2023/2024

5. Warrant Register dated 10-03-2023 in the amount of $609.

6. Warrant Register dated 10-05-2023 in the amount of $354,437.71.

7. Warrant Register dated 10-12-2023 in the amount of $292,849.61.

8. Warrant Register dated 10-19-2023 in the amount of $140,333.04.

9. Warrant Register(s) dated 10-26-2023 in the amount of $271,130.21.

10. Warrant Register dated 10-31-2023 in the amount of $609.

11. Wire Transfer Register dated 10-31-2023 in the amount of $60,975.18.

12. Payroll Register dated 11-01-2023 in the amount of $211,475.50.

DISCUSSION:

The City of Wildomar requires that the City Council audit payments of demands and direct the City Manager to issue checks. The Warrant and Payroll Registers are submitted for approval.

FISCAL IMPACT:

These Warrant, Wire Transfer and Payroll Registers will have a budgetary impact in the amount and fiscal year noted in the recommendation section of this report. These costs are included in the Fiscal Year 2022/23 and 2023/24 Budgets. 49 ATTACHMENTS:

Warrant Reg Oct 2023 Voucher Listings.pdf
50 51
10/12/2023
Voucher List
City of Wildomar
1 9:56:20AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217240 10/12/2023 000035 COUNTY OF RIVERSIDE, TLMA TL0000016988 MAY-JUNE 2023 SLF COSTS FY22-23 828.26 Total : 828.26
217241 10/12/2023 001652 MARK THOMAS & COMPANY INC. 47767 0000327 DESIGN SERVICES 55,203.85 Total : 55,203.85
Bank total : 56,032.11 2 Vouchers for bank code : wf
56,032.11Total vouchers :Vouchers in this report 2
52 10/19/2023
Voucher List
City of Wildomar
1 2:19:01PM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217279 10/19/2023 001678 CALIFORNIA INTERGOVERNMENTAL, RISK AUTHORITY (CIRA)INV-1552 CRIME PROGRAM, CIRA FY22-23 912.00

58.86DEADLY WEAPON FY 22-23INV-1601
Total : 970.86
217280 10/19/2023 000068 COUNTY OF RIVERSIDE, FIRE DEPARTMENT235115 FIRE PROTECTION SERVICES 04/01/23-06/31/
1,037,576.33
-11,430.12FIRE PROTECT SVC 04/01/23-06/31/23 AMR235115CR Total : 1,026,146.21
217281 10/19/2023 000058 DEPARTMENT OF JUSTICE 677577 MAY 2023 REBILL POLICE BLOOD ALCOHOL ANA

70.00 Total : 70.00
217282 10/19/2023 000778 PARSONS TRANSPORTATION GRP INC 2310B146 PROF SVCS AGREEMENT #72 - 12/31/22-06/30
160,768.48
Total : 160,768.48
217283 10/19/2023 000051 RCHCA 101723 KANGAROO RAT FEE - FY 2022/2023 5,715.00 Total : 5,715.00
217284 10/19/2023 001021 SPICER CONSULTING GROUP 1356 FY 22/23 ANNUAL ADMIN LLMD89-1-C 2,791.67 Total : 2,791.67
217285 10/19/2023 000564 WASTE MANAGEMENT 101623 FY 22/23 ACCRUAL DELQ. TRASH TAX ROLL LI
96,548.42
-7,723.87FRANCHISE FEE 8% CALC FY 22/23

ACCRUAL D
101623CR
Total : 88,824.55
Bank total : 1,285,286.77 7 Vouchers for bank code : wf 1,285,286.77Total vouchers :Vouchers in this report 7
53 10/26/2023
Voucher List
City of Wildomar
1 11:04:12AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217301 10/26/2023 001924 NEW LIFE PHOTOGRAPHY & DESIGN 3093 PROFESSIONAL HEADSHOTS 165.00 Total : 165.00
Bank total : 165.00 1 Vouchers for bank code : wf
165.00Total vouchers :Vouchers in this report 1
54 10/03/2023
Voucher List
City of Wildomar
1 2:01:14PM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217214 10/3/2023 001602 SMITH RANCH SELF STORAGE 714 0000497 RV26,RV029,RV030 RENT 10/01-10/31 609.00 Total : 609.00
Bank total : 609.00 1 Vouchers for bank code : wf
609.00Total vouchers :Vouchers in this report 1
55 10/05/2023
Voucher List
City of Wildomar
1 10:41:29AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217216 10/5/2023 001590 ALL AMERICAN ASPHALT 92623 CIP 057-2 CITYWIDE RD MAINT & REHAB PROG
211,738.85
Total : 211,738.85
217217 10/5/2023 001692 AMAZON CAPITAL SERVICES 1JGK-F3QY-WN3P CEMETERY DEPARTMENT SUPPLIES 1,439.33 Total : 1,439.33
217218 10/5/2023 000029 APPLEONE 01-6719287 ADMIN W/E 9/23/23 (JH) 3,015.70 1,740.40ADMIN W/E 9/23/23 (HJ)01-6719288
1,296.32ADMIN ASSISTANT-CLERICAL W/E 9/23/23
(CH
01-6719289
1,407.84ACCOUNTANT W/E 9/23/23 (KS)01-6719706
Total : 7,460.26
217219 10/5/2023 001002 ARCHITERRA DESIGN GROUP 31336 07/19/23-08/24/23 CIP 099, DESIGN PS&E 6,116.08 Total : 6,116.08
217220 10/5/2023 001671 BERROTERAN, RAUL 10223 REIMBURSE - PARKING FEE FOR TRAINING 09/

80.00 Total : 80.00
217221 10/5/2023 001748 CALIFORNIA CONSULTING, INC. 6268 0000485 GRANT WRITING SERVICE - OCT 2023

RETAINE
4,850.00
Total : 4,850.00
217222 10/5/2023 000037 DATA TICKET, INC. 155552 AUG 2023 ONLINE ACCESS 405.93 606.84AUG 2023 DAILY CITE PROCESSING156200
Total : 1,012.77
217223 10/5/2023 000022 EDISON 092723-6091 08/25/23-09/25/23 21347 COMO ST (LITTLE 45.83 315.1808/25/23-09/25/23 ELEC 21400 PALOMAR
(CE
092723-7258
1,417.3908/25/23-06/25/23 32637 GRUWELL (FS#61)092723-9129 Total : 1,778.40
217224 10/5/2023 000012 ELSINORE VALLEY MUNICIPAL, WATER DISTRICT12592434 08/16/23-09/15/23 WATER ZONE 42 LOC 01 M
1,294.95
273.9208/16/23-09/15/23 WATER ZONE 42 LOC 03
M
12592685
56 10/05/2023
Voucher List
City of Wildomar
2 10:41:29AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217224 10/5/2023 (Continued)000012 ELSINORE VALLEY MUNICIPAL, WATER DISTRICT 344.6808/16/23-09/15/23 WATER ZONE 42 LOC 02
M
12592686
192.8608/19/23-09/18/23 WATER ZONE 3 LOC 23
M1
12595349
123.3408/19/23-09/18/23 WATER ZONE 30 LOC 212595557

98.9808/19/23-09/18/23 WATER ZONE 3 LOC 49
M1
12595597
132.8008/19/23-09/18/23 WATER ZONE 51 LOC 112595853
252.2608/19/23-09/18/23 WATER BASEBALL FIELD12596018
926.8808/19/23-09/18/23 WATER WINDSONG PARK12596058
501.1508/19/23-09/18/23 WATER ZONE 3 LOC 29
M1
12596567
264.0408/19/23-09/18/23 WATER ZONE 3 LOC 29
M2
12596645
297.9208/19/23-09/18/23 WATER ZONE 30 LOC 112596648
190.9608/19/23-09/18/23 WATER ZONE 3 LOC 42 &12596747
224.4908/19/23-09/18/23 WATER 22450 1/2
CERVER
12597143
153.6108/19/23-09/18/23 WATER 22450 CERVERA12597385
212.6608/19/23-09/18/23 WATER ZONE 62 - 2293312598478

90.2908/19/23-09/18/23 WATER ZONE 67 -
ARNNET
12598565
678.8208/20/23-09/19/23 WATER ZONE 3 LOC 35
M1
12599214
441.6108/20/23-09/19/23 WATER 24707 PRELIPP
RD
12602236
Total : 6,696.22
217225 10/5/2023 002066 GOLDSTAR ASPHALT PRODUCTS 14292 EMERGENCY SAND DELIVERY 4,040.63 Total : 4,040.63
217226 10/5/2023 001573 GRANICUS, LLC 172500 LIVESTREAM HARDWARE EQUIPMENT 4,806.25 Total : 4,806.25
217227 10/5/2023 000685 GREAT AMERICA FINANCIAL SERVIC 34950089 CANON COLOR COPIER SYST. #019-1780554
214.24
Total : 214.24
217228 10/5/2023 001783 HR DYNAMICS & PERFORMANCE 80323A 0000421 THROUGH 06/13/23-08/24/23

CLASSIFICATION
1,562.50
57 10/05/2023
Voucher List
City of Wildomar
3 10:41:29AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217228 10/5/2023 (Continued)001783 HR DYNAMICS & PERFORMANCE 0000462 19,883.36EXECUTIVE RECRUITMENT-HUMAN

RESOURCES &
80323B
Total : 21,445.86
217229 10/5/2023 000499 INLAND EMPIRE LANDSCAPE INC 41459 CFD ZONE 2, IRRIGATION & LANDSCAPE REPAI
2,206.14
Total : 2,206.14
217230 10/5/2023 000016 INNOVATIVE DOCUMENT SOLUTIONS 254354 9/1/23-9/30/23 CONTRACT COPIER

SERVICES
1,220.71
Total : 1,220.71
217231 10/5/2023 001647 LACHGAR, ABDURAHMAN 92723 APA CONFERENCE EXPENSES 494.51 Total : 494.51
217232 10/5/2023 001988 MAGDALENO, YVETTE 10223 REIMBURSEMENT FOR EVENT ITEMS -HALLOWEEN
159.23
Total : 159.23
217233 10/5/2023 000615 MARRON, FRANK 70223 REFUND OF DEPOSIT UNUSED FUNDS 10,275.89 Total : 10,275.89
217234 10/5/2023 000856 MICHAEL BAKER INTERNATIONAL IN 1190832 P/E SEP 03,2023 CONTRACTUAL SVC - PROJEC
14,442.00
Total : 14,442.00
217235 10/5/2023 002039 RC CONSULTING SERVICES 10323 FIXED FEE REFUND 202.36 Total : 202.36
217236 10/5/2023 001921 SCA OF CA, LLC 106956CS CFD 2013-1 ZONE 2 SWEEPS 9,140.47 Total : 9,140.47
217237 10/5/2023 001021 SPICER CONSULTING GROUP 1392 BAXTER VILLAGE - CFD 2022-1

ANNEXATION
4,000.00
4,154.18FY 23/24 ANNUAL ADMIN LLMD89-1-C1407
9,000.00CFD 2022-1 ANNEXATION (AVALINO)1418
9,000.00CFD 2022-1 ANNEXATION (TRES LAGOS)1419
15,000.00CFD 2023-1, FORMATION- (AVALINO)1420
Total : 41,154.18
58 10/05/2023
Voucher List
City of Wildomar
4 10:41:29AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217238 10/5/2023 002052 ST. FRANCIS ELECTRIC 2316410R TRAFFIC SIGNAL MAINT. AND CALLOUTS -WILD
2,399.50
Total : 2,399.50
217239 10/5/2023 000437 VERIZON WIRELESS 9945040939 09/23/23-10/22/23 DATA INT CHRG 9239 1,023.82

40.0109/23/23-10/22/23 DATA INTERNET CHRG
619
9945040940
Total : 1,063.83
Bank total : 354,437.71 24 Vouchers for bank code : wf 354,437.71Total vouchers :Vouchers in this report 24
59 10/12/2023
Voucher List
City of Wildomar
1 9:57:02AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217242 10/12/2023 001913 ABSOLUTE INTERNATIONAL, SECURITY INC2020108423 0000473 09/01/23-09/30/23 SECURITY PATROL 8,178.84 Total : 8,178.84
217243 10/12/2023 000088 ACE HARDWARE 307556/3 DEPT SUPPLIES - MARNA RESTROOM

LIGHTBULB
103.30
Total : 103.30
217244 10/12/2023 000031 AFLAC, REMITTANCE PROCESSING, CENTER175786 SEP 2023 CITY COUNCIL MEDICAL INS.

BENEF
1,504.44
Total : 1,504.44
217245 10/12/2023 000007 ANIMAL FRIENDS OF THE VALLEY,, INC. SEPTEMBER2023 ANIMAL CONTROL SERVICE SEPTEMBER 2023
7,000.00
Total : 7,000.00
217246 10/12/2023 000029 APPLEONE 01-6724668 ADMIN W/E 9/30/23 (JH) 2,082.68 1,305.30ADMIN W/E 9/30/23 (HJ)01-6724669
1,296.32ADMIN ASSISTANT-CLERICAL W/E 9/30/23
(CH
01-6724670
2,495.95ACCOUNTANT W/E 9/30/23 (KS)01-6725100
Total : 7,180.25
217247 10/12/2023 001002 ARCHITERRA DESIGN GROUP 31451 08/25/23-09/24/23 SI COORDINATION 1,802.13 1,692.0008/25/23-09/24/23 SI COORDINATION31452
659.2508/25/23-09/24/23 SI CFD FINAL OFFSITE31453

62.5008/25/23-09/24/23 SI COORDINATION31454
1,333.3808/25/23-09/24/23 SI COORDINATION, SI FI31455

31.2508/25/23-09/24/23 -MAIL-APPLICANT QUESTI31456
411.0308/25/23-09/24/23 SI COORDINATION, SI FY31457
187.5008/25/23-09/24/23 CITY PLAN CHECK - MAIN31458
125.0008/25/23-09/24/23 SI COORDINATION,
OBSER
31459
500.0008/25/23-09/24/23 CITY PLAN CHECK31460

31.2508/25/23-09/24/23 SI - HOA PH. I FINAL R31461

31.2508/25/23-09/24/23 CITY PLAN CHECK - 2ND31462

93.7508/25/23-09/24/23 MEETING WITH CITY & PR31463

93.758/25/23-09/24/23 MEETING WITH CITY &
PRO
31464
187.508/25/23-09/24/23 CITY PLAN CHECK PR - 2N31465
60 10/12/2023
Voucher List
City of Wildomar
2 9:57:02AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217247 10/12/2023 (Continued)001002 ARCHITERRA DESIGN GROUP 750.008/25/23-09/24/23 CITY PLAN CHECK CHECK
-
31466
312.508/25/23-09/24/23 CITY PLAN CHECK CHECK
P
31467
Total : 8,304.04
217248 10/12/2023 001721 BAGGIO, TINA 101023 WORK BOOTS REIMBURSEMENT 31.83 Total : 31.83
217249 10/12/2023 002068 CALIFORNIA BUILDING OFFICIALS 16872 CLASS I MEMBERSHIP DUES - M. SCOTT BURNS
215.00
Total : 215.00
217250 10/12/2023 001622 COMMERCIAL BUILDING MANAGEMENT, SERVICES INC69872 0000499 AUG 2023 JANITORIAL SVC - MARNA OBRIEN
4,470.71
0000499 473.00PARK JANITORIAL SERVICE
07/01/23-10/31/2
69873
Total : 4,943.71
217251 10/12/2023 000785 CORELOGIC SOLUTIONS, LLC 82189591 SEP 2023 CODE ENFORCEMENT

SOFTWARE
236.75
Total : 236.75
217252 10/12/2023 000075 DOGGIE WALK BAGS, INC. 0109742-IN DISPENSER BAGS - MARNA O'BRIEN 608.03 Total : 608.03
217253 10/12/2023 000022 EDISON 092823-2458 08/28/23-09/26/23 32972 WELLS PL 392.07

17.7408/24/23-09/24/23 IRRIGATION METER
PEDES
093023-5471
166.7809/01/23-09/30/23 ELECTRIC WILDOMAR
CITY
100223-0828
249.6709/01/23-09/30/23 ELECTRIC CFD 2013-001100223-0962

23.5509/01/23-09/30/23 HIDDEN

SPRINGS/CLINTON
100223-1202
202.8309/01/23-09/30/23 ELECTRIC CFD 2013-001100223-1757 6,134.4109/01/23-09/30/23 CSA22 SALES

ACQUISITIO
100223-4293

57.0009/01/23-09/30/23 20505 PALOMAR ST
(MARN
100223-4487
128.3509/01/23-09/30/23 ELECTRIC CFD 2013-001100223-4610 61 10/12/2023
Voucher List
City of Wildomar
3 9:57:02AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217253 10/12/2023 (Continued)000022 EDISON

64.1809/01/23-09/30/23 CFD ZONE 2100223-4845
510.5409/01/23-09/30/23 CSA 103100223-7481

34.6809/01/23-09/30/23 CFD 2013-1

ORANGE/CORA
100223-7504
218.2809/01/23-09/30/23 CFD ZONE 3100223-7694
128.3509/01/23-09/30/23 CFD ZONE 3100223-8975
244.5209/01/23-09/30/23 ELECTRIC CFD 2013-001100223-9127 Total : 8,572.95
217254 10/12/2023 000941 FRONTIER 10123A 10/01/23-10/31/23 OFFICE TELEPHONE CHARG
558.60

56.4310/01/23-10/31/23 OFFICE TELEPHONE
CHARG
10123B
Total : 615.03
217255 10/12/2023 000876 GATES SOUND 23-1281 VENTED RACK SHELF, 1U VENTED 129.97 Total : 129.97
217256 10/12/2023 001325 GEOCON WEST, INC. 723090412 CIP 057-2 CONTRACTUAL SVC THROUGH 09/03/
605.00
Total : 605.00
217257 10/12/2023 001911 HDL SOFTWARE LLC. SIN0302025 JULY 2023 HDL FEES 2,244.94 Total : 2,244.94
217258 10/12/2023 001666 INFINITY TECHNOLOGIES 1781 0000504 SEP 2023 CONTRACTUAL SERVICES 6,235.00 0000452 11,300.00SEP 2023 IT CONTRACTUAL SERVICES1823A 0000506 1,750.00SEP 2023 ESET PROTECT ESSENTIAL (1-YR
TE
1823B
0000440 173.25SEP 2023 DATTO OFFICE 365 BACKUP

SERVICE
1823C
Total : 19,458.25
217259 10/12/2023 000072 INTERWEST CONSULTING GROUP 90552 CONTRACTUAL SERVICES - CIP - JULY 2023 26,510.28 47,653.63CONTRACTUAL SERVICES - JULY 202390553
Total : 74,163.91
217260 10/12/2023 001841 MORABITO, JOSEPH 92323 LEAGUE OF CA CITIES CONFERENCE 2023 PARK

72.00 62
10/12/2023
Voucher List
City of Wildomar
4 9:57:02AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount (Continued) Total : 72.00 217260 10/12/2023 001841 001841 MORABITO, JOSEPH 217261 10/12/2023 002067 POROSKY, MICHELLE 10523 DEVELOPER DEPOSIT REFUND OF

UNUSED FUNDS
1,651.79
Total : 1,651.79
217262 10/12/2023 000042 PV MAINTENANCE, INC. 005-272 CITYWIDE MAINT. CONTRACTUAL

SERVICES - S
121,272.30
Total : 121,272.30
217263 10/12/2023 001921 SCA OF CA, LLC 107098CS CFD 2013-1 ZONE 2 SWEEPS 5,344.05 Total : 5,344.05
217264 10/12/2023 001806 SOUTHERN CALIFORNIA NEWS, GROUP 11622089 PUBLIC NOTICE -GPA 2024-01 NOP NOTICE 529.77 Total : 529.77
217265 10/12/2023 001021 SPICER CONSULTING GROUP 1384 FY 23/24 ANNUAL ADMIN LLMD89-1-C 4,154.18 Total : 4,154.18
217266 10/12/2023 002052 ST. FRANCIS ELECTRIC 23164104 TRAFFIC SIGNAL RESPONSES AUG 2023 1,577.00 1,782.00TRAFFIC SIGNAL RESPONSES AUG 202323164106
5,708.00TS POLE KNOCKED DOWN - INCIDENT #WI
2324
23164107
Total : 9,067.00
217267 10/12/2023 001720 STERICYCLE, INC 8004813770A CONTRACTUAL SHREDDING SVC 162.50 Total : 162.50
217268 10/12/2023 001893 THE CENTRE FOR ORGANIZATION, EFFECTIVENESSTCFOE4352 OE083-RIVERSIDE SUPERVISOR ACADEMY 899.00 Total : 899.00
217269 10/12/2023 002069 THE DERNA GROUP 10523 DEVELOPER DEPOSIT REFUND OF

UNUSED FUNDS
727.73
Total : 727.73
217270 10/12/2023 001505 THE ENDEAVOR PRODUCTION, GROUP 1088 MAYOR'S MINUTE - FOR SOC SAVE THE DATE
500.00
3,000.00LOCAL FILMING & EDITING1096
1,000.00SINGLE CAMERA SHOOT & EDITING1097
Total : 4,500.00
63 10/12/2023
Voucher List
City of Wildomar
5 9:57:02AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217271 10/12/2023 000593 TORRES, DANIEL 101023 REIMBURSEMENTS 373.05 Total : 373.05
Bank total : 292,849.61 30 Vouchers for bank code : wf 292,849.61Total vouchers :Vouchers in this report 30
64 10/19/2023
Voucher List
City of Wildomar
1 2:19:43PM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217286 10/19/2023 000033 AMERICAN FORENSIC NURSES 78141 BLOOD DRAW (3) 200.55 Total : 200.55
217287 10/19/2023 001799 COUNTY OF RIVERSIDE PUBLIC, SAFETY ENTERPRISE COMMUNIPE0000001224 MONTHLY RADIO COMMUNICATION -

SHERIFF &
649.93
Total : 649.93
217288 10/19/2023 000002 CRYSTAL CLEAN MAINTENANCE 1003N OCT 2023- CITY HALL JANITORIAL

SERVICES
3,214.75
Total : 3,214.75
217289 10/19/2023 000022 EDISON 101123-3123 09/12/23-10/10/23 23873 CLINTON KEITH RD 139.83 271.4409/12/23-10/10/23 23873 CLINTON KEITH RD101123-3487 123.5709/12/23-10/10/23 23873 CLINTON KEITH RD101123-7255

96.2109/13/23-10/11/23 34311 MISSION TRAIL TC101223-3047

30.5009/13/23-10/11/23 31818 CENTRAL ST LS3101223-3243

33.0509/13/23-10/11/23 34311 MISSION TRAIL LS101223-3950

85.1109/13/23-10/11/23 31818 CENTRAL TC1101223-5361

63.6809/13/23-10/11/23 24211 CLINTON KEITH RD101223-7372

85.1209/13/23-10/11/23 21458 GRAND AVE TC1101223-8688
Total : 928.51
217290 10/19/2023 000685 GREAT AMERICA FINANCIAL SERVIC 35044925 CANON COLOR COPIER SYST. #015-1472515
359.97
214.24CANON COLOR COPIER SYST.
#016-1585799
35044926
Total : 574.21
217291 10/19/2023 001047 INTERPRETERS UNLIMITED 360278A SPANISH INTERPRETER 08/31/23 WI232430020

6.00 Total : 6.00
217292 10/19/2023 001755 LIGHTS, PROPS AND SMILES, PHOTOBOOTH20230622-02 MARIACHI NIGHT - PHOTO BOOTH RENTAL 550.00 Total : 550.00
217293 10/19/2023 001652 MARK THOMAS & COMPANY INC. 48623 0000510 DESIGN SERVICES 22,245.99 Total : 22,245.99
217294 10/19/2023 001210 MURRIETA/WILDOMAR CHAMBER, OF COMMERCE42936 STRATEGIC PARTNER / ALL CHAMBER

MEGA MIX
8,000.00
65 10/19/2023
Voucher List
City of Wildomar
2 2:19:43PM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217294 10/19/2023 (Continued)001210 MURRIETA/WILDOMAR CHAMBER, OF COMMERCE 18,610.00STATE OF THE CITY43196
Total : 26,610.00
217295 10/19/2023 001107 PLACEWORKS 89367 SEP 2023 CONTRACTUAL SVC - PROJECT RELAT
1,592.50
271.25SEP 2023 CONTRACTUAL SVC - PROJECT
RELAT
89374
775.00SEP 2023 CONTRACTUAL SVC - PROJECT
RELAT
89375
5,564.18SEP 2023 CONTRACTUAL SVC - PROJECT
RELAT
89376
271.25SEP 2023 CONTRACTUAL SVC - PROJECT
RELAT
89377
71,497.56SEP 2023 CONTRACTUAL SVC - GP

UPDATE/EIR
89415
Total : 79,971.74
217296 10/19/2023 001464 PVP COMMUNICATIONS 133544 MOTOR DEPUTY - BOOTS 397.06 Total : 397.06
217297 10/19/2023 000186 RIGHTWAY 360017 10/12/23-11/08/23 - PORTA/WASHSTN- WINDS
723.50
Total : 723.50
217298 10/19/2023 001393 SOCALGAS 101123 09/07/23-10/09/23 GAS - FIRE DEPT 32637 64.14 Total : 64.14
217299 10/19/2023 001021 SPICER CONSULTING GROUP 1440 FY 23/24 ANNUAL ADMIN LLMD89-1-C 4,154.18 Total : 4,154.18
217300 10/19/2023 001624 STENO SOLUTIONS 43676 08/01/23-08/31/23 TRANSCRIPTION 42.48 Total : 42.48
Bank total : 140,333.04 15 Vouchers for bank code : wf 140,333.04Total vouchers :Vouchers in this report 15
66 10/19/2023
Voucher List
City of Wildomar
3 2:19:43PM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 67 10/26/2023
Voucher List
City of Wildomar
1 11:05:04AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217302 10/19/2023 000031 AFLAC, REMITTANCE PROCESSING, CENTER531183 OCT 2023 CITY COUNCIL MEDICAL INS.

BENEF
1,504.44
Total : 1,504.44
217303 10/19/2023 000033 AMERICAN FORENSIC NURSES 78184 BLOOD DRAW (2) 133.70 Total : 133.70
217304 10/19/2023 000029 APPLEONE 01-6734501 ADMIN W/E 10/14/23 (JH) 3,008.52 1,740.40ADMIN W/E 10/14/23 (HJ)01-6734502
1,296.32ADMIN ASSISTANT-CLERICAL W/E 10/14/23
(C
01-6734503
1,914.60ACCOUNTANT W/E 10/14/23 (KS)01-6734945
Total : 7,959.84
217305 10/19/2023 001928 AT&T 480652 LOCATION DAILY FOR CASE WI 23 2480037 475.00 Total : 475.00
217306 10/19/2023 000034 BIO-TOX LABORATORIES 44887 RC SHERIFF - LAB SERVICES 1,376.30

80.00RC SHERIFF - LAB SERVICES44939
Total : 1,456.30
217307 10/19/2023 001712 BREWEN'S EMPIRE TROLLEY 231021SCOWDTAB1 0000509 FALL FAMILY FAIR EVENT 10/21/23

SHUTTLE
1,800.00
Total : 1,800.00
217308 10/19/2023 000080 BURKE, WILLIAMS AND SORENSON,, LLP 307276 LEGAL FEES - AUG 2023 CITY ATTORNEY RETA
64,046.99
Total : 64,046.99
217309 10/19/2023 001761 CHARTER COMMUNICATIONS 2318100823 CABLE THROUGH 11/07/23 - FS61 5.33 Total : 5.33
217310 10/19/2023 001799 COUNTY OF RIVERSIDE PUBLIC, SAFETY ENTERPRISE COMMUNIPE0000001289 MONTHLY RADIO COMMUNICATION 649.93 Total : 649.93
217311 10/19/2023 000058 DEPARTMENT OF JUSTICE 683708 AUG 2023 POLICE BLOOD ALCOHOL

ANALYSIS (

35.00 Total : 35.00
217312 10/19/2023 000027 DIRECT TV 082317220X231013 10/12/23-11/11/23 CABLE SERVICES - CITY 168.99 68 10/26/2023
Voucher List
City of Wildomar
2 11:05:04AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount (Continued) Total : 168.99 217312 10/19/2023 000027 000027 DIRECT TV 217313 10/19/2023 000022 EDISON 101623-3767 09/15/23 10/15/23 31160 CLINTON KEITH RD 11.38

96.5809/15/23-10/15/23 32975 WILLOW BAY RD
TC
101623-7633
7,792.8509/13/23-10/11/23 ELECTRIC101723-7151
-69.5309/13/23-10/11/23 ELEC 20171 AUTUM OAK (101723-7151CR S
Total : 7,831.28
217314 10/19/2023 000012 ELSINORE VALLEY MUNICIPAL, WATER DISTRICT12627095 09/09/23-10/08/23 WATER ZONE 52 LOC 01 114.90

49.9409/09/23-10/08/23 WATER ZONE 29 LOC 0212627152
231.9709/09/23-10/08/23 WATER ZONE 71 LOC 0112627434
489.5709/09/23-10/08/23 WATER 32637

GRUWELL-FS
12627633
4,449.3709/09/23-10/08/23 WATER MARNA O'BRIEN12627715

90.2509/11/23-10/11/23 WATER ZONE 3 LOC 7 M112632446
130.7609/11/23-10/10/23 WATER HERITAGE PK
(AUT
12632459
1,082.4309/12/23-10/11/23 WATER ZONE 3 LOC 25
M1
12635724
1,452.3309/12/23-10/11/23 WATER ZONE 3 LOC 25
M2
12635725
1,638.0809/12/23-10/11/23 WATER ZONE 3 LOC 24
M1
12637495
542.8709/12/23-10/11/23 WATER CFD 2013-1, ZONE12638655
430.8309/12/23-10/12/23 WATER MALAGA

GATEWAY P
12638816
Total : 10,703.30
217315 10/19/2023 001762 EMERGENCY-1 RESPONSE, INC. 3439 EMT - PICNIC IN THE PARK 175.00 Total : 175.00
217316 10/19/2023 001728 FORENSIC NURSES OF SOCAL, INC. 2341 POLICE DEPT - SEXUAL ASSAULT EXAM-SART 0
1,200.00
Total : 1,200.00
217317 10/19/2023 001795 GUZMAN PARTY RENTALS 102323 STAFF EVENT 10/31/23 TABLES AND CHAIRS
150.00
Total : 150.00
69 10/26/2023
Voucher List
City of Wildomar
3 11:05:04AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217318 10/19/2023 000304 JOE A. GONSALVES & SON 161147 0000484 OCT 2023 PROF. CONTRACTUAL

LEGISLATIVE A
3,000.00
Total : 3,000.00
217319 10/19/2023 000113 LEAGUE OF CALIFORNIA CITIES 2808 RIV. CNTY. DIV. MEETING 09/20/23 - COUNC 200.00 Total : 200.00
217320 10/19/2023 001150 MILESTONE WILDOMAR LLC 110123 0000498 NOV 2023 FLEET STORAGE 3 UNITS 897.00 0000498 428.57SEP 2023 FLEET STORAGE FOR SPACE
C-38
91823
Total : 1,325.57
217321 10/19/2023 001005 PEOPLEREADY INC 28379250 CONTRACTUAL SVC - FALL FAMILY FUN FAIR
248.00
Total : 248.00
217322 10/19/2023 001464 PVP COMMUNICATIONS 92123 0000505 REPLACEMENT HELMET FOR SHERIFF

MOTORCYCL
1,923.08
Total : 1,923.08
217323 10/19/2023 000461 QUALITY CODE PUBLISHING LLC GC0012055 SUPPLEMENT SVC TO MUNICIPAL CODE 3,080.00 Total : 3,080.00
217324 10/19/2023 001918 REGIONAL GOVERNMENT SERVICES, AUTHORITY15775 0000445 PERFORM VARIOUS ADMINISTRATIVE

PROJECTS
913.50
Total : 913.50
217325 10/19/2023 000606 RING CENTRAL CD_000679896 NEW DIGITAL LINE & MOBILE USER 25.35 Total : 25.35
217326 10/19/2023 002070 RIOS, ALICIA 71023 DEVELOPER DEPOSIT REFUND OF

UNUSED FUNDS
7,891.33
Total : 7,891.33
217327 10/19/2023 000149 RIVERSIDE COUNTY EXECUTIVE, OFFICE102023 SCFA ANIMAL SHELTER - FY 23/24 DEBT SVC
62,415.00
76,800.00ANIMAL SHELTER/OPERATIONS 2ND

QUARTER, O
2024/02WIL
Total : 139,215.00
217328 10/19/2023 001298 SAFEGUARD BY FONTIS VINV43804 0000493 RECEIPTS BOOKS (40) 677.93 70 10/26/2023
Voucher List
City of Wildomar
4 11:05:04AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount (Continued) Total : 677.93 217328 10/19/2023 001298 001298 SAFEGUARD BY FONTIS 217329 10/19/2023 000790 SPARKLETTS 101423 CITY HALL DRINKING WATER THROUGH 10/14/2
297.64
Total : 297.64
217330 10/19/2023 001912 STRADLING YOCCA CARLSON &, RAUTH 401322 FOR PROFESSIONAL SERVICES

RENDERED THROU
12,769.38
Total : 12,769.38
217331 10/19/2023 001258 SUNBELT RENTALS, INC. 144023662-0001 EQUIPMENT RENTAL 541.36 312.12EQUIPMENT RENTAL144644851-0001
Total : 853.48
217332 10/19/2023 001090 T-MOBILE USA INC 9546366638 CASE INVESTIGATION WI231640054 100.00 100.00CASE INVESTIGATION WI2324600319546477651
100.00CASE INVESTIGATION WI2327600269547997663
Total : 300.00
217333 10/19/2023 000219 WESTERN FIRE CO., INC. 59567A FIRE EXTINGUISHER SERVICE - MARNA O'BRIE

64.85 Total : 64.85
Bank total : 271,080.21 32 Vouchers for bank code : wf 271,080.21Total vouchers :Vouchers in this report 32
71 10/26/2023
Voucher List
City of Wildomar
1 12:58:48PM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217337 10/26/2023 001450 FRANCHISE TAX BOARD 102623 WITHHOLDING ORDER - S STANTON CASE #5621

50.00 Total : 50.00
Bank total : 50.00 1 Vouchers for bank code : wf

50.00Total vouchers :Vouchers in this report 1
72 10/31/2023
Voucher List
City of Wildomar
1 9:49:51AM
Page:

Bank code : wf
Voucher Date Vendor Invoice PO # Description/Account Amount 217338 10/31/2023 001602 SMITH RANCH SELF STORAGE 7600 0000497 RV026,RV029,RV030 RENT 11/01-11/30 609.00 Total : 609.00
Bank total : 609.00 1 Vouchers for bank code : wf
609.00Total vouchers :Vouchers in this report 1
73 ACH Date Payee Description Amount
10/6/2023Wex Inc. Vehicle Fuel Purchase 496.88$
10/10/2023Golden State Escrow Right of Way 31,116.00$
10/17/2023 US Bank
Credit Card Statement Payment - Business Meals,
Conference Expenses, Organizational Memberships,
Special Event Supplies, Repairs & Maintenance, and
Office Supplies 23,039.56$
10/20/2023Enterprise Fleet ManagementMonthly City Vehicle Lease Payment 5,645.98$ 10/30/2023 Viasat Inc Satellite Internet Service - Cemetery District & Parks 175.88 $ 10/30/2023 Viasat Inc Satellite Internet Service - Cemetery District & Parks 500.88 $ TOTAL 60,975.18$
City of Wildomar
Wire Transfer Register
10/31/2023
74 ACH Date Payee Description Amount
10/12/2023 Heartland Payroll 09/23/2023-10/06/2023 104,181.50$ 10/26/2023 Heartland Payroll 10/07/2023-10/20/2023 105,685.15$ 11/1/2023 Heartland Payroll 10/1/2023-10/31/2023 1,608.85$ TOTAL 211,475.50$
City of Wildomar
Payroll Warrant Register
11/1/2023
75 CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.3
Meeting Date: November
8, 2023
SUBJECT:

September 2023 City Treasurers Report
SUBMITTED BY:

Adam Jantz
PREPARED BY:

Adam Jantz

ACTION:

Approve the Treasurer’s Report for September 2023.

SUMMARY:

September 2023 City Treasurer's Report

DISCUSSION:

Attached is the Treasurer’s Report for Cash and Investments for the month of September 2023. The City utilizes both the California State Treasurer’s Local Agency Investment Fund (LAIF) and the California Asset Management Program (CAMP) for its city investments.

On October 12th, 2022, the City entered into an agreement with PFM Asset Management as an investment advisor for the City’s CAMP investment pool and established an additional managed CAMP account for long-term investments. This will increase the returns on the City investments above the normal CAMP pool rate.

FISCAL IMPACT:

This is only a report of balances for the City, therefore it has no fiscal impact.

ACCOUNT CODE:
100-1012
100-1011
110-1011
115-1011
120-1011
212-1011
300-1011
301-1011
76 440-1011
461-1011

ATTACHMENTS:

September 2023 Treasurers Report
77 BEGINNING + (-) ENDING

FUND ACCOUNT INSTITUTION BALANCE DEPOSITS WITHDRAWALS BALANCE RATE All All WELLS FARGO $ 9,048,149.89 $ 2,592,542.33 (2,615,104.33) $ 9,025,587.89 5.220% TOTAL $ 9,048,149.89 $ 2,592,542.33 $ (2,615,104.33) $ 9,025,587.89

AVERAGE

PERCENT OF DAYS STATED
FUND BOOK VALUE FACE VALUE MARKET VALUE PORTFOLIO TO MAT. RATE 100 $ 4,852,607.19 $ 4,852,607.19 $ 4,852,607.19 14.41% 0 3.534% Various $ 11,711,602.28 $ 11,711,602.28 $ 11,711,602.28 34.78% 0 5.550% Various $ 17,267,938.90 $ 17,267,938.90 $ 17,110,024.27 50.81% 763 Variable TOTAL $ 33,832,148.37 $ 33,832,148.37 $ 33,674,233.74 100.00% CITY $ 42,857,736.26
+ + (-)

BEGINNING INTEREST WITHDRAWALS/ ENDING STATED

FUND BALANCE PURCHASES DEPOSITED SALES BALANCE RATE
100 General $ 4,852,607.19 $ 0.00 $ 0.00 $ 0.00 $ 4,852,607.19 3.534% 100 General $ 3,264,319.51 $ 0.00 $ 14,885.39 $ 0.00 $ 3,279,204.90 5.550% 115 ARPA $ 6,962,418.88 $ 0.00 $ 31,748.82 $ 0.00 $ 6,994,167.70 5.550% 461 DIF Park Improvements $ 1,024,263.43 $ 0.00 $ 4,670.67 $ 0.00 $ 1,028,934.10 5.550% 301 ENDWMNT $ 407,437.65 $ 0.00 $ 1,857.93 $ 0.00 $ 409,295.58 5.550% 100 General $ 6,032,154.38 $ 0.00 $ 4,073.51 $ 0.00 $ 6,036,227.89 Variable 110 DEVAG $ 490,732.34 $ 0.00 $ 330.85 $ 0.00 $ 491,063.19 Variable 120 AA $ 6,133,729.64 $ 0.00 $ 4,135.36 $ 0.00 $ 6,137,865.00 Variable 212 WASTE $ 1,016,754.77 $ 0.00 $ 685.49 $ 0.00 $ 1,017,440.26 Variable 300 CEM $ 1,016,754.77 $ 0.00 $ 685.49 $ 0.00 $ 1,017,440.26 Variable 440 DIF Roads $ 2,566,172.18 $ 0.00 $ 1,730.11 $ 0.00 $ 2,567,902.29 Variable TOTAL $ 33,767,344.75 $ 0.00 $ 64,803.62 $ 0.00 $ 33,832,148.37

Heidi Schrader
Heidi Schrader
City Treasurer
Date
10/19/2023

BREAKDOWN

TOTAL CASH AND INVESTMENTS
September 2023
In compliance with the California Code Section 53646, as City Treasurer for the City of Wildomar, I hereby certify that sufficient investment liquidity and anticipated revenues are available to meet the City's expenditure requirements for the next six months, and that all investments are in compliance with the City's Statement of Investment Policy.

I also certify that this report reflects all Government Agency pooled investments and all of the City's Bank Balances.

ISSUER

CAMP POOL

LOCAL AGENCY INVESTMENT FUND

LOCAL AGENCY INVESTMENT FUNDS
ISSUER

CAMP POOL

CAMP MANAGED ACCOUNT

CASH AND INVESTMENT PORTFOLIO

TREASURER'S REPORT FOR

CITY OF WILDOMAR

CITY CASH

CITY INVESTMENT

CAMP MANAGED ACCOUNT

CAMP MANAGED ACCOUNT
78 CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.4
Meeting Date: November
8, 2023
SUBJECT:

Tri-Party Consultant Service Agreement for the Largo Industrial Project Mitigated Negative Declaration (PA 23-0118)
SUBMITTED BY:

Matthew Bassi
PREPARED BY:

Matthew Bassi

ACTION:

BACKGROUND:

The Planning Department received the proposed Largo Industrial development project application (PA 23-0100) from Largo Concrete, Inc. on September 15, 2023. The project is located on the east side of Mission Trail about 200 feet south of Bundy Canyon Road (adjacent to the approved Wildomar Shooting Range site) in the M-SC zone. Development of the project will require approval of the following applications by the Planning Commission at a noticed public hearing.

1 .

CEQA/IS/MND:

In accordance with CEQA Guidelines Section 15070, the proposed mixed-use project will require the preparation of an Initial Study/Mitigated Negative Declaration (IS/MND) and Mitigation Monitoring and Reporting Program (MMRP). 2 .

Parcel Merger (PM):

The proposed manufacturing use is located on two (2) parcels which the applicant intends to merge into one (1) parcel. The Parcel Merger is an Administrative Approval overseen by the Engineering division. 3 .

Plot Plan (PP):

The proposed project requires a Plot Plan to construct a 73,868 square- foot industrial building (with outdoor storage) on an 8.5-acre site (APN: 367-020-039 & - 79 040) to establish an assembly and manufacturing business. Development of the project will include on-site and off-site improvements The project is must be consistent with the city’s commercial design standards and guidelines.

DISCUSSION:

Based on review of the proposed development applications, and in accordance with Section 15070 of the California Environmental Quality Act (CEQA), the Planning Department has determined that the proposed development project will require the preparation and processing of an Initial Study/Mitigated Negative Declaration (IS/MND). Once the determination was made that an MND was needed, staff asked our on-call CEQA consultant (PlaceWorks) to submit a Scope of Work and Budget to prepare the IS/MND.

The scope and budget were sent to the Applicant (Largo Concrete, Inc.- Ken Long) for review.

Based on this step, the Applicant has agreed to move forward with the MND and accompanying technical studies. This action now requires Council approval of a Tri-Party agreement between the City of Wildomar, Largo Concrete, Inc. and PlaceWorks, Inc. The MND contract agreement for PlaceWorks, Inc. is proposed for a total compensation of a “not- to-exceed” amount of
$77,852
. With the City’s standard administrative MND charge of $8,500 and City Attorney costs of $10,000, the total cost to prepare the MND is $96,352
which will be
paid by the Applicant.

In accordance with the provisions of the agreement, the Applicant is required to deposit 50% of the total MND cost ($48,176) within ten (10) business days after the effective date of the agreement. This will allow Staff and PlaceWorks to begin work on the MND and initiate AB 52 tribal consultation. the Applicant is then required to pay the remaining 50% ($48,176) within thirty (30) business days after the effective date. The estimated time frame to prepare and process the MND is approximately six (6) months, not including public hearings before the Planning Commission.

FISCAL IMPACT:

All costs associated with the preparation and processing of the MND is the sole responsibility of the Applicant; thus, there is no fiscal impact to the City’s General Fund.

ATTACHMENTS:

Attach A-MND-Tri Agreement [11-8-23].pdf
80 CEQA DOCUMENT PREPARATION

AND DEPOSIT CONTRACT
This CEQA Document Preparation and Deposit Contract (“Contract”) is made and entered into as of November 8, 2023, by and among the City of Wildomar, a California municipal corporation, (“City”), Largo Concrete, Inc., (“Applicant”), and PlaceWorks, Inc. (“Consultant”). Hereafter, City, Applicant and Consultant may be collectively referred to as the “Parties.”

RECITALS
A. The California Environmental Quality Act (“CEQA”) [Public Resources Code § 21000 et seq.] makes lead agencies responsible for determining whether an Environmental Impact Report (“EIR”), a Mitigated Negative Declaration (“MND”), or Negative Declaration (“ND”), is to be required for any project. CEQA also provides that any such EIR, MND, or ND be prepared directly by, or under contract to, the legal agency.

B. Applicant has applied to the City for one or more land use approvals for that project (“Project”) more particularly described in the “Project Description” attached hereto and incorporated herein by reference as Exhibit “A”.

C. City is the lead agency under CEQA for the Project. Based on its preliminary review and consultation with Applicant, Cit y has determined that a Mitigated Negative Declaration (MND) and Mitigation Monitoring and Reporting Program (MMRP) (“CEQA Document”) is required for the Project to adequately assess its potentially significant impacts. Pursuant to Public Resources Code § 21080.1(a) City’s determination that this particular CEQA Document required for the Project is final and conclusive.

D. Consultant is a qualified environmental and/or land use planning firm. City, in consultation with Applicant, has selected Consultant to prepare the CEQA Document and any related studies, surveys, and reports as may be required to comply with CEQA.

Consultant has prepared a “Scope of Work” attached hereto and incorporated herein by reference as Exhibit “B”, outlining the breadth of analysis and the tasks to be performed to prepare the CEQA Document.

E. Applicant and Consultant acknowledge that as the lead agency, City is responsible for complying with CEQA and the State CEQA Guidelines (“CEQA Guidelines”) [14 Cal. Code Regs. § 15000 et seq], that the City is responsible for the adequacy of its environmental documents, that the City cannot rely on comments from other public agencies or private citizens as a substitute for work CEQA requires, and that this particular CEQA Document must reflect the independent judgment of the City.

Applicant and Consultant further acknowledge that as a result of these responsibilities, the CEQA Document is to be prepared and completed to reflect City’s independent judgment, to comply with CEQA and the CEQA Guidelines, and to comport with all applicable professional standards.
81 F. CEQA authorizes City, as the lead agency, to charge and collect a reasonable fee from Applicant to recover the estimated costs incurred in preparing the CEQA Document and for procedures necessary to comply with CEQA regarding the Project. Applicant acknowledges that it is responsible for the payment of these costs as provided in this Contract.

G. City and Consultant acknowledge that CEQA and the CEQA Guidelines encourage the completion of the CEQA Document within certain time limits and that lead agencies should reduce delay and paperwork in the preparation of CEQA Documents.

H. Based on the foregoing Recitals, Applicant, City, and Consultant now desire to enter into this Contract for the preparation of the CEQA Document determined to be necessary for the Project.

OPERATIVE PROVISIONS
NOW, THEREFORE , in consideration of the above recitals and the mutual covenant hereafter set forth, the parties agree as follows:

Article 1.0 Applicants Obligations

1.1 CEQA Document Costs . Applicant shall pay all costs incurred for the preparation and completion of the CEQA Document.
1 .2 Consultant Charges . The consultant’s estimated charge for services and reimbursable expenses for preparation and completion of the CEQA Document, pursuant to that Consultant Services Agreement between Consultant and City, a copy of which is attached hereto as Exhibit C are $77,852.

1.3 City Charges. The city’s estimated administrative charge, including work by the City Attorney, for review and processing of the CEQA Document is $18,500.

1.4 Deposits. Applicant acknowledges that the Consultant estimated charges and the City estimated charges are estimates only and the actual costs may be higher.

Applicant agrees to pay all Consultant charges and City charges even if those charges exceed the cost estimates provided in this Contract. To ensure timely payment and performance, Applicant shall deposit the Consultant’s and City’s estimated charges (Total Estimated Cost) with the City as follows:

1.4.1 I
nitial Deposit . Within ten (10) business days after the Effective Date of this Contract, the Applicant shall deposit $47,676 with the City, being an amount equal to one half (1/2) of the Total Estimated Cost. Within thirty (30) business days after the Effective Date of this Contract, the Applicant shall deposit with the City the remaining balance of the Total Estimated Cost, which is $47,676.

1.4.2 Subsequent Deposits. The applicant shall be responsible for making subsequent deposits with the City if necessary. At such time as the Initial Deposit is reduced to either ten percent (10%) of its original amount or $5,000, whichever is greater, 82 City shall invoice the Applicant for a subsequent deposit in an amount determined to be sufficient by the City to complete the next logical phase of work on the CEQA Document.

Applicant shall deposit the invoiced amount with City within ten (10) business days after receipt of such invoice.

1.4.3 Return of Excess Deposits. Any excess of the amount deposited over the actual cost incurred by City in connection with preparation of the CEQA Document shall be refunded by City to Applicant within 15 days from the date a Notice of Determination in connection with the subject proposed Project is filed with the County Clerk.

1.4.4 No
Obligation for City to Complete. Applicant understands and agrees that City shall have no obligation complete the CEQA Document, consider the CEQA Documents for approval, or to pay or incur any costs related thereto, in the event the that Applicant fails to deposit the funds required under Article 1.0 of this Contract. In no event shall City have any responsibility to incur or pay any cost for the preparation and completion of the CEQA Document, or any other activities associated with public review, comment, and consideration (such as preparing, posting, and filing notices, circulating copies of the CEQA Documents, or reviewing and recommending the CEQA Document for approval), except to the extent that Applicant has provided the deposits and funds to pay for such activities as provided under this Contract.

1.5 C
ommunication. Applicant hereby agrees that its officers, employees, contractors, agencies or other representatives shall not communicate with, or discuss any matters relating to the CEQA Document with the Consultant engaged by City to prepare the CEQA Document without prior approval from the Planning Director or his duly authorized representative. Applicant further agrees that all questions regarding scheduling, content, or distribution of the CEQA Document, or any related matters, shall be addressed to the City staff, not the Consultant. The purpose of this provision is to ensure that the CEQA Document prepared will be objective and prepared on behalf of the City, and not a document prepared for purposes of advocating approval of the private proposed project to which it relates.

1.6 R
epresentations . Applicant understands and acknowledges that, although City shall use reasonable efforts to see that the CEQA Document is completed in compliance with the requirements of CEQA and the State CEQA Guidelines, City does not guarantee, warranty, or in any way represent that the CEQA Document will or would be found legally valid by a court of competent jurisdiction in the event of a legal challenge to the CEQA Document by any litigant, and no term of this Contract is intended to be, or shall be, construed to express or imply such guarantee, warranty, or representation.

Applicant further understands and acknowledges that neither City’s receipt of the amounts specified under this Contract from Applicant, nor any other term of this Contract, is intended to be, or shall be, construed to express or imply that City agrees or intends to assume or reimburse the cost of attorney’s fees, or any other cost, expense or obligation, that would be incurred in undertaking, in whole or in part, the legal defense to any lawsuit or other legal action challenging the validity of the CEQA Document by any litigant. 83 1.7 Peer Review. Applicant agrees to pay all costs associated with peer review of any document prepared in connection with the CEQA Document if a valid public controversy arises with respect to the CEQA Document. Peer review shall be conducted by the Applicant hiring an environmental consulting firm approved by the City to critique the adequacy of the CEQA Document (or any technical document pertaining thereto) so that the appropriate approval body can make an informed decision with respect to the environmental effects of the Project. For purposes of this section, a valid public controversy shall mean any of the following:
(1) submission of other differing scientific opinions with respect to the CEQA Document;
(2) submission of credible evidence in opposition to evidence contained within the CEQA Document;
(3) submission of additional credible information which was omitted from the CEQA Document.

Article 2.0 Consultants Obligations

2.1 Preparation of CEQA Document. Consultant shall prepare the CEQA Document identified in Recital C of this Contract (i.e., Mitigated Negative Declaration), including the Final MND/Response to Comments document.

2.2 A ttendance at Public Hearings. The Consultant shall attend all public hearings in connection with the subject proposed Project.

2.3 Cit y Documents . The City shall maintain ownership, custody and cont rol over all documents prepared by Consultant including, but not limited to, all CEQA Documents.

2.4 M
eetings . Both Applicant and Consultant agree not to hold meetings concerning the subject proposed Project without the City present.

Article 3.0 City Obligations

3.1 Review Materials. The City shall review and analyze all materials submitted in connection with the CEQA Documents as timely as practicable under the circumstances. City shall timely notify and work with Consultant regarding changes or modifications to any CEQA Documents.

3.2 C
oordinate Meetings of Parties . The City shall use its best efforts to coordinate and arrange meetings between City, Consultant and Applicant from time to time as the need arises.

3.3 S
ubmit to Approval Body. Upon the satisfactory completion of the CEQA Document and all other City application processing requirements, City shall submit the Project for a hearing to the appropriate approval body of the City. 84 Article 4.0 Indemnity

4.1 Indemnity. The Applicant shall indemnify, protect, defend, and hold harmless, the City, and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, from any and all claims, demands, law suits, writs of mandamus, and other actions and proceedings (whether legal, equitable, declaratory, administrative or adjudicatory in nature), and alternative dispute resolutions procedures (including, but not limited to arbitrations, mediations, and other such procedures), (collectively “Actions”), brought against the City, and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof, that challenge, attack, or seek to modify, set aside, void, or annul any action of, or any permit or approval issued by, the City and/or any of its officials, officers, employees, agents, departments, agencies, and instrumentalities thereof (including actions approved by the voters of the City), for or concerning the project, whether such Actions are brought under the California Environmental Quality Act, the Planning and Zoning Law, the Subdivisions Map Act, Code of Civil Procedure Section 1085 or 1094.5, or any other state, federal, or local statute, law, ordinance, rule, regulation, or any decision of a court of competent jurisdiction. It is expressly agreed that the City shall have the right to approve, which approval will not be unreasonably withheld, the legal counsel providing the City’s defense, and that Applicant shall reimburse the City in the course of the defense. City shall promptly notify the Applicant of any Action brought and City shall cooperate with Applicant in the defense of the Action.

Article 5.0 General Provisions.

5.1 Attorney’s Fees. In the event any action is instituted to enforce the terms of this Contract, including any action to recover damages, to obtain injunctive relief, or to appeal any judgment or order of the court, the prevailing party in such action shall be entitled to entry of judgment for an amount equal to its reasonable attorneys’ fees, expert witness fees and costs, and costs of suit in addition to such other relief to which it may be entitled. The provisions of this subsection shall in no way limit the scope of either party’s obligations under this Contract.

5.2 A s
signment . This Contract and any and all rights, duties and obligations set forth herein shall not be assigned or transferred by any party.

5.3 A mendments . This Contract may be amended only by a document in writing and signed by each of the parties to this Contract.

5.4 E ntire Agreement. This Contract contains the entire agreement and understanding between the parties relating to the transaction contemplated hereby and all prior or contemporaneous agreements, understandings, representations and statements oral or written, are merged herein, and shall be of no force or effect. California law shall govern the interpretation and enforcement of this Contract. 85 86
87 EXHIBIT “A”

Project Description

The applicant is proposing to construct a 73,868 square-foot industrial building to be used for assembly of prefab concrete walls and other fixtures. The project also includes a 7,176 square-foot two-story ancillary office and exterior yard area enclosed by an 8-foot- high screen wall. The landscape area around the parking area is 51.5% which is 41.5% greater than the required 10% landscaping for this area. There is also a 20- foot landscape buffer along the east and south property lines adjacent to the residential area.

The exterior building design has been based on the City of Wildomar’s Commercial Design Standards and Guidelines emulating the ‘Modern Cottage’ design theme.

The design has incorporated the following characteristics:
• Varying top of parapet heights
• Undulation of building walls, i.e., plane changes
• Main entry dominance
• Additional building materials (i.e., metal panel accents) • Additional glazing at entry and along the facades
• 360-degree façade design
• Varying accent paint colors

The design of the office includes:
• Large main lobby/ reception
• Support offices on the 1st and mezzanine levels
• Large lunchroom with adjacent outdoor patio
• Large mezzanine conference room

The design of the warehouse includes:
• Storage of construction hand tools, hardware and materials. • Repairing and counting of tools and materials.
• Pulling requisitions for field needs.
• Mechanic – repair of small tools & equipment.

The design of the Exterior Yard includes:
• Storage of construction materials: wood, metal and aluminum. • Load & unload semi-trailers/bobtail trucks with construction materials.

88 The project will require the following applications for consideration by the Planning Commission.
1) CEQA IS/MND: In accordance with CEQA Guidelines Section 15070, the proposed mixed-use project will require the preparation of an Initial Study/Mitigated Negative Declaration (IS/MND) and Mitigation Monitoring and Reporting Program (MMRP).
2) Pl ot Plan (PP) : In accordance with Section 17.216 of the WMC, the proposal requires approval of a Plot Plan by the Planning Commission to develop the proposed industrial building consisting of a 73,868 square-foot industrial building to be used for assembly of prefab concrete walls and other fixtures, and a 7,176 square-foot two-story ancillary office and exterior yard area. 3) P
arcel Merger : In accordance with Title 16.24.110 (Subdivision Ordinance) of the Wildomar Municipal Code, the proposal requires approval of a parcel merger (administrative review and approval) to merge 2 parcels into one to accommodate the propped project.

89 Aerial Photo and Project Exhibits

90 Mission Trail View

91 View of Southern Edge of Building

92 EXHIBIT “B”
Tri-Party Contract for Consultant Services
PlaceWorks, Inc. Scope of Work

93 October 10, 2023
Matthew C. Bassi
Community Development Director
City of Wildomar
23873 Clinton Keith Road, Suite 110
Wildomar, CA 92595
Subject: MND Proposal for the Largo Concrete Manufacturing Project (PA 23-0100) Dear Mr. Bassi:

Thank you for this opportunity to provide our scope and cost to prepare environmental documentation for the proposed Largo Concrete Manufacturing Project consisting of a Parcel Merger and Plot Plan. We have based this scope and cost on the following technical studies:
• Wildomar Contractor’s Yard Air Quality, Greenhouse Gas, and Energy Assessment, Urban Crossroads, June 22, 2023
• Western Riverside County Multiple Species Habitat Conservation Plan Consistency Analysis Report for the LCI Properties Wildomar Project, Harmsworth Associates, June 2023 • Burrowing Owl Survey Report for the LCI Properties Wildomar Project, Harmsworth Associates, June 2023
• Phase I Cultural Resources Assessment, BCR Consulting, LLC, June 22, 2023 • Geotechnical Investigation Proposed Largo Concrete Wildomar Plant, Geotechnical Professionals, Inc., March 24, 2023
• Phase I Environmental Site Assessment, AEI Consultants, July 28, 2022 • Preliminary Hydrology and Hydraulics Design of RCP Storm Drain Pipes, Risha Engineering, July 24, 2023
• Preliminary Project-Specific Water Management Plan, Risha Engineering, July 24, 2023 • Contractors Yard – Noise Impact Analysis, Urban Crossroads, May 24, 2023 • Wildomar Contractor’s Yard Trip Generation Assessment, Urban Crossroads, December 22, 2022
• Contractors Yard Vehicle Miles Traveled (VMT) Screening Evaluation, Urban Crossroads, December 22, 2022

Our preliminary review of the studies that have been submitted suggests that they support preparation of an initial study followed by a mitigated negati ve declaration (IS/MND). However, if the technical studies do not result in less than significant impacts (with or without mitigation measures), then an Environmental Impact Report would be prepared. In that event, t he IS/MND would be used to scope out issues in the Notice of Preparation for an Environmental Impact Report, 94 October 10, 2023 | Page 2
if needed. This scope and budget do not account for the preparation of an Environmental Impact Report; the scope and budget would be revised accordingly.

Project Understanding
The proposed project would develop an industrial building which would be 73,868 square feet with a total of 7,176 square feet of two-story ancillary office. The remainder of the building would be a single-story warehouse use with an exterior yard area, enclosed by an 8 -foot-high screen wall. The project site is at the southern corner of Bundy Canyon Road and Mission Trail (Assessor Parcel Numbers [APNs] 367-020-039 and – 040).

Scope for CEQA Compliance
TASK 1 – PROJECT INITIATION
Research and Investigation
PlaceWorks will obtain all project d ata and information to date from federal, state, and local agencies that may be affected by the project to acquire relevant environmental data, previous studies for the area and other available files, exhibits, maps, and reference documents . The PlaceWorks team will evaluate the necessary information with respect to the proposed project and identify any data gaps.

PlaceWorks will contact the Tribes on file with the City for compliance with AB 52. The contact will be using letters prepared for the Director’s signature on City letterhead. Consultation, if required, is usually conducted by conference call therefore an in -person meeting is not scoped or budgeted. As the project does not require a general plan amendment tribal consultation pursuant SB 18 is not required.

TASK 2 – TECHNICAL STUDY PEER REVIEW
PlaceWorks will conduct a review of the technical reports prepared for the project. We will review each study to determine whether it addresses the applicable CEQA checklist questions and ensure that conclusions are based on the appropriate level of analysis, findin gs are adequately substantiated, and mitigation is adequate and CEQA compliant. This level of review does not involve modeling to replicate results and assumes that we can rely on engineering review of the traffic analysis, storm drainage, and similar engineering-based reports. Review comments will be provided to the City and applicant , and our cost estimate is based on a maximum of one round of comments/review for the technical review comments. Additional fee may be requested if additional reviews are required.

Air Quality, Greenhouse Gas Emissions, & Energy
Nicole Vermilion, Principal, Air Quality, GHG, & Noise Services, will conduct a review of the air quality and GHG modeling and analysis. Nicole is up to date on the latest threshold methodology and case law for GHG emissions and has completed numerous GHG emissions analyses for CEQA projects. In addition, she is a member of the Association of Environmental Professional’s Climate 95 October 10, 2023 | Page 3
Change Committee and actively involved in development of GHG emissions thresholds approaches for development projects, and most recently, participated in the development of a white paper on establishing GHG reduction targets and thresholds for post-2020 GHG emissions analyses. The review of the GHG analysis will confirm the appropriate use of accepted thresholds of significance considering the Center for Biological Diversity v. California Department of Fish and Wildlife (Newhall Ranch), and Golden Door Properties, LLC v. County of San Diego/Sierra Club, LLC v. County of San Diego (2018) 27 Cal.App.5th 892. PlaceWorks will review that the technical modeling assumptions for construction and operational activities were conducted in accordance with the South Coast AQMD methodology, include an internal consistency evaluation of the modeling assumptions with the project description and traffic report, and evaluate recommended measures to reduce significant impacts of the project (if needed). PlaceWorks will summarize the findings in a memorandum. This scope of work assumes no more than one round of peer review and comment.

Biological Resources
ECORP will conduct a peer review of the 2023 Burrowing Owl Survey Report and the Western Riverside MSHCP Consistency Analysis Report prepared by Harmsworth Associates. The reports will be evaluated to determine if appropriate standard methods and applicable agency protocols were used to complete the studies. Requirements for additional studies or analyses will be determined and, if applicable, noted in the review but will not be conducted by ECORP under this scope of work. Conclusions, impacts, significance thresholds, recommendations, and mitigation measures will be reviewed for technical requirements and content, and a determination will be made as to whether they are in conformance with all the California Environmental Quality Act (CEQA) and Multiple Species Habitat Conservation Plan (MSHCP) guidelines. Any identified mitigation measures recommended to avoid potential impacts or reduce them to a less than significant level will also be reviewed.

ECORP will prepare a consolidated set of comments in a comment table indicating the page number, text, and our comment regarding any necessary revisions to the document. Providing comments in a table format will expedite Harmsworth ability to easily review and address ECORP comments regarding the documents. We anticipate that Harmsworth responds to comments in the table indicating the page number and/or section where each comment was addressed in the document.

Noise
Tony Chung, Associate Principal – Noise and Vibration, will conduct a third-party technical review of the noise technical study and associated modeling prepared for the proposed project. The review will confirm the use of accepted thresholds of significance, confirm that the technical modeling assumptions for construction and operational activities were conducted in accordance with industry standards and best practices evaluate internal consistency between the modeling assumptions and the project description and traffic report, and review recommended measures to reduce significant impacts of the project (if necessary). PlaceWorks will summarize the findings of the third -party technical evaluation in a memorandum. The technical analysis for noise is assumed to be complete and contain all inf ormation necessary to adequately evaluate impacts 96 October 10, 2023 | Page 4
associated with the proposed project. This scope of work assumes one (1) round of peer review and comment.

Deliverable(s):
− CEQA adequacy review technical memorandum to be provided for AQ/GHG/EN, Biological Resources, and Noise
TASK 3 – ADMINISTRATIVE DRAFT IS/MND
PlaceWorks will prepare an Initial Study with the latest CEQA Appendix G checklist that will include a description of the proposed project and detailed analysis of each of the project phases and their respective impacts on the below environmental areas:

Aesthetics
Agriculture and Forestry Resources
Air Quality
Biological Resources
Cultural Resources
Energy
Geology and Soils
Greenhouse Gas Emissions
Hazards and Hazardous Materials
Hydrology/Water Quality
Land Use and Planning
Mineral Resources
Noise
Population and Housing
Public Services
Recreation
Transportation
Tribal Cultural Resources
Utilities and Service Systems
Wildfire
Mandatory Findings of Significance
The IS /MND will include detailed explanations of all CEQA checklist determinations and discussions of potential environmental impacts. The analysis shall be in accordance with Sections 15063, 15070 and 15072 of the CEQA Guidelines. The IS/MND will identify and discuss the project location, environmental setting, existing uses onsite and in the vicinity, a project description, relevant background/history information, and previous environmental documentation, as applicable.

The IS/MND will be prepared utilizing the City’s preferred format. A discussion of the existing environmental baseline conditions will be provided for each issue area. The IS/MND will identify and evaluate the following: (1) potentially significant impacts ; (2) potentially significant impacts unless mitigated; (3) less than significant impacts; and (4) issues resulting in no impacts. The IS will consider relevant direct, indirect, and cumulative impacts . Findings will be clearly substantiated for each check list question to explain the basis for the assessment of No Impact, Less Than Significant Impact, Less Than Significant with Mitigation Incorporated, or Potentially Significant Impact. The IS/MND will identify mitigation measures, where applicable, to redu ce impacts to less than significant, as well as identify conditions that future development applications would have to comply with per the City’s direction.

The analysis will be based on available literature, including but not limited to the City’s Gener al Plan and Municipal Code; consultation with local public service and utility providers; and technical analyses listed above. PlaceWorks will submit the first screen check draft IS/MND to the City for review and comment . PlaceWorks will respond to the fir st screen check draft of the City and applicant.
97 October 10, 2023 | Page 5
TASK 4 – PUBLIC DRAFT IS/MND
PlaceWorks will revise the screen check draft IS/MND and prepare the Public Review Draft IS/MND and will submit a “proof” draft to the City for approval prior to release for the 30-day public review period. This task includes preparation of the Notice of Availability (NOA) for Public Review. PlaceWorks will prepare and submit the NOC to the State Clearinghouse and the NOA to the City for proper noticing and distribution. In addition, PlaceWorks will draft an Agency Letter, similar in text to the NOA, and email the information to allow agencies to download the project information from the City’s website. The state requires that all submittals to the Office of Planning and Research ( OPR) to be electronic. PlaceWorks will prepare all submittals for upload to the state site and will print 5 copies of the IS/MND.

TASK 5 – RESPONSE TO COMMENTS, MMRP & NOD
Upon completion of the public review period, PlaceWorks will provide written respon ses to written comments received on the Draft IS/MND during the public review period . Following City review of the Responses to Comments, PlaceWorks will make final revisions based on one round of City comments. The estimate of the level of effort in responding to comments is based on a low level of public controversy.

PlaceWorks will respond to one round of comments from the City and will revise the responses prepared as needed . PlaceWorks will make final revisions to the response to comments and IS/MND, as appropriate. PlaceWorks will prepare a “proof” Final IS/MND for approval by the City.

The Final IS/MND will include the responses to comments, any text changes to the IS/MND shown in strikeout/underline format, and the Mitigation Monitoring and Reporting Program (MMRP).

Mitigation Monitoring and Reporting Program
A MMRP will be developed by PlaceWorks for all mitigation measures identified because of significant project impacts. The MMRP will include a framework to implement the monitoring program including monitoring qualifications, specific monitoring activities, timing of monitoring activities, and a reporting system. The MMRP will be prepared for inclusion in the staff report as required by the City.

Notice of Determination
PlaceWorks will prepare a Notice of Determination (NOD) for the project, based on the findings of the Initial Study/Mitigated Negative Declaration. PlaceWorks assumes the City will file the NOD with the County Clerk within 5 days of project approval and ad option of the MND . PlaceWorks also assumes the City, or the applicant will be responsible for all filing fees.

TASK 6 – PROJECT MEETINGS AND PUBLIC HEARINGS
Project meetings and hearings include, but are not limited to, the following:
» Conference Call Meeting with City staff to review comments on Administrative Draft Initial Study #1
98 October 10, 2023 | Page 6
» Meeting with City staff to responses to comments
» AB 52 Consultation Calls (Typically two Tribes)
» Planning Commission Hearing
» City Council Hearing
Additional meeting attendanc e by PlaceWorks will be billed on a time- and-materials basis in accordance with the hourly rates for the personnel involved.

TASK 7 – PROJECT MANAGEMENT AND COORDINATION
PlaceWorks’ project manager will coordinate closely with the City, public agencies, an d the project team to ensure that the CEQA documents are legally defensible, accurate, and useful tools for decision makers when considering the approval of the project. The project manager will be the key contact for the City and will be responsible for ( 1) task scheduling and assignment, management of resources, monitoring of costs, and schedule adherence; (2) consultation and coordination with local, state, and federal agencies relative to the environmental document and the environmental review process; (3) coordination and communications with the project team to ensure that City policies, procedures, and any applicable codes are complied with and, where applicable, are incorporated into the environmental documents; (4) ensuring that the environmental review process satisfies the statutes and guidelines of CEQA and the City’s CEQA procedures; and (5) representing the consultant team in public meetings and project progress meetings if requested by the City.

If the schedule is extended beyond the anticipated schedule for reasons beyond the control of PlaceWorks, additional time for ongoing project management would be incurred, and an adjustment to our cost estimate may be required.

Proposed Schedule
Table 1, Proposed Schedule, provides a breakdown of the CEQA schedule. Note that the timeline does not include time for applicant or City review and revision. The CEQA schedule would begin once PlaceWorks receives the notice to proceed.

99 October 10, 2023 | Page 7
Table 1. Proposed CEQA Schedule
TASK APPROX. DURATION
WEEKS
Task 1 – Project Initiation & AB 52 3
Task 2 – Technical Study Peer Review 4
Task 3 – Admin Draft IS/MND 6
Task 4 – Public Review Draft & Distribution 6
Task 5 – Response to Comments, MMRP & NOD 4
Task 6 – Project Meetings and Public Hearings Ongoing
Task 7 – Project Management and Coordination Ongoing
Approximate Total Time from Authorized Start Date 23 b
a prepared concurrent with other tasks and does not affect schedule. b does not include review time by City or Applicant
Cost Estimate
The proposed fee assumes the preparation of one Initial Study to support either a Negative Declaration or Mitigated Negative Declaration for the project. PlaceWorks projects a cost to not exceed $77,852 (see Table 2, Proposed Fee ). As previously mentioned, we are willing to refine our scope of work and associated cost estimates to best meet the City’s needs.

Table 2. Proposed Fee

TASK COST
Task 1 – Project Initiation & AB 52 $1,627
Task 2 - Technical Study Peer Review $8,809
Ecorp – Biology Subconsultant for Biological Resources Document Review $3,311 Task 3 – Admin Draft IS/MND $34,252
Task 4 – Public Draft IS/MND & Distribution $6,742
Task 5. – Response to Comments, MMRP & NOD $11,750
Task 6. - Project Meetings and Public Hearings $5,202
Task 7 – Project Management & Coordination $8,670
Subtotal: Labor $77,052

REIMBURSABLES (COPIES & MAILING ONLY)
Misc. Printing, Postage, Deliveries, Mileage $800
Subtotal: Reimbursables $800
GRAND TOTAL $77,852
100

October 10, 2023 | Page 8
Table 2. Proposed Fee

TASK COST
Note: Budget does not include filing the NOD or the $2, 814 fee for filing the NOD (County administration fee $50 + $2,764 2023 CDFW fee).

Printing, postage, delivery, and mileage costs are estimates and will be charged at actual cost.

Acknowledgment
This proposal shall remain valid for a period of 90 days from the time of submittal. We look forward to working with you to bring about the successful completion of this project. If you have any questions regarding the contents of this proposal, please feel free to contact me at 858.776.554.

Thank you for the opportunity to propose on this project.

Respectfully submitted,

PLACEWORKS

Mark Teague, AICP
Principal

101

EXHIBIT “C”
Consultant Services Agreement between
PlaceWorks, Inc. and the City

102

AGREEMENT FOR SERVICES
By and Between

THE CITY OF WILDOMAR,
a municipal corporation
and
PLACEWORKS, INC.
a California Corporation
103

AGREEMENT FOR SERVICES

BETWEEN THE CITY OF WILDOMAR, CALIFORNIA

AND PLACEWORKS, INC

This Agreement for Services (“Agreement”) is entered into as of this 8th day of November, 2023 by and between the City of Wildomar, a municipal corporation (“City”) and PlaceWorks, Inc., a California Corporation (“Service Provider”). City and Service Provider are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

A. City has sought from its established on- call CEQA Service Provider, PlaceWorks, Inc., a Scope of Services and Budget to prepare a Mitigated Negative Declaration (MND) for the Largo Manufacturing Project (PA 23-0100) the performance of the services defined and described particularly in Section 2 of this Agreement.

B. Service Provider, following submission of a Scope of Services and Budget for the performance of the services defined and described particularly in Section 2 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the City of Wildomar’s Municipal Code, City has authority to enter into this Services Agreement and the City Manager has authority to execute this Agreement.

D. The Parties desire to formalize the selection of Service Provider for performance of those services defined and described particularly in Section 2 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained here and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:

SECTION 1. TERM OF AGREEMENT.

Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is for the timeframe outlined in the Scope of Services (Exhibit A) or until the IS/MND is adopted by the Planning Commission.

104

SECTION 2. SCOPE OF SERVICES & SCHEDULE OF PERFORMANCE. (a) Scope of Services . Service Provider agrees to perform the services set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and made a part of this Agreement by this reference.
(b) S chedule of Performance. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Service Provider shall be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce the Default provisions of this Agreement and may instead allow Service Provider to continue performing the Services.

SECTION 3. ADDITIONAL SERVICES.

Service Provider shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.

SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Service Provider the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed seventy -seven thousand, eight hundred and fifty two dollars ($77,852), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. In accordance with California Government Code Section 8546.7, if the Not to Exceed Amount exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement and the Service Provider's books and records related to this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement. (b) Each month Service Provider shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges in the following categories: labor (by sub- category), travel, materials, equipment, supplies, and sub-Service Provider contracts. Sub-Service Provider charges shall be detailed in the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of task performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Service Provider to determine whether the work performed, and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any 105

charges or expenses are disputed by City, the original invoice shall be returned by City to Service Provider for correction and resubmission.
(c) Except as to any charges for work performed or expenses inc urred by Service Provider which are disputed by City, City will use its best efforts to cause Service Provider to be paid within forty-five (45) days of receipt of Service Provider’s correct and undisputed invoice.
(d) Payment to Service Provider for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Service Provider.

SECTION 5. INSPECTION AND FINAL ACCEPTANCE.

City may inspect and accept or reject any of Service Provider’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Service Provider’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Service Provider’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud.

Acceptance of any of Service Provider’s work by City shall not constitute a waiver of any of the provi sions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
SECTION 6. OWNERSHIP OF DOCUMENTS; EXCEPTIONS; WARRANTY Except as otherwise provided below, all documents, data, studies, drawings, maps, models, photographs and reports prepared by service provider (collectively, “Documents”) under this Agreement are City’s property. Service Provider may retain copies of such Documents as desired but will deliver all original materials to City upon City’s written notice. City agrees that use of Service Provider’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at City’s own risk. Service Provider warrants that all Documents it drafts and completes pursuant t o this Agreement constitute original work. Specifically, Service Provider understands and agrees that use of artificial intelligence (AI) tools including, without limitation, ChatGPT, Microsoft’s Bing Chat, Google’s Bard, and Meta’s LLM MA (Large Language Model Meta AI), in the performance of this Agreement does not constitute an original work, i.e., submitting Documents generated by such AI tools to City and representing it as Service Provider’s original work constitutes a material breach of this Agreement, constitutes a false claim, and may also violate applicable intellectual property right laws including, without limitation, United States Copyright Law. Accordingly, and notwithstanding any other provision of this Agreement as to ownership, City specifical ly rejects ownership of such Documents. Service Provider is required to indemnify and defend City to the fullest extent allowed by applicable law should it violate this Section.

disposed of by City without the permission of the Service Provider. Upon completion, expiration or termination of this Agreement, Service Provider shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys , reports, data, notes, computer files, files and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Service Provider in the course of providing the Services pursuant to this Agreement, Service Provider’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shal l not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.

All Final Work Product developed by Service Provider in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Service Provider. Upon completion, expiration or termination of this Agreement, Service Provider shall turn over to City all such Final Work Product if paid for by the City. This provision specifically excludes Service Providers’ work notes and drafts, which are owned by Service Provider, not City.

SECTION 7. SERVICE PROVIDER'S BOOKS AND RECORDS.
(a) Service Provider shall maintain any and all documents and records demonstrating or relating to Service Provider’s performance of the Services. Service Provider shall maintain any an d all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Service Provider pursuant to this Agreement. Any and all suc h documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Service Provider’s address indicated for receipt of notices in this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Service Provider’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such 107

documents and records shall be granted to City, as well as to its successors -in-interest and authorized representatives.

SECTION 8. INDEPENDENT CONTRACTOR.
(a) Service Provider is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Nothing in this Agreement may be construed to be inconsistent with this relationship or status. Service Provider shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Service Provider shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) Service Provider shall perform all Services as an independent contractor of City and shall remain at all times as to City, a wholly independent contractor with only such obligations as are consistent with that role. Service provider shall be solely responsible for the means, methods, techniques, sequences and procedures in performance of Services. The personnel performing the Services under this Agreement on behalf of Service Provider shall at all times be under Service Provider’s exclusive direction and control. Any terms within this Agreement regarding City directives apply to a concern the result of Service Provider’s provision of service and not the means, methods, or scheduling of the Service Provider’s work. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Service Prov ider or any of Service Provider’s officers, employees, or agents except as set forth in this Agreement. Service Provider shall not at any time or in any manner represent that Service Provider or any of Service Provider’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Service Provider, nor any of Service Provider’s officers, employees or agents, shall obtain any privileges or rights to retirement, health care or any other benefits which may otherwi se accrue to City’s employees. Service Provider expressly waives any claim Service Provider may have to any such benefits, privileges or rights.

SECTION 9. STANDARD OF PERFORMANCE.

Service Provider represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Service Provider shall at all times faithfully, competently and to the best of its ability, experience and talent, per form all Services. In meeting its obligations under this Agreement, Service Provider shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Service Provi der under this Agreement. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Work” that shall also be applicable to Service Provider’s work under this Agreement. Where there is a conflict between a general and a specific standard of 108

performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.

Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Service Provider to comply with this section.

SECTION 11. PREVAILING WAGE LAWS
It is the understanding of City and Service Provider that California prevailing wage laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction" includes work performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work.

SECTION 12. NONDISCRIMINATION.

Service Provider shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.

SECTION 13. UNAUTHORIZED ALIENS.

Should Service Provider so employ such unauthorized aliens for the performance of the Services and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Service Provider hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.

officer, employee, agent or subcontractor without the express written consent of the City Manager. Service Provider agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.
(b) City understands and acknowledges that Service Provider is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Service Provider is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Service Provider will perform non- related services for other governmental agencies and private Parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.

SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Service Provider in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Service Provider. Service Provider shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
(b) Service Provider, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Service Provider gives City notice of such court order or subpoena.
(c) If Service Provider, or any officer, employee, agent or subcontractor of Service Provider, provides any information or work product in violation of this Agreement, then City shall have the right to reim bursement and indemnity from Service Provider for any damages, costs and fees, including attorney's fees, caused by or incurred as a result of Service Provider’s conduct.

mean the right by City to control, direct, or rewrite said response. Service Provider shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made in confidence to a Federal, State, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law or for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

SECTION 16. INDEMNIFICATION.
(a) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Service Provider’s services, to the fullest extent permitted by law, Service Provider shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorney’s fees and costs, court costs, interest, defense costs, and expert witness fees) arise out of, are a consequence of, or are in any way attributable to, in whole or in part, any negligent or wrongful act, error or omission of Service Provider, or by any individual or entity for which Service Provider is legally liable, including but not limited to officers, agents, employees or sub-contractors of Service Provider, in the performance of professional services under this Agreement.
(b) I
ndemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Service Provider shall indemnify, protect, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorney’s fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Service Provider, or by any individual or entity for which Service Provider is legally liable, including but not limited to officers, agents, employees or sub-contractors of Service Provider. (c) I
ndemnification from Sub- Service Providers. Service Provider agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each and every sub-Service Provider or any other person or entity involved by, for, with or on behalf of Service Provider in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Service Provider fails to obtain such indemnity obligations from others as required herein, Service Provider agrees to be fully responsible according to the terms of this section. Failure of Ci ty to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Service Provider and shall survive the termination of this Agreement or this section. 111

(d) City’s Negligence . The provisions of this section do not apply to claims occurring as a result of City’s sole negligence. The provisions of this section shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents.

SECTION 17. INSURANCE.

Service Provider agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance policies set forth in Exhibit “C” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Service Provider agrees to provide City with copies of required policies upon request.

SECTION 18. ASSIGNMENT.

The expertise and experience of Service Provider are material considerations for this Agreement. City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Service Provider under this Agreement. In recognition of that interest, Service Provider shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Service Provider’s duties or obligations under this Agreement without the prior written consent of the City. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Service Provider, in the performance of its duties pursuant to this Agreement, may utilize sub-contractors.

SECTION 19. CONTINUITY OF PERSONNEL.

Service Provider shall make every reasonable effort to maintain the stability and continuity of Service Provider’s staff and sub-contractors, if any, assigned to perform the Services. Service Provider shall notify City of any changes in Service Provider’s staff and sub-contractors, if any, assigned to perform the Services prior to and during any such performance.

SECTION 20. TERMINATION OF AGREEMENT.
(a) City may te rminate this Agreement, with or without cause, at any time by giving thirty (30) days written notice of termination to Service Provider. In the event such notice is given, Service Provider shall cease immediately all work in progress. (b) Service Provider may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City. (c) If either Service Provider or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Service Provider, or City may terminate this Agreement immediately upon written notice. 112

(d) Upon termination of this Agreement by either Service Provider or City, all property belonging exclusively to City which is in Service Provider’s possession shall be returned to City. Service Provider shall furnish to City a final invoice for work performed and expenses incurred by Service Provider, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement.

SECTION 21. DEFAULT.

In the event that Service Provider is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Service Provider for any work performed after the date of default. Instead, the City may give notice to Service Provider of the default and the reasons for the default. The notice shall include the timeframe in which Service Provider may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Service Provider is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Service Provider does not cure the default, the Ci ty may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Service Provider’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

SECTION 22. EXCUSABLE DELAYS.

Service Provider shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Service Provider. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.

SECTION 23. COOPERATION BY CITY.

All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Service Provider in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.

SECTION 24. NOTICES.

All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows:
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To City: City of Wildomar
Attn: City Manager
23873 Clinton Keith Rd., Suite 110
Wildomar, CA 92595
To Service Provider: PlaceWorks, Inc.

Attn: Kara L. Kosel, Vice President of Finance
3 MacArthur Place, Suite # 1100
Santa Ana, CA 92707

Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.

SECTION 25. AUTHORITY TO EXECUTE.

Each of the signatories hereto represents and warrants that he or she is competent and authorized to enter into this Agreement on behalf of the Party for whom he or she purports to sign. Each Party hereto agrees to defend, indemnify, and hold harmless the other Parties hereto against all claims, suits, actions, and demands, including necessary expenses of investigation and reasonable attorneys' fees and costs, arising out of claims that its signatory was not competent or so authorized to execute this Agreement.

SECTION 26. ADMINISTRATION AND IMPLEMENTATION.

This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Wildomar Municipal Code.

SECTION 27. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 28. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Service Provider and by the City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the Ci ty Manager’s contracting authority under the Wildomar Municipal Code. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void. The City’s City Manager may, but is not required to, make minor amendments not affecting substantive terms without further authorization from the City Council. The City Council hereby authorizes the City Manager to execute any such amendments as required by this 114

Agreement or that do not otherwise reduce City’s ri ghts under this Agreement. All other amendments shall be approved by the City Council.

SECTION 29. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or servi ces by Service Provider shall not constitute a waiver of any of the provisions of this Agreement.

SECTION 30. LAW TO GOVERN; VENUE.

This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.

SECTION 31. ATTORNEY’S FEES, COSTS AND EXPENSES.

In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.

SECTION 32. ENTIRE AGREEMENT.

This Agreement, including the attached Exhibits "A" through "C", is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings, whether oral or written, or entered into between Service Provider and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.

SECTION 33. SEVERABILITY.

If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be inval id, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).

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116
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EXHIBIT "A" - SCOPE OF SERVICES

I. Service Provider will perform the following Services:

A. Refer to Attached Scope of Services
B. Refer to Attached Scope of Services
C. Refer to Attached Scope of Services
D. Refer to Attached Scope of Services

II. As part of the Services, Service Provider will prepare and deliver the following tangible work products to the City:

A. Refer to Attached Scope of Services
B. Refer to Attached Scope of Services
C. Refer to Attached Scope of Services
D. Refer to Attached Scope of Services

III. During performance of the Services, Service Provider will keep the City appraised of the status of performance by delivering the following status reports:

A. Refer to Attached Scope of Services
B. Refer to Attached Scope of Services
C. Refer to Attached Scope of Services
D. Refer to Attached Scope of Services

IV. The tangible work products and status reports will be delivered to the City pursuant to the following schedule:

A. Refer to Attached Scope of Services
B. Refer to Attached Scope of Services
C. Refer to Attached Scope of Services
D. Refer to Attached Scope of Services

V. Service Provider will utilize the following personnel to accomplish the Services:

A. Refer to Attached Scope of Services
B. Refer to Attached Scope of Services
C. Refer to Attached Scope of Services
D. Refer to Attached Scope of Services

VI. Service Provider will utilize the following subcontractors to accomplish the Services:

A. Refer to Attached Scope of Services
B. Refer to Attached Scope of Services
C. Refer to Attached Scope of Services
D. Refer to Attached Scope of Services

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EXHIBIT "B"

COMPENSATION

I. Service Provider shall use the following rates of pay in the performance of the Services:

A. Refer to Scope of Services for Budget/Compensation

II. Service Provider may utilize sub- contractors as indicated in this Agreement. The hourly rate for any subcontractor is not to exceed the amount outlined in the Scope of Services for Budget/Compensation.

III. The total compensation for the Services shall not exceed $7 7,852, as provided in Section 4 “Compensation and Method of Payment” of this Agreement.

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October 10, 2023
Matthew C. Bassi
Community Development Director
City of Wildomar
23873 Clinton Keith Road, Suite 110
Wildomar, CA 92595
Subject: MND Proposal for the Largo Concrete Manufacturing Project (PA 23-0100) Dear Mr. Bassi:

October 10, 2023 | Page 2
if needed. This scope and budget do not account for the preparation of an Environmental Impact Report; the scope and budget would be revised accordingly.

October 10, 2023 | Page 3
Change Committee and actively involved in development of GHG emissions thresholds approaches for development projects, and most recently, participated in the development of a white paper on establishing GHG reduction targets and thresholds for post-2020 GHG emissions analyses. The review of the GHG analysis will confirm the appropriate use of accepted thresholds of significance considering the Center for Biological Diversity v. California Department of Fish and Wildlife (Newhall Ranch), and Golden Door Properties, LLC v. County of San Diego/Sierra Club, LLC v. County of San Diego (2018) 27 Cal.App.5th 892. PlaceWorks will review that the technical modeling assumptions for construction and operational activities were conducted in accordance with the South Coast AQMD methodology, include an internal consistency evaluation of the modeling assumptions with the project description and traffic report, and evaluate recommended measures to reduce significant impacts of the project (if needed). PlaceWorks will summarize the findings in a memorandum. This scope of work assumes no more than one round of peer review and comment.

October 10, 2023 | Page 4
associated with the proposed project. This scope of work assumes one (1) round of peer review and comment.

October 10, 2023 | Page 5
TASK 4 – PUBLIC DRAFT IS/MND
PlaceWorks will revise the screen check draft IS/MND and prepare the Public Review Draft IS/MND and will submit a “proof” draft to the City for approval prior to release for the 30-day public review period. This task includes preparation of the Notice of Availability (NOA) for Public Review. PlaceWorks will prepare and submit the NOC to the State Clearinghouse and the NOA to the City for proper noticing and distribution. In addition, PlaceWorks will draft an Agency Letter, similar in text to the NOA, and email the information to allow agencies to download the project information from the City’s website. The state requires that all submittals to the Office of Planning and Research ( OPR) to be electronic. PlaceWorks will prepare all submittals for upload to the state site and will print 5 copies of the IS/MND.

The Final IS/MND will include the responses to comments, any text changes to the IS/MND shown in strikeout/underline format, and the Mitigation Monitoring and Reporting Program (MMRP).

October 10, 2023 | Page 6
» Meeting with City staff to responses to comments
» AB 52 Consultation Calls (Typically two Tribes)
» Planning Commission Hearing
» City Council Hearing
Additional meeting attendanc e by PlaceWorks will be billed on a time- and-materials basis in accordance with the hourly rates for the personnel involved.

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October 10, 2023 | Page 7
Table 1. Proposed CEQA Schedule
TASK APPROX. DURATION
WEEKS
Task 1 – Project Initiation & AB 52 3
Task 2 – Technical Study Peer Review 4
Task 3 – Admin Draft IS/MND 6
Task 4 – Public Review Draft & Distribution 6
Task 5 – Response to Comments, MMRP & NOD 4
Task 6 – Project Meetings and Public Hearings Ongoing
Task 7 – Project Management and Coordination Ongoing
Approximate Total Time from Authorized Start Date 23 b
a prepared concurrent with other tasks and does not affect schedule. b does not include review time by City or Applicant
Cost Estimate
The proposed fee assumes the preparation of one Initial Study to support either a Negative Declaration or Mitigated Negative Declaration for the project. PlaceWorks projects a cost to not exceed $77,852 (see Table 2, Proposed Fee ). As previously mentioned, we are willing to refine our scope of work and associated cost estimates to best meet the City’s needs.

Table 2. Proposed Fee

REIMBURSABLES (COPIES & MAILING ONLY)
Misc. Printing, Postage, Deliveries, Mileage $800
Subtotal: Reimbursables $800
GRAND TOTAL $77,852
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October 10, 2023 | Page 8
Table 2. Proposed Fee

TASK COST
Note: Budget does not include filing the NOD or the $2, 814 fee for filing the NOD (County administration fee $50 + $2,764 2023 CDFW fee).

Printing, postage, delivery, and mileage costs are estimates and will be charged at actual cost.

Thank you for the opportunity to propose on this project.

Respectfully submitted,

PLACEWORKS

Mark Teague, AICP
Principal

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Exhibit C
Insurance Requirements
Service Provider shall procure and maintain, for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Service Provider, its agents, representatives, or employees.

MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if Service Provider has no owned autos, Code 8 (hired) and 9 (non- owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
(Not required if Service Provider provides written verification it has no employees)

4. Professional Liability (Errors and Omissions) Insurance appropriate to the Service Provider’s profession, with limit no less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. The Retroactive Date must be shown and must be before the date of the Agreement or the beginning of Agreement work. Insurance must be maintained, and evidence of insurance must be provided for at least five (5) years after completion of the Agreement of work. If coverage is canceled or non- renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the Agreement effective date, the Service Provider must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Agreement work. A copy of the claims reporting requirements must be submitted to the City for review.

If the Service Provider maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or higher limits maintained by the Service Provider. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.
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Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Service Provider including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Service Provider’s i nsurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

Primary Coverage
For any claims related to this Agreement, the Service Provider’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shal l be excess of the Service Provider’s insurance and shall not contribute with it.

Notice of Cancellation
Service Provider shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required policies are reduced; (3) or the deductible or self -insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Service Provider shall forthwith obtain and submit proof of substitute insurance.

Waiver of Subrogation
Service Provider hereby grants to City a waiver of any right to subrogation which any insurer of said Service Provider may acquire against the City by virtue of the payment of any loss under such insurance. Service Provider agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed wi th a waiver of subrogation in favor of the City for all work performed by the Service Provider, its employees, agents and subcontractors.

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

129

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

Verification of Coverage
Service Provider shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Service Provider’s obligation to provide the m. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Subcontractors
Service Provider shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Service Provider shall ensure that City is an additional insured on insurance required from subcontractors.

Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. 130

CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.5
Meeting Date: November
8, 2023
SUBJECT:

Fund Balance and Reserve Policy
SUBMITTED BY:

Heidi Schrader
PREPARED BY:

Heidi Schrader

ACTION:

Adopt a Resolution entitled:

RESOLUTION NO. 2023 - ___

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR, CALIFORNIA,

ADOPTING A FUND BALANCE AND RESERVE POLICY
SUMMARY:

This item adopts a City of Wildomar Fund Balance and Reserve Policy

BACKGROUND:

The City of Wildomar initially established a Fund Balance policy in 2011 to provide a measure of protection for the City against unforeseen circumstances and to comply with GASB Statement No. 54. At the time, the City committed that 10% of General Fund budgeted expenditures for any given fiscal year be retained as a Reserve for specific uses such as economic uncertainty, declaration of a local, state or federal emergency disaster, or any other emergency expenditures deemed appropriate by City Council. The policy stated that City Council could change the amount of the commitment and/or specific use of reserve funds by majority vote.

The City's current reserves and revenue sources have changed significantly since the adoption of the prior Fund Balance policy. Several years of economic growth and conservative fiscal management, coupled with the passage of Measure AA have allowed the City to establish healthy, stable reserve balances in both the General Fund and Measure AA Fund.

It
is important to keep the policy updated to deal with the City's current economic and fiscal reality and guard against economic downturns.
131

DISCUSSION:

On October 11, 2023, the City Council received and provided input on considerations for a new Fund Balance and Reserve policy.

Staff recommended and received confirmation that the
policy should address both General Fund and Measure AA Reserve Funds separately. This allows Council to delineate more clearly what those funds can be reserved for – Measure AA Reserves will be tied to public safety contract costs and road maintenance projects or for addressing homelessness. The General Fund Reserve will be designated for maintaining operating levels, facilities maintenance, and repairs. 15% of each fund will be set aside as an Economic Stability reserve, available to react to dramatic drops in revenues that are highly sensitive to economic conditions and or to adapt to significant unanticipated expenditures and rate increases. Another 5% of each fund will be set aside in an Extreme Event Reserve to allow the City to respond quickly and decisively to man-made or natural disasters.

City Council may also designate specific fund balance for future capital projects it has determined to be in the best long-term interests of the City, like a second fire station, park enhancements, public safety equipment, and road improvements. At the end of the fiscal year, as part of the ACFR process, staff would determine if there is a positive net change in fund balance – or a surplus of revenues over expenditures.

Staff would present any prior year surplus to Council to assign a purpose for those funds, whether it be to enlarge the reserve for economic uncertainty, or to assign those funds to a specific project like opening a new park, securing property for new parks or fire stations.

These purposes will be established at the time that the surplus is taken to City Council based on where the surplus is identified. For example:

Salary savings (minus any offsetting contract costs used to backfill any unfilled positions) would be assigned to an staffing retention reserve Lease savings as a result of purchasing the City Hall building would be assigned to a facilities capital reserve
Public safety contract savings would be assigned to a public safety reserve for one time equipment purchases and to offset spikes in future contract costs.

Should committed reserves fall below the City’s target amounts, the City Manager will propose a plan within 180 days to the City Council for the replenishment of the reserve(s). The City will strive to replenish the reserves within one year of use, but will fully replenish it within five years of use.

FISCAL IMPACT:

There is no fiscal impact to adoption of this policy.

ATTACHMENTS:
132
Policy_Resolution11_8_2023.docx
Exhibit B_Wildomar Reserve Policy_New.docx
Exhibit C_GASB Statement 54.docx
133
RESOLUTION NO. 2023 - _____

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF WILDOMAR,

CALIFORNIA, ADOPTING A FUND BALANCE AND RESERVE POLICY
WHEREAS, a Reserve Fund is a legal mechanism for setting aside funds to finance future projects, address economic downturns and fiscal hardships, and respond to emergencies; and
WHEREAS, A Reserve Fund policy serves as the roadmap for the City’s future spending and commitment of funds, clearly defining the intended use for each committed reserve that the City Council establishes; and
WHEREAS, the City believes it is important to adopt a Fund Balance and Reserve policy to set a clear path and ensure transparency regarding City Council intentions.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF WILDOMAR DOES HEREBY FIND, DETERMINE AND RESOLVE AS FOLLOWS:

SECTION 1. FUND BALANCE AND RESERVE POLICY. Upon adoption of this Resolution, City Council adopts the Fund Balance and Reserve Policy attached as Exhibit B.

PASSED, APPROVED, AND ADOPTED this 8th day of November 2023. ______________________________
Joseph Morabito
Mayor
APPROVED AS TO FORM: ATTEST:
______________________________ ______________________________ Thomas D. Jex Janet Morales
City Attorney City Clerk
134

CITY OF WILDOMAR

CITY COUNCIL POLICY

SUBJECT: Fund Balance and Reserve Policy
EFFECTIVE DATE: 11/8/2023
LAST REVISED: 11/8/2023

1 I. PURPOSE
The purpose of the Fund Balance and Reserve Policy is to ensure strong fiscal management to guide the City of Wildomar’s financial planning. A reserve is one of the City’s most important hedges against risk. It helps ensure that the City can provide consistent, uninterrupted municipal servi ces in the event of economic disruption or a natural or man -made disaster. Additionally, the policy will: aid in reducing financial impacts of temporary revenue shortfalls or spikes in contracted expenses, allowing the City to respond to challenges of a changing economic environment; and preserve adequate reserve levels to improve or maintain the City’s credit worthiness.

The Fund Balance and Reserve Policy establishes the appropriate level of reserves in the General Fund and in Measure AA. It sets conditions warranting the use of reserves and outlines the plan to replenish them if balances fall below the levels established in this policy.

II. BACKGROUND
Governmental Accounting Standards Board (GASB) Statement No. 54, Fund Balance Reporting and Governmental Fund Type Definitions was implemented in fiscal year 2010 -2011 with the intent of improving financial reporting by providing fund balance categories that are more easily understood. The categories are more clearly defined to make the nature and extent of the constraints placed on a government’s fund balance more transparent. This Fund Balance and Reserve Policy establishes the procedures for reporting unrestricted fund balance in financial statements. The policy also authorizes and directs the Administrative Services Director to prepare financial reports which accurately categorize fund balance as per GASB Statement No. 54.

There are five separate components of fund balance which identify the specific purposes for which amounts can be spent:

1. Non-expendable Fund Balance - Amounts that cannot be spent because they are either (a) not in spendable form, such as prepaid items or inventories; or (b) legally required to be maintained intact, such as the principal portion of an endowment.

2. Restricted Fund Balance - Amounts for a specific purpose that are either (a) externally imposed by creditors (such as through debt covenants), grantors, contributors, other governments’ regulations; or (b) imposed by law through constitutional provisions or enabling legislation.

3. Committed Fund Balance - Amounts authorized for specific purposes by a government’s highest level of decision-making authority (City Council). These committed amounts cannot be used for any other purpose unless the City Council removes or changes the specified use through the same formal action taken to establish the commitment. City Council action to commit fund balance needs to occur within the fiscal reporting period , however, the amount can be determined subsequently.

4. Assigned Fund Balance - Amounts that are constrained for specific purposes but are neither restricted nor committed. For all governmental funds other than the General Fund, any remaining amounts not classified as non-expendable, restricted, or committed are considered assigned. For 135

CITY OF WILDOMAR

CITY COUNCIL POLICY

SUBJECT: Fund Balance and Reserve Policy
EFFECTIVE DATE: 11/8/2023
LAST REVISED: 11/8/2023

2 the General Fund, this policy delegates the authority to propose amounts to be used for specific purposes to the Administrative Services Director, in consultation with the City Manager for the purpose adopting these amounts in the operating budget and reporting in the annual financial statements.

5. Unassigned Fund Balance - Residual net resources of the General Fund in excess of what can be classified in one of the other four categories.

III. POLICY
The Government Finance Officers Association ( GFOA) recommends that general -purpose governments maintain reserves in the general fund of no less than two months (16.67%) of annual general fund operating revenues or annual general fund operating expenditures. The City of Wildomar will commit to reserve a total of 20% of budgeted annual operating revenues in both the General Fund and Measure AA fund.

General Fund Committed Fund Balance
The City will strive to hold the amount listed below in its committed General Fund balance, expressed as a percentage of the City’s budgeted and ongoing Genera l Fund operating revenue. One-time revenues should be excluded from this annual calculation. These designated reserves are broken into the following two separate categories, each with the associated target amount:
• 15% of annual original budgeted operating revenue – Economic Stability Reserve.

Available to protect and preserve City services from dramatic drops in General Fund revenues that are highly sensitive to economic conditions, like sales tax and property tax. Eligible uses of these reserve funds include:
o Loss of major revenue source(s) due to financial hardship or economic downturn o State-imposed take of local revenue/mandated payments o Significant unanticipated expenditures
o Temporarily sustain staffing during periods of extreme economic downturn o Significant payout of eligible Leave for employees leaving City service • 5% of annual original budgeted operating revenue – Extreme Event Reserve .

Available to respond quickly and decisively to man-made or natural disasters. This reserve could fund the initial public safety response or repairs and reconstruction of public right of way required in the aftermath of an event.

Measure AA Committed Fund Balance
The City will strive to hold the amount listed below in its committed Measure AA Fund balance, expressed as a percentage of the City’s budgeted and ongoing Measure AA operating revenue. Measure AA reserves will be tied to public safety contract costs and road maintenance projects or for addressing homelessness.

One-time revenues should be excluded from this annual calculation. 136

CITY OF WILDOMAR

CITY COUNCIL POLICY

SUBJECT: Fund Balance and Reserve Policy
EFFECTIVE DATE: 11/8/2023
LAST REVISED: 11/8/2023

3 • 15% of annual original budgeted operating revenue – Economic Stability Reserve.

Available to protect and preserve Measure AA fund from dramatic drops sales tax revenue. Eligible uses of these reserve funds include:
o Buffer unanticipated spikes in public safety contract increases o State imposed mandated expenses related to homeless ness, street repair and/or maintenance, and public safety
• 5% of annual original budgeted operating revenue – Extreme Event Reserve.

Available to respond quickly and decisively to man -made or natural disasters. This reserve could fund an initial public safety response or emergency repairs to streets and roads required in the aftermath of an event.

Assigned Fund Balance
The City may choose to designate additional amounts for purposes other than those described above. For example, the City may wish to set aside monies for a one-time investment in a special project or program like a second fire station, park enhancements, and road improvements; or to fund an unfunded pension or other post-employment benefit liability.

At the end of each fiscal year, the Finance Department will report on the audited year-end financial results.

In the event that actual General Fund revenues exceed expenditures and encumbrances, a year -end operating surplus shall be reported. Any year-end operating surplus which exceeds the levels required by the reserve policies, noted above, will be deemed as Assigned Fund Balance, and shall be appropriated for one-time (nonrecurring) expenditures in accordance with the following guidelines, subject to City Council approval.

1. Public Safety equipment or non-recurring programs

2. Capital improvement projects

3. Unfunded liabilities related to CalPERS pension and/or Other Postemployment Benefits (OPEB)

4. Reduction, or avoidance, of City debt
Ongoing, or recurring expenditures, are not appropriate uses of available Assigned Fund Balance.

Priority Funding of Reserve Targets
Funding of the assigned fund balance and the two committed fund balances to be within their targeted amounts, will come generally from one-time revenues and/or expenditure savings, and projected General Fund revenues in excess of projected expenditures. Replenishing these accounts will generally occur in the following priority order:

1. Working capital (assigned fund balance) for the duration of the Five-Year Forecast

2. Economic Stability Reserve

3. Extreme Event Reserve
137

CITY OF WILDOMAR

CITY COUNCIL POLICY

SUBJECT: Fund Balance and Reserve Policy
EFFECTIVE DATE: 11/8/2023
LAST REVISED: 11/8/2023

4 If, based on use and/or City staff’s analysis and forecasting, the target range is not being met, or is likely not going to be met at some point within a five-year time horizon, then a plan to meet the target balance will be developed. The plan will be presented to the City Council for consideration.

Acceptable Uses of Reserves
Reserves are meant to address unexpected, nonrecurring costs. Reserves should not be used for recurring annual operating costs. An exception is poor economic conditions or events that disrupt Wildomar’s revenues. In such cases, reserves may be used to provide short -term relief so that Wildomar can restructure its operations in an orderly manner. Such use will only take place in the context that the City will concurrently adopt a plan to reach a sustainable, balanced budget structure.

If necessary, the City should only use up to 50% of either designated reserve to continue operations. The use of the reserves is limited in this way so that a reserve balance will be available to help address additional financial issues or extreme events encountered in the subsequent year. Further, use of a significant portion of the economic Stability Reserve in any given year should be accompanied by analysis of the fiscal outlook and, if necessary, consideration of reductions to ongoing operations to ens ure fiscal sustainability.

Authority to Use Reserves
Should unforeseen and unavoidable events occur that require the expenditure of City resources beyond those provided for in the annual budget, the City Manager or designee shall have authority to approve appropriations from the Economic Stability Reserve and/or Extreme Event Reserve. The City Manager or designee shall then present to the City Council for authorization a budget amendment detailing the nature of the emergency or economic event triggering the appropriation of the reserve funds.

Replenishment of Reserves
In the event committed reserves are used in an amount that takes them below the City’s target amounts, the City Manager shall propose a plan within 180 days to the City Council for the replenishment of the reserve(s). The City will strive to replenish the reserves within one year of use, but will fully replenish it within five years of use.

These guidelines may be suspended, in whole or part, if financial or economic circumstances prevent meeting any or all the timelines.

This policy is instituted to provide a measure of protection for the City against unforeseen circumstances and to comply with GASB Statement No. 54. No other policy or procedure supersedes the authority and provisions of this policy.
138
STATEMENT NO. 54

FUND BALANCE REPORTING AND GOVERNMENTAL FUND TYPE DEFINITIONS (ISSUED 02/09)
The objective of this Statement is to enhance the usefulness of fund balance information by providing clearer fund balance classifications that can be more consistently applied and by clarifying the existing governmental fund type definitions. This Statement establishes fund balance classifications that comprise a hierarchy based primarily on the extent to which a government is bound to observe constraints imposed upon the use of the resources reported in governmental funds.

The initial distinction that is made in reporting fund balance information is identifying amounts that are considered nonspendable, such as fund balance associated with inventories. This Statement also provides for additional classification as restricted, committed, assigned, and unassigned based on the relative strength of the constraints that control how specific amounts can be spent.

The restricted fund balance category includes amounts that can be spent only for the specific purposes stipulated by constitution, external resource providers, or through enabling legislation. The committed fund balance classification includes amounts that can be used only for the specific purposes determined by a formal action of the government’s highest level of decision-making authority. Amounts in the assigned fund balance classification are intended to be used by the government for specific purposes but do not meet the criteria to be classified as restricted or committed. In governmental funds other than the general fund, assigned fund balance represents the remaining amount that is not restricted or committed. Unassigned fund balance is the residual classification for the government’s general fund and includes all spendable amounts not contained in the other classifications. In other funds, the unassigned classification should be used only to report a deficit balance resulting from overspending for specific purposes for which amounts had been restricted, committed, or assigned. Governments are required to disclose information about the processes through which constraints are imposed on amounts in the committed and assigned classifications.

Governments also are required to classify and report amounts in the appropriate fund balance classifications by applying their accounting policies that determine whether restricted, committed, assigned, and unassigned amounts are considered to have been spent. Disclosure of the policies in the notes to the financial statements is required.

This Statement also provides guidance for classifying stabilization amounts on the face of the balance sheet and requires disclosure of certain information about stabilization arrangements in the notes to the financial statements.

The definitions of the general fund, special revenue fund type, capital projects fund type, debt service fund type, and permanent fund type are clarified by the provisions in this Statement. Interpretations of certain terms within the definition of the special revenue fund type have been provided and, for some governments, those interpretations may affect the activities they choose to report in those funds. The capital projects fund type definition also 139
was clarified for better alignment with the needs of preparers and users. Definitions of other governmental fund types also have been modified for clarity and consistency.

The requirements of this Statement are effective for financial statements for periods beginning after June 15, 2010. Early implementation is encouraged. Fund balance reclassifications made to conform to the provisions of this Statement should be applied retroactively by restating fund balance for all prior periods presented.

How the Changes in This Statement Will Improve Financial Reporting The requirements in this Statement will improve financial reporting by providing fund balance categories and classifications that will be more easily understood. Elimination of the reserved component of fund balance in favor of a restricted classification will enhance the consistency between information reported in the government-wide statements and information in the governmental fund financial statements and avoid confusion about the relationship between reserved fund balance and restricted net assets. The fund balance classification approach in this Statement will require governments to classify amounts consistently, regardless of the fund type or column in which they are presented. As a result, an amount cannot be classified as restricted in one fund but unrestricted in another. The fund balance disclosures will give users information necessary to understand the processes under which constraints are imposed upon the use of resources and how those constraints may be modified or eliminated. The clarifications of the governmental fund type definitions will reduce uncertainty about which resources can or should be reported in the respective fund types.

Unless otherwise specified, pronouncements of the GASB apply to financial reports of all state and local governmental entities, including general purpose governments; public benefit corporations and authorities; public employee retirement systems; and public utilities, hospitals and other healthcare providers, and colleges and universities.

Paragraph 3 discusses the applicability of this Statement. 140

CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.6
Meeting Date: November
8, 2023
SUBJECT:

Flock Safety Automatic License Plate Reader Master Services Agreement
SUBMITTED BY:

Heidi Schrader
PREPARED BY:

Heidi Schrader

ACTION:

2. Approve a supplemental appropriation in the Measure AA fund in the amount of $18,550 for the deployment of seven new cameras within City limits.

SUMMARY:

Approval of the Master Services Agreement will maintain the software platform cost for each City owned camera (14) at $2,500 per camera per year for a five year term. In addition, it also sets the cost to add seven (7) new cameras at $2,500.

BACKGROUND:

The City and Flock Safety entered into an agreement for Automated License Plate Reader camera hardware, services, hosting, and software platform in July 2021. At that time, the agreement had a one year term with an additional 12 month renewal, and outlined a cost of $2,500 per camera per year. The City currently has 14 Flock Automated License Plate Reader cameras deployed throughout the City for a total cost of $35,000 per year.

Representatives from Flock recently reached out to City staff offering an opportunity to lock in the same $2,500 per camera per year cost for an additional contract term if an agreement is signed prior to December 2023. If the agreement is not locked in, the cost to maintain existing cameras would increase to $3,000 a year per camera and any new cameras added after the agreement is executed, would be at the $3,000 per camera price tag.

DISCUSSION:
141
As part of its due diligence, City staff reached out to the Riverside County Sheriff's Department to ensure the Flock cameras are still a useful tool, if they planned to continue using the existing cameras, and if an extension to the contract was warranted. Staff were assured that the cameras are a very useful tool, and that the Sheriff's Department, working as the City's Police Department, didn't see a reason to stop using them. They also indicated another 20 locations throughout the City where they felt the cameras would be beneficial, prioritizing five of those locations as providing the greatest immediate benefit. These locations include:

1 .

Palomar St. (On east side of street, facing northbound) x Wildomar Trail 2 .

Wildomar Trail (On north side of street, facing westbound) x Palomar St. 3 .

Bundy Canyon Rd. (On north side of street, facing westbound) x Cherry St. 4 .

Bundy Canyon Rd. (On south side of street, facing eastbound) x Orange St. 5 .

Bundy Canyon Rd. (On the north side of the street, facing westbound) x Orange St.

At the same time, the City has purchased the City Hall building in the Oak Creek shopping center. As part of the improvements to security for the City's fleet vehicles and other public property, staff recommend adding an additional two cameras at entrance points to the City Hall complex. These will be deployed at:

Clinton Keith and Wildomar Trail Northbound
Clinton Keith and Arya Rd. Northbound

City staff recommend adding these seven additional cameras to the new contract now at a cost of $2,500 per camera per year, as opposed to adding them later and paying an additional $500 per camera per year. Staff also recommend locking in the $2,500 price for a term of five years. This will save the City a total amount of $52,500 over the five year term. Staff will also continue to work with Sheriff's personnel to add additional cameras in the future based on need and available budget.

FISCAL IMPACT:

The contract total for the existing term of five years and 21 cameras is $263,550 and includes a one time setup fee of $1,050 for the new seven cameras. A supplemental appropriation of $18,550 in the Measure AA fund is needed based on the addition of 7 new cameras.

ACCOUNT CODE:
120-460-4700-58100

ATTACHMENTS:

CA-Wildomar-Final.pdf
142

Flock Safety + CA - City of Wildomar
______________

Flock Group Inc.
1170 Howell Mill Rd, Suite 210
Atlanta, GA 30318
______________

MAIN CONTACT:

Tonia Crump
[email protected]
4049329942

143

EXHIBIT A

ORDER FORM

Customer: CA - City of Wildomar Initial Term: 60 Months Legal Entity Name: CA - City of Wildomar Renewal Term: 24 Months Accounts Payable Email: [email protected] Payment Terms: Net 30 Address: 23873 Clinton Keith Rd Unit 201 Wildomar,
California 92595
Billing Frequency: Annual - First Year at Signing.

Retention Period: 30 Days

Hardware and Software Products
Annual recurring amounts over subscription term

Item Cost Quantity Total
Flock Safety Platform $52,500.00
Flock Safety Flock OS
FlockOS ™ Included 1 Included
Flock Safety LPR Products
Flock Safety Falcon ® Included 21 Included

Professional Services and One Time Purchases

Item Cost Quantity Total
One Time Fees
Flock Safety Professional Services
Professional Services - Existing Infrastructure
Implementation Fee $150.00 7 $1,050.00

Subtotal Year 1: $53,550.00
Annual Recurring Subtotal: $52,500.00
Discounts: $52,500.00
Estimated Tax: $0.00
Contract Total: $263,550.00

Taxes shown above are provided as an estimate. Actual taxes are the responsibility of the Customer. This Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”) unless either Party gives the other Party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

144
Billing Schedule

Billing Schedule Amount (USD)
Year 1
At Contract Signing $53,550.00
Annual Recurring after Year 1 $52,500.00
Contract Total $263,550.00
*Tax not included
Discounts

Discounts Applied Amount (USD)
Flock Safety Platform $52,500.00
Flock Safety Add-ons $0.00
Flock Safety Professional Services $0.00
145
Product and Services Description

Flock Safety Platform Items Product Description Terms
Flock Safety Falcon ®
An infrastructure-free license plate reader camera that utilizes Vehicle Fingerprint® technology to capture vehicular attributes.

The Term shall commence upon first installation and validation of Flock Hardware.

One-Time Fees Service Description
Installation on existing
infrastructure
One-time Professional Services engagement. Includes site & safety assessment, camera setup & testing, and shipping & handling in accordance with the Flock Safety Advanced Implementation Service Brief.

Professional Services - Standard
Implementation Fee
One-time Professional Services engagement. Includes site and safety assessment, camera setup and testing, and shipping and handling in accordance with the Flock Safety Standard Implementation Service Brief.

Professional Services -
Advanced Implementation Fee
One-time Professional Services engagement. Includes site & safety assessment, camera setup & testing, and shipping & handling in accordance with the Flock Safety Advanced Implementation Service Brief.

FlockOS Features & Description

Package: Essentials

FlockOS Features Description
Community Cameras (Full Access) Access to all privately owned Flock devices within your jurisdiction that have been shared with you.

Unlimited Users Unlimited users for FlockOS
State Network (LP Lookup Only) Allows agencies to look up license plates on all cameras opted in to the statewide Flock network.

Nationwide Network (LP Lookup Only) Allows agencies to look up license plates on all cameras opted in to the nationwide Flock network.

Time & Location Based Search Search full, partial, and temporary plates by time at particular device locations License Plate Lookup Look up specific license plate location history captured on Flock devices Vehicle Fingerprint Search Search footage using Vehicle Fingerprint™ technology. Access vehicle type, make, color, license plate state, missing / covered plates, and other unique features like bumper stickers, decals, and roof racks.

Flock Insights/Analytics page Reporting tool to help administrators manage their LPR program with device performance data, user and network audits, plate read reports, hot list alert reports, event logs, and outcome reports.

ESRI Based Map Interface
Flock Safety’s maps are powered by ESRI, which offers the ability for 3D visualization, viewing of floor plans, and layering of external GIS data, such as City infrastructure (i.e., public facilities, transit systems, utilities), Boundary mapping (i.e., precincts, county lines, beat maps), and Interior floor plans (i.e., hospitals, corporate campuses, universities)
Real-Time NCIC Alerts on Flock ALPR Cameras Alert sent when a vehicle entered into the NCIC crime database passes by a Flock camera Unlimited Custom Hot Lists Ability to add a suspect’s license plate to a custom list and get alerted when it passes by a Flock camera Direct Share - Surrounding Jurisdiction (Full Access) Access to all Flock devices owned by law enforcement that have been directly shared with you. Have ability to search by vehicle fingerprint, receive hot list alerts, and view devices on the map.

146
By executing this Order Form, Customer represents and warrants that it has read and agrees to all of the terms and conditions contained in the Master Services Agreement attached. The Parties have executed this Agreement as of the dates set forth below.

FLOCK GROUP, INC. Customer: CA - City of Wildomar

By:
\FSSignature2\
By:
\FSSignature1\
Name:
\FSFullname2\
Name:
\FSFullname1\
Title:
\FSTitle2\
Title:
\FSTitle1\
Date:
\FSDateSigned2\
Date:
\FSDateSigned1\

PO Number:

147

ADDENDUM

CITY OF Wildomar SUPPLEMENTAL CONDITIONS

For purposes of this Addendum to the Agreement between Flock Group, Inc. and the City of Wildomar, the term “Contractor” shall refer to Flock Group, Inc., and the term “City” shall be used to refer to the Customer, which is the City of Wildomar.

1. California Civil Code Compliance. Contractor is advised of, and agrees it will comply with the requirements of the California Civil Code, Division 3, Part 4, Title 1.81.23 COLLECTION OF LICENSE PLATE INFORMATION [§§1798.90.5 - 1798.90.55] as applicable to an automated license plate recognition (ALPR) operator (also referred to as an “ALPR operator”). Contractor shall maintain reasonable security procedures and practices to protect ALPR information from unauthorized access, destruction, use, modification or disclosure that are at least as protective as the “Flock Safety End to End Data Security Overview,” “Flock Safety CJIS Compliance Overview,” and “Flock Safety Internet Security Policy,” (collectively, referred to as the “Flock Security Policies”) as each such policy was in effect as of January 29, 2020. Any amendment to the Flock Security Policies shall be transmitted to the City within 10 days. In the event the City determines in its sole discretion that any amendment to the Flock Security Policies either substantially reduces the privacy or security of Customer Content (including ALPR Footage) or the amendments would violate any State or Federal law, then the City shall have the right to terminate the Agreement and Flock will refund to City a pro-rata portion of the pre-paid Fees for Services not received due to such termination.

2. Disclosure of Security Breach. Contractor is advised of the requirements of the California Civil Code, section 1798.29, requiring notification to any resident of California in the event of breach of the security of the system. Contractor agrees it will notify the City immediately (and in no event more than 24 hours) upon the occurrence of any breach in the security of data that may potentially trigger the need for security breach notifications pursuant to Civil Code section 1798.29 or similar State or Federal law. The parties agree that the City will control the timing and content of any required security breach notification, and agree that Contractor shall fully pay or reimburse the City for the costs of providing any security breach notification required by Civil Code, section 1798.29,or similar State or Federal law, resulting from any security breach of the Flock Safety platform. Contractor’s responsibility for the costs of providing such security breach notifications shall not be limited by any disclaimer or limitation of liability in the Agreement, including but not limited to Sections 2.1, 7.4 and 8 of the SaaS Terms of this Agreement.

3. Indemnification. To the fullest extent permitted by law, Contractor shall indemnify, defend with counsel reasonably acceptable to the City, and hold harmless the City and its officials, officers, employees, agents, contractors, consultants, and volunteers from and against any and all losses, liability, claims, suits, actions, damages, and causes of action arising out of or relating to any personal injury, bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions of Contractor or its employees, subcontractors, or agents. The foregoing obligation of 148
Contractor shall not apply when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the negligence or willful misconduct of the City or its officers, employees, agents, contractors, consultants, or volunteers and (2) the actions of Contractor or its employees, subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or violation of law. It is understood that the duty of Contractor to indemnify and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsements required under the contract does not relieve Contractor from liability under this indemnification and hold harmless clause. This indemnification and hold harmless clause is a material element of the Agreement and shall apply to any damages or claims for damages whether or not such insurance policies shall have been determined to apply. This Section 3 shall survive termination or expiration of this Agreement.

Contractor’s indemnification obligation pursuant to this Section shall not be limited by any disclaimer or limitation of liability in the Agreement, including but not limited to, Sections

2.1, 7.4 and 8 of the Government Agency Service Agreement.

4. Infringement. Without limiting the generality or applicability of Section 3, above, if a third party makes a claim against the City that any use of the Services in accordance with the terms of this Agreement infringes such third party’s intellectual property rights, Contractor, at its sole cost and expense, will defend City against the claim and indemnify City from the damages, losses, liabilities, costs and expenses awarded by the court to the third party claiming infringement or the settlement agreed to by Contractor, provided that City:
(i) notifies Contractor promptly in writing of the claim; (ii) gives Contractor sole control of the defense and any settlement negotiations; and (iii) gives Contractor reasonable assistance in the defense of such claim. If Contractor believes or it is determined that the Services violated a third party’s intellectual property rights, Contractor may choose to either modify the Services to be non-infringing or obtain a license to allow for continued use, or if these alternatives are not commercially reasonable, Contractor may terminate City’s use rights and refund any unused, prepaid fees City may have paid to Contractor.

5. California Public Records Act Compliance. Notwithstanding Section 4 of the Government Agency Service Agreement, Contractor expressly understands that City is a public agency subject to the California Public Records Act (Cal. Government Code § 6250 et seq.). In the event that City receives a public records request seeking the disclosure of information that Contractor has designated as its “Proprietary Information,” City shall notify Contractor, and Contractor shall be allowed to take any reasonable action to preserve the confidentiality of such information. City’s obligation shall only extend to notifying Contractor of the request, and City shall have no obligation to preserve the confidentiality unless doing so is in full compliance with the law.

6. Independent Contractor. It is expressly agreed that Contractor is to perform the services described herein as an independent contractor pursuant to California Labor Code Section 3353. Nothing contained herein shall in any way be construed to make Contractor or any of its agents or employees, an agent, employee or representative of the City. Contractor shall be entirely responsible for the compensation of any employees used by Contractor in providing said services.

7. Subcontractors. If Contractor utilizes a third-party subcontractor or other vendor to provide the Services under this Agreement, Contractor shall ensure that such subcontractor(s) or vendor(s) complies with the terms of this Agreement, and shall be 149
jointly and severally liable with the subcontractor/vendor for any breach by the subcontractor/vendor.

8. Insurance. During the entire term of this Agreement and any extension or modification thereof, the Contractor shall keep in effect insurance policies meeting the following insurance requirements: See Exhibit B Insurance Requirements General.

9. Appropriation. City’s funding of this Agreement shall be on a fiscal year basis (July 1 to June 30) and is subject to annual appropriations. Contractor acknowledges that the City is a municipal corporation and is precluded by the California Constitution and other laws from entering into obligations that financially bind future governing bodies. Nothing in this Agreement shall constitute an obligation of future governing bodies to appropriate funds for the purposes of this Agreement. The parties agree that the Initial Term and any renewal term(s) is contingent upon the appropriation of funds by the City. This Agreement will terminate immediately if funds necessary to continue the Agreement are not appropriated. City shall pay Contractor for any services performed in accordance with this Agreement up to the date of termination.

10. Assignment. Contractor shall not assign this Agreement, or any part thereof, or any right of the Contractor hereunder without the prior written consent of the City. Notwithstanding, for purposes of this Contract, a merger, acquisition, reorganization, spin-off or other transaction involving a transfer of substantially all of the assets or common stock of either party hereto shall not be deemed an assignment.
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Master Services Agreement

This Master Services Agreement (this “Agreement”) is entered into by and between Flock Group, Inc. with a place of business at 1170 Howell Mill Road NW Suite 210, Atlanta, GA 30318 (“Flock”) and the entity identified in the signature block (“Customer”) (each a “Party,” and together, the “Parties”) on this the 09 day of October 2023. This Agreement is effective on the date of mutual execution (“Effective Date”). Parties will sign an Order Form (“Order Form”) which will describe the Flock Services to be performed and the period for performance, attached hereto as Exhibit A. The Parties agree as follows:

RECITALS

WHEREAS, Flock offers a software and hardware situational awareness solution through Flock’s technology platform that upon detection is capable of capturing audio, video, image, and recording data and provide notifications to Customer (“Notifications”);

WHEREAS, Customer desires access to the Flock Services (defined below) on existing devices, provided by Customer, or Flock provided Flock Hardware (as defined below) in order to create, view, search and archive Footage and receive Notifications, via the Flock Services;

WHEREAS, Customer shall have access to the Footage in Flock Services. Pursuant to Flock’s standard Retention Period (defined below) Flock deletes all Footage on a rolling thirty (30) day basis, except as otherwise stated on the Order Form. Customer shall be responsible for extracting, downloading and archiving Footage from the Flock Services on its own storage devices; and

AGREEMENT

NOW, THEREFORE, Flock and Customer agree that this Agreement, and any Order Form, purchase orders, statements of work, product addenda, or the like, attached hereto as 151
exhibits and incorporated by reference, constitute the complete and exclusive statement of the Agreement of the Parties with respect to the subject matter of this Agreement, and replace and supersede all prior agreements, term sheets, purchase orders, correspondence, oral or written communications and negotiations by and between the Parties.

1. DEFINITIONS
Certain capitalized terms, not otherwise defined herein, have the meanings set forth or cross- referenced in this Section 1.

1.1 “Anonymized Data” means Customer Data permanently stripped of identifying details and any potential personally identifiable information, by commercially available standards which irreversibly alters data in such a way that a data subject (i.e., individual person or entity) can no longer be identified directly or indirectly.

1.2 “Authorized End User(s)” means any individual employees, agents, or contractors of Customer accessing or using the Services, under the rights granted to Customer pursuant to this Agreement.

1.3 “Customer Data” means the data, media and content provided by Customer through the Services. For the avoidance of doubt, the Customer Data will include the Footage.

1.4. “Customer Hardware” means the third-party camera owned or provided by Customer and any other physical elements that interact with the Embedded Software and the Web Interface to provide the Services.

1.5 “Embedded Software” means the Flock proprietary software and/or firmware integrated with or installed on the Flock Hardware or Customer Hardware.

1.6 “Flock Hardware” means the Flock device(s), which may include the pole, clamps, solar panel, installation components, and any other physical elements that interact with the Embedded Software and the Web Interface, to provide the Flock Services as specifically set forth in the applicable product addenda.

1.7 “Flock IP” means the Services, the Embedded Software, and any intellectual property or proprietary information therein or otherwise provided to Customer and/or its Authorized End Users. Flock IP does not include Footage (as defined below).

1.8 “Flock Network End User(s)” means any user of the Flock Services that Customer authorizes access to or receives data from, pursuant to the licenses granted herein. 152

1.9 “Flock Services” means the provision of Flock’s software and hardware situational awareness solution, via the Web Interface, for automatic license plate detection, alerts, audio detection, searching image records, video and sharing Footage.

1.10 “Footage” means still images, video, audio and other data captured by the Flock Hardware or Customer Hardware in the course of and provided via the Flock Services.

1.11 “Hotlist(s)” means a digital file containing alphanumeric license plate related information pertaining to vehicles of interest, which may include stolen vehicles, stolen vehicle license plates, vehicles owned or associated with wanted or missing person(s), vehicles suspected of being involved with criminal or terrorist activities, and other legitimate law enforcement purposes.

Hotlist also includes, but is not limited to, national data (i.e., NCIC) for similar categories, license plates associated with AMBER Alerts or Missing Persons/Vulnerable Adult Alerts, and includes manually entered license plate information associated with crimes that have occurred in any local jurisdiction.

1.12 “Installation Services” means the services provided by Flock for installation of Flock Services.

1.13 “Retention Period” means the time period that the Customer Data is stored within the cloud storage, as specified in the product addenda.

1.14 “Vehicle Fingerprint™” means the unique vehicular attributes captured through Services such as: type, make, color, state registration, missing/covered plates, bumper stickers, decals, roof racks, and bike racks.

1.15 “Web Interface” means the website(s) or application(s) through which Customer and its Authorized End Users can access the Services.

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2. SERVICES AND SUPPORT

2.1 Provision of Access. Flock hereby grants to Customer a non-exclusive, non-transferable right to access the features and functions of the Flock Services via the Web Interface during the Term, solely for the Authorized End Users. The Footage will be available for Authorized End Users to access and download via the Web Interface for the data retention time defined on the Order Form (“Retention Period”). Authorized End Users will be required to sign up for an account and select a password and username (“User ID”). Customer shall be responsible for all acts and omissions of Authorized End Users, and any act or omission by an Authorized End User which, including any acts or omissions of authorized End user which would constitute a breach of this agreement if undertaken by customer. Customer shall undertake reasonable efforts to make all Authorized End Users aware of all applicable provisions of this Agreement and shall cause Authorized End Users to comply with such provisions. Flock may use the services of one or more third parties to deliver any part of the Flock Services, (such as using a third party to host the Web Interface for cloud storage or a cell phone provider for wireless cellular coverage).

2.2 Embedded Software License. Flock grants Customer a limited, non-exclusive, non- transferable, non-sublicensable (except to the Authorized End Users), revocable right to use the Embedded Software as it pertains to Flock Services, solely as necessary for Customer to use the Flock Services.

2.3 Support Services. Flock shall monitor the Flock Services, and any applicable device health, in order to improve performance and functionality. Flock will use commercially reasonable efforts to respond to requests for support within seventy-two (72) hours. Flock will provide Customer with reasonable technical and on-site support and maintenance services in-person, via phone or by email at [email protected] (such services collectively referred to as “Support Services”).

2.4 Upgrades to Platform. Flock may make any upgrades to system or platform that it deems necessary or useful to (i) maintain or enhance the quality or delivery of Flock’s products or services to its agencies, the competitive strength of, or market for, Flock’s products or services, such platform or system’s cost efficiency or performance, or (ii) to comply with applicable law.

Parties understand that such upgrades are necessary from time to time and will not diminish the quality of the services or materially change any terms or conditions within this Agreement. 154

2.5 Service Interruption. Services may be interrupted in the event that: (a) Flock’s provision of the Services to Customer or any Authorized End User is prohibited by applicable law; (b) any third-party services required for Services are interrupted; (c) if Flock reasonably believe Services are being used for malicious, unlawful, or otherwise unauthorized use; (d) there is a threat or attack on any of the Flock IP by a third party; or (e) scheduled or emergency maintenance (“Service Interruption”). Flock will make commercially reasonable efforts to provide written notice of any Service Interruption to Customer, to provide updates, and to resume providing access to Flock Services as soon as reasonably possible after the event giving rise to the Service Interruption is cured. Flock will have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Customer or any Authorized End User may incur as a result of a Service Interruption. To the extent that the Service Interruption is not caused by Customer’s direct actions or by the actions of parties associated with the Customer, the time will be tolled by the duration of the Service Interruption (for any continuous suspension lasting at least one full day). For example, in the event of a Service Interruption lasting five (5) continuous days, Customer will receive a credit for five (5) free days at the end of the Term.

2.6 Service Suspension. Flock may temporarily suspend Customer’s and any Authorized End User’s access to any portion or all of the Flock IP or Flock Service if (a) there is a threat or attack on any of the Flock IP by Customer; (b) Customer’s or any Authorized End User’s use of the Flock IP disrupts or poses a security risk to the Flock IP or any other customer or vendor of Flock; (c) Customer or any Authorized End User is/are using the Flock IP for fraudulent or illegal activities; (d) Customer has violated any term of this provision, including, but not limited to, utilizing Flock Services for anything other than the Permitted Purpose; or (e) any unauthorized access to Flock Services through Customer’s account (“Service Suspension”). Customer shall not be entitled to any remedy for the Service Suspension period, including any reimbursement, tolling, or credit. If the Service Suspension was not caused by Customer, the Term will be tolled by the duration of the Service Suspension.

2.7 Hazardous Conditions. Flock Services do not contemplate hazardous materials, or other hazardous conditions, including, without limit, asbestos, lead, toxic or flammable substances. In the event any such hazardous materials are discovered in the designated locations in which Flock is to perform services under this Agreement, Flock shall have the right to cease work immediately.
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3. CUSTOMER OBLIGATIONS

3.1 Customer Obligations. Flock will assist Customer Authorized End Users in the creation of a User ID. Authorized End Users agree to provide Flock with accurate, complete, and updated registration information. Authorized End Users may not select as their User ID, a name that they do not have the right to use, or any other name with the intent of impersonation. Customer and Authorized End Users may not transfer their account to anyone else without prior written permission of Flock. Authorized End Users shall not share their account username or password information and must protect the security of the username and password. Unless otherwise stated and defined in this Agreement, Customer shall not designate Authorized End Users for persons who are not officers, employees, or agents of Customer. Authorized End Users shall only use Customer-issued email addresses for the creation of their User ID. Customer is responsible for any Authorized End User activity associated with its account. Customer shall ensure that Customer provides Flock with up to date contact information at all times during the Term of this agreement. Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Flock Services. Customer shall (at its own expense) provide Flock with reasonable access and use of Customer facilities and Customer personnel in order to enable Flock to perform Services (such obligations of Customer are collectively defined as “Customer Obligations”).

3.2 Customer Representations and Warranties. Customer represents, covenants, and warrants that Customer shall use Flock Services only in compliance with this Agreement and all applicable laws and regulations, including but not limited to any laws relating to the recording or sharing of data, video, photo, or audio content.

4. DATA USE AND LICENSING

4.1 Customer Data. As between Flock and Customer, all right, title and interest in the Customer Data, belong to and are retained solely by Customer. Customer hereby grants to Flock a limited, non-exclusive, royalty-free, irrevocable, worldwide license to use the Customer Data and perform all acts as may be necessary for Flock to provide the Flock Services to Customer. Flock does not own and shall not sell Customer Data.

4.2 Customer Generated Data. Flock may provide Customer with the opportunity to post, upload, display, publish, distribute, transmit, broadcast, or otherwise make available, messages, 156
text, illustrations, files, images, graphics, photos, comments, sounds, music, videos, information, content, ratings, reviews, data, questions, suggestions, or other information or materials produced by Customer (“Customer Generated Data”). Customer shall retain whatever legally cognizable right, title, and interest in Customer Generated Data. Customer understands and acknowledges that Flock has no obligation to monitor or enforce Customer’s intellectual property rights of Customer Generated Data. Customer grants Flock a non-exclusive, irrevocable, worldwide, royalty-free, license to use the Customer Generated Data for the purpose of providing Flock Services. Flock does not own and shall not sell Customer Generated Data.

4.3 Anonymized Data. Flock shall have the right to collect, analyze, and anonymize Customer Data and Customer Generated Data to the extent such anonymization renders the data non- identifiable to create Anonymized Data to use and perform the Services and related systems and technologies, including the training of machine learning algorithms. Customer hereby grants Flock a non-exclusive, worldwide, perpetual, royalty-free right to use and distribute such Anonymized Data to improve and enhance the Services and for other development, diagnostic and corrective purposes, and other Flock offerings. Parties understand that the aforementioned license is required for continuity of Services. Flock does not own and shall not sell Anonymized Data.

5. CONFIDENTIALITY; DISCLOSURES

5.1 Confidentiality. To the extent required by any applicable public records requests, each Party (the “Receiving Party”) understands that the other Party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party).

Proprietary Information of Flock includes non-public information regarding features, functionality and performance of the Services. Proprietary Information of Customer includes non-public data provided by Customer to Flock or collected by Flock via Flock Services, which includes but is not limited to geolocation information and environmental data collected by sensors. The Receiving Party agrees: (i) to take the same security precautions to protect against disclosure or unauthorized use of such Proprietary Information that the Party takes with its own proprietary information, but in no event less than commercially reasonable precautions, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any 157
such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information that the Receiving Party can document (a) is or becomes generally available to the public; or (b) was in its possession or known by it prior to receipt from the Disclosing Party; or (c) was rightfully disclosed to it without restriction by a third party; or (d) was independently developed without use of any Proprietary Information of the Disclosing Party.

Nothing in this Agreement will prevent the Receiving Party from disclosing the Proprietary Information pursuant to any judicial or governmental order, provided that the Receiving Party gives the Disclosing Party reasonable prior notice of such disclosure to contest such order. At the termination of this Agreement, all Proprietary Information will be returned to the Disclosing Party, destroyed or erased (if recorded on an erasable storage medium), together with any copies thereof, when no longer needed for the purposes above, or upon request from the Disclosing Party, and in any case upon termination of the Agreement. Notwithstanding any termination, all confidentiality obligations of Proprietary Information that is trade secret shall continue in perpetuity or until such information is no longer trade secret.

5.2 Usage Restrictions on Flock IP. Flock and its licensors retain all right, title and interest in and to the Flock IP and its components, and Customer acknowledges that it neither owns nor acquires any additional rights in and to the foregoing not expressly granted by this Agreement.

Customer further acknowledges that Flock retains the right to use the foregoing for any purpose in Flock’s sole discretion. Customer and Authorized End Users shall not: (i) copy or duplicate any of the Flock IP; (ii) decompile, disassemble, reverse engineer, or otherwise attempt to obtain or perceive the source code from which any software component of any of the Flock IP is compiled or interpreted, or apply any other process or procedure to derive the source code of any software included in the Flock IP; (iii) attempt to modify, alter, tamper with or repair any of the Flock IP, or attempt to create any derivative product from any of the foregoing; (iv) interfere or attempt to interfere in any manner with the functionality or proper working of any of the Flock IP; (v) remove, obscure, or alter any notice of any intellectual property or proprietary right appearing on or contained within the Flock Services or Flock IP; (vi) use the Flock Services for anything other than the Permitted Purpose; or (vii) assign, sublicense, sell, resell, lease, rent, or otherwise transfer, convey, pledge as security, or otherwise encumber, Customer’s rights. There are no implied rights.
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5.3 Disclosure of Footage. Subject to and during the Retention Period, Flock may access, use, preserve and/or disclose the Footage to law enforcement authorities, government officials, and/or third parties, if legally required to do so or if Flock has a good faith belief that such access, use, preservation or disclosure is reasonably necessary to comply with a legal process, enforce this Agreement, or detect, prevent or otherwise address security, privacy, fraud or technical issues, or emergency situations.

6. PAYMENT OF FEES

6.1 Billing and Payment of Fees. Customer shall pay the fees set forth in the applicable Order Form based on the billing structure and payment terms as indicated in the Order Form. If Customer believes that Flock has billed Customer incorrectly, Customer must contact Flock no later than thirty (30) days after the closing date on the first invoice in which the error or problem appeared to receive an adjustment or credit. Customer acknowledges and agrees that a failure to contact Flock within this period will serve as a waiver of any claim. If any undisputed fee is more than thirty (30) days overdue, Flock may, without limiting its other rights and remedies, suspend delivery of its service until such undisputed invoice is paid in full. Flock shall provide at least thirty (30) days’ prior written notice to Customer of the payment delinquency before exercising any suspension right.

6.2 Notice of Changes to Fees. Flock reserves the right to change the fees for subsequent Renewal Terms by providing sixty (60) days’ notice (which may be sent by email) prior to the end of the Initial Term or Renewal Term (as applicable).

6.3 Late Fees. If payment is not issued to Flock by the due date of the invoice, an interest penalty of 1.0% of any unpaid amount may be added for each month or fraction thereafter, until final payment is made.

6.4 Taxes. Customer is responsible for all taxes, levies, or duties, excluding only taxes based on Flock’s net income, imposed by taxing authorities associated with the order. If Flock has the legal obligation to pay or collect taxes, including amount subsequently assessed by a taxing authority, for which Customer is responsible, the appropriate amount shall be invoice to and paid by Customer unless Customer provides Flock a legally sufficient tax exemption certificate and Flock shall not charge customer any taxes from which it is exempt. If any deduction or 159
withholding is required by law, Customer shall notify Flock and shall pay Flock any additional amounts necessary to ensure that the net amount that Flock receives, after any deduction and withholding, equals the amount Flock would have received if no deduction or withholding had been required.

7. TERM AND TERMINATION

7.1 Term. The initial term of this Agreement shall be for the period of time set forth on the Order Form (the “Term”). Following the Term, unless otherwise indicated on the Order Form, this Agreement will automatically renew for successive renewal terms of the greater of one year or the length set forth on the Order Form (each, a “Renewal Term”) unless either Party gives the other Party notice of non-renewal at least thirty (30) days prior to the end of the then-current term.

7.2 Termination. Upon termination or expiration of this Agreement, Flock will remove any applicable Flock Hardware at a commercially reasonable time period. In the event of any material breach of this Agreement, the non-breaching Party may terminate this Agreement prior to the end of the Term by giving thirty (30) days prior written notice to the breaching Party; provided, however, that this Agreement will not terminate if the breaching Party has cured the breach prior to the expiration of such thirty (30) day period (“Cure Period”). Either Party may terminate this Agreement (i) upon the institution by or against the other Party of insolvency, receivership or bankruptcy proceedings, (ii) upon the other Party's making an assignment for the benefit of creditors, or (iii) upon the other Party's dissolution or ceasing to do business. In the event of a material breach by Flock, and Flock is unable to cure within the Cure Period, Flock will refund Customer a pro-rata portion of the pre-paid fees for Services not received due to such termination.

7.3 Survival. The following Sections will survive termination: 1, 3, 5, 6, 7, 8.3, 8.4, 9, 11.1 and

11.6. 160

8. REMEDY FOR DEFECT; WARRANTY AND DISCLAIMER

8.1 Manufacturer Defect. Upon a malfunction or failure of Flock Hardware or Embedded Software (a “Defect”), Customer must notify Flock’s technical support team. In the event of a Defect, Flock shall make a commercially reasonable attempt to repair or replace the defective Flock Hardware at no additional cost to the Customer. Flock reserves the right, in its sole discretion, to repair or replace such Defect, provided that Flock shall conduct inspection or testing within a commercially reasonable time, but no longer than seven (7) business days after Customer gives notice to Flock.

8.2 Replacements. In the event that Flock Hardware is lost, stolen, or damaged, Customer may request a replacement of Flock Hardware at a fee according to the reinstall fee schedule (https://www.flocksafety.com/reinstall-fee-schedule). In the event that Customer chooses not to replace lost, damaged, or stolen Flock Hardware, Customer understands and agrees that (1) Flock Services will be materially affected, and (2) that Flock shall have no liability to Customer regarding such affected Flock Services, nor shall Customer receive a refund for the lost, damaged, or stolen Flock Hardware.

8.3 Warranty. Flock shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Installation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Flock or by third-party providers, or because of other causes beyond Flock’s reasonable control, but Flock shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption.

8.4 Disclaimer. THE REMEDY DESCRIBED IN SECTION 8.1 ABOVE IS CUSTOMER’S SOLE REMEDY, AND FLOCK’S SOLE LIABILITY, WITH RESPECT TO DEFECTS.

FLOCK DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES ARE PROVIDED “AS IS” AND FLOCK

DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT

LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A 161
PARTICULAR PURPOSE AND NON-INFRINGEMENT. THIS DISCLAIMER ONLY

APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE MENTIONED IN SECTION 11.6.

8.5 Insurance. Flock will maintain commercial general liability policies as stated in Exhibit B.

8.6 Force Majeure. Parties are not responsible or liable for any delays or failures in performance from any cause beyond their control, including, but not limited to acts of God, changes to law or regulations, embargoes, war, terrorist acts, pandemics (including the spread of variants), issues of national security, acts or omissions of third-party technology providers, riots, fires, earthquakes, floods, power blackouts, strikes, supply chain shortages of equipment or supplies, financial institution crisis, weather conditions or acts of hackers, internet service providers or any other third party acts or omissions.

9. LIMITATION OF LIABILITY; INDEMNITY

9.1 Limitation of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY,

FLOCK, ITS OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND

EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY

SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED

THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, PRODUCT LIABILITY, OR OTHER THEORY: (A) FOR LOSS OF REVENUE, BUSINESS OR BUSINESS INTERRUPTION; (B) INCOMPLETE, CORRUPT, OR INACCURATE DATA; (C) COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; (D)

FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (E) FOR ANY MATTER BEYOND FLOCK’S ACTUAL KNOWLEDGE OR

REASONABLE CONTROL INCLUDING REPEAT CRIMINAL ACTIVITY OR INABILITY TO CAPTURE FOOTAGE; OR (F) FOR ANY AMOUNTS THAT, TOGETHER WITH

AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID

AND/OR PAYABLE BY CUSTOMER TO FLOCK FOR THE SERVICES UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS PRIOR TO THE ACT OR OMISSION THAT

GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT FLOCK HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION OF 162

LIABILITY OF SECTION ONLY APPLIES TO THE EXTENT ALLOWED BY THE GOVERNING LAW OF THE STATE REFERENCED IN SECTION 10.6.

NOTWITHSTANDING ANYTHING TO THE CONTRARY, THE FOREGOING

LIMITATIONS OF LIABILITY SHALL NOT APPLY (I) IN THE EVENT OF GROSS

NEGLIGENCE OR WILLFUL MISCONDUCT, OR (II) INDEMNIFICATION OBLIGATIONS.

9.2 Responsibility. Each Party to this Agreement shall assume the responsibility and liability for the acts and omissions of its own employees, officers, or agents, in connection with the performance of their official duties under this Agreement. Each Party to this Agreement shall be liable for the torts of its own officers, agents, or employees.

9.3 Flock Indemnity. Flock shall indemnify and hold harmless Customer, its agents and employees, from liability of any kind, including claims, costs (including defense) and expenses, on account of: (i) any copyrighted material, patented or unpatented invention, articles, device or appliance manufactured or used in the performance of this Agreement; or (ii) any damage or injury to property or person directly caused by Flock’s installation of Flock Hardware, except for where such damage or injury was caused solely by the negligence of the Customer or its agents, officers or employees. Flock’s performance of this indemnity obligation shall not exceed the fees paid and/or payable for the services rendered under this Agreement in the preceding twelve (12) months.

10. INSTALLATION SERVICES AND OBLIGATIONS

10.1 Ownership of Hardware. Flock Hardware is owned and shall remain the exclusive property of Flock. Title to any Flock Hardware shall not pass to Customer upon execution of this Agreement, except as otherwise specifically set forth in this Agreement. Except as otherwise expressly stated in this Agreement, Customer is not permitted to remove, reposition, re-install, tamper with, alter, adjust or otherwise take possession or control of Flock Hardware. Customer agrees and understands that in the event Customer is found to engage in any of the foregoing restricted actions, all warranties herein shall be null and void, and this Agreement shall be subject to immediate termination for material breach by Customer. Customer shall not perform any acts which would interfere with the retention of title of the Flock Hardware by Flock. Should Customer default on any payment of the Flock Services, Flock may remove Flock Hardware at 163
Flock’s discretion. Such removal, if made by Flock, shall not be deemed a waiver of Flock’s rights to any damages Flock may sustain as a result of Customer’s default and Flock shall have the right to enforce any other legal remedy or right.

10.2 Deployment Plan. Flock shall advise Customer on the location and positioning of the Flock Hardware for optimal product functionality, as conditions and locations allow. Flock will collaborate with Customer to design the strategic geographic mapping of the location(s) and implementation of Flock Hardware to create a deployment plan (“Deployment Plan”). In the event that Flock determines that Flock Hardware will not achieve optimal functionality at a designated location, Flock shall have final discretion to veto a specific location, and will provide alternative options to Customer.

10.3 Changes to Deployment Plan. After installation of Flock Hardware, any subsequent requested changes to the Deployment Plan, including, but not limited to, relocating, re- positioning, adjusting of the mounting, removing foliage, replacement, changes to heights of poles will incur a fee according to the reinstall fee schedule located at (https://www.flocksafety.com/reinstall-fee-schedule). Customer will receive prior notice and confirm approval of any such fees.

10.4 Customer Installation Obligations. Customer is responsible for any applicable supplementary cost as described in the Customer Implementation Guide, attached hereto as Exhibit C (“Customer Obligations”). Customer represents and warrants that it has, or shall lawfully obtain, all necessary right title and authority and hereby authorizes Flock to install the Flock Hardware at the designated locations and to make any necessary inspections or maintenance in connection with such installation.

10.5 Flock’s Obligations. Installation of any Flock Hardware shall be installed in a professional manner within a commercially reasonable time from the Effective Date of this Agreement. Upon removal of Flock Hardware, Flock shall restore the location to its original condition, ordinary wear and tear excepted. Flock will continue to monitor the performance of Flock Hardware for the length of the Term. Flock may use a subcontractor or third party to perform certain obligations under this agreement, provided that Flock’s use of such subcontractor or third party shall not release Flock from any duty or liability to fulfill Flock’s obligations under this Agreement.

11. MISCELLANEOUS
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11.1 Compliance With Laws. Parties shall comply with all applicable local, state and federal laws, regulations, policies and ordinances and their associated record retention schedules, including responding to any subpoena request(s).

11.2 Severability. If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect.

11.3 Assignment. This Agreement is not assignable, transferable or sublicensable by either Party, without prior consent. Notwithstanding the foregoing, either Party may assign this Agreement, without the other Party's consent, (i) to any parent, subsidiary, or affiliate entity, or (ii) to any purchaser of all or substantially all of such Party's assets or to any successor by way of merger, consolidation or similar transaction.

11.4 Entire Agreement. This Agreement, together with the Order Form(s), the reinstall fee schedule (https://www.flocksafety.com/reinstall-fee-schedule), and any attached exhibits are the complete and exclusive statement of the mutual understanding of the Parties and supersedes and cancels all previous or contemporaneous negotiations, discussions or agreements, whether written and oral , communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both Parties, except as otherwise provided herein. None of Customer’s purchase orders, authorizations or similar documents will alter the terms of this Agreement, and any such conflicting terms are expressly rejected. Any mutually agreed upon future purchase order is subject to these legal terms and does not alter the rights and obligations under this Agreement, except that future purchase orders may outline additional products, services, quantities and billing terms to be mutually accepted by Parties. In the event of any conflict of terms found in this Agreement or any other terms and conditions, the terms of this Agreement shall prevail. Customer agrees that Customer’s purchase is neither contingent upon the delivery of any future functionality or features nor dependent upon any oral or written comments made by Flock with respect to future functionality or feature.

11.5 Relationship. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Parties do not have any authority of any kind to bind each other in any respect whatsoever. Flock shall at all times be and act as an independent contractor to Customer. 165

11.6 Governing Law; Venue. This Agreement shall be governed by the laws of the state in which the Customer is located. The Parties hereto agree that venue would be proper in the chosen courts of the State of which the Customer is located. The Parties agree that the United Nations Convention for the International Sale of Goods is excluded in its entirety from this Agreement.

11.7 Special Terms. Flock may offer certain special terms which are indicated in the proposal and will become part of this Agreement, upon Customer’s prior written consent and the mutual execution by authorized representatives (“Special Terms”). To the extent that any terms of this Agreement are inconsistent or conflict with the Special Terms, the Special Terms shall control.

11.8 Publicity. Flock has the right to reference and use Customer’s name and trademarks and disclose the nature of the Services in business and development and marketing efforts.

11.9 Feedback. If Customer or Authorized End User provides any suggestions, ideas, enhancement requests, feedback, recommendations or other information relating to the subject matter hereunder, Agency or Authorized End User hereby assigns to Flock all right, title and interest (including intellectual property rights) with respect to or resulting from any of the foregoing.

11.10 Export. Customer may not remove or export from the United States or allow the export or re-export of the Flock IP or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign Customer or authority. As defined in Federal Acquisition Regulation (“FAR”), section

2.101, the Services, the Flock Hardware and Documentation are “commercial items” and according to the Department of Defense Federal Acquisition Regulation (“DFAR”) section 252.2277014(a)(1) and are deemed to be “commercial computer software” and “commercial computer software documentation.” Flock is compliant with FAR Section 889 and does not contract or do business with, use any equipment, system, or service that uses the enumerated banned Chinese telecommunication companies, equipment or services as a substantial or essential component of any system, or as critical technology as part of any Flock system. Consistent with DFAR section 227.7202 and FAR section 12.212, any use, modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement. 166

11.11 Headings. The headings are merely for organization and should not be construed as adding meaning to the Agreement or interpreting the associated sections.

11.12 Authority. Each of the below signers of this Agreement represent that they understand this Agreement and have the authority to sign on behalf of and bind the Parties they are representing.

11.13 Conflict. In the event there is a conflict between this Agreement and any applicable statement of work, or Customer purchase order, this Agreement controls unless explicitly stated otherwise.

11.14 Morality. In the event Customer or its agents become the subject of an indictment, contempt, scandal, crime of moral turpitude or similar event that would negatively impact or tarnish Flock’s reputation, Flock shall have the option to terminate this Agreement upon prior written notice to Customer.

11.15 Notices. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by email; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt to the address listed on the Order Form (or, if different, below), if sent by certified or registered mail, return receipt requested.

11.16 Non-Appropriation. Notwithstanding any other provision of this Agreement, all obligations of the Customer under this Agreement which require the expenditure of funds are conditioned on the availability of funds appropriated for that purpose. Customer shall have the right to terminate this Agreement for non appropriation with thirty (30) days written notice without penalty or other cost.

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FLOCK NOTICES ADDRESS:
1170 HOWELL MILL ROAD, NW SUITE 210
ATLANTA, GA 30318
ATTN: LEGAL DEPARTMENT
EMAIL: [email protected]

Customer NOTICES ADDRESS:

ADDRESS:

ATTN:

EMAIL:

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EXHIBIT B

INSURANCE

Required Coverage. Flock shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of the services under this Agreement and the results of that work by Flock or its agents, representatives, employees or subcontractors. Insurance shall be placed with insurers with a current A. M. Best rating of no less than “A” and “VII”. Flock shall obtain and, during the term of this Agreement, shall maintain policies of professional liability (errors and omissions), automobile liability, and general liability insurance for insurable amounts of not less than the limits listed herein. The insurance policies shall provide that the policies shall remain in full force during the life of the Agreement. Flock shall procure and shall maintain during the life of this Agreement Worker's Compensation insurance as required by applicable State law for all Flock employees.

Types and Amounts Required. Flock shall maintain, at minimum, the following insurance coverage for the duration of this Agreement:
(i) Commercial General Liability insurance written on an occurrence basis with minimum limits of One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) in the aggregate for bodily injury, death, and property damage, including personal injury, contractual liability, independent contractors, broad-form property damage, and product and completed operations coverage;
(ii) Umbrella or Excess Liability insurance written on an occurrence basis with minimum limits of Ten Million Dollars ($10,000,000) per occurrence and Ten Million Dollars ($10,000,000) in the aggregate;
(iii) Professional Liability/Errors and Omissions insurance with minimum limits of Five Million Dollars ($5,000,000) per occurrence and Five Million Dollars ($5,000,000) in the aggregate;
(iv) Commercial Automobile Liability insurance with a minimum combined single limit of One Million Dollars ($1,000,000) per occurrence for bodily injury, death, and property coverage, including owned and non-owned and hired automobile coverage; and 169
(v) Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease; and

(vi) Cyber Liability insurance written on an occurrence basis with minimum limits of Five Million Dollars ($5,000,000).

Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:

The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Vendor including materials, parts, or equip ment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Vendor’s insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

Primary Coverage
For any claims related to this contract, the Vendor’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self -insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Vendor’s insurance and shall not contribute with it.

Notice of Cancellation
Vendor shall provide immediate written notice if (1) any of the required insurance policies is terminated; (2) the limits of any of the required policies are reduced; (3) or the deductible or self - insured retention is increased. In the event of any cancellation or reduction in coverage or limits of any insurance, Vendor shall forthwith obtain and submit proof of substitute insurance.

Waiver of Subrogation
Vendor hereby grants to City a waiver of any right to subrogation which any insurer of said Vendor may acquire against the City by virtue of the payment of any loss under such insurance. Vendor agrees to obtain any endorsement that may be necessary to affe ct this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. However, the Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Contractor, its employees, agents and subcontractors.

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

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

Verification of Coverage
Vendor shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Pag e of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the Vendor’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Subcontractors
Vendor shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Vendor shall ensure that City is an additional insured on insurance required from subcontractors.

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CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.7
Meeting Date: November
8, 2023
SUBJECT:

First Amendment to the Streetlight Maintenance
Implementation Agreement with the Western Riverside Council of Governments (WRCOG) and Appendix 9 to the WRCOG
Professional Services Agreement with Yunex, LLC
SUBMITTED BY:

Jason Farag
PREPARED BY:

Terri Abercrombie

ACTION:

1. Approve and authorize the City Manager

to execute a First Amendment to the
Implementation Agreement with the Western Riverside Council of Governments (WRCOG);and

2. Approve and authorize the City Manager

to execute Appendix 9 to the WRCOG
Professional Services Agreement with Yunex, LLC.

SUMMARY:

The Western Riverside Council of Governments (WRCOG) Regional Streetlight Program currently provides services to the City of Wildomar, including streetlight operations & maintenance (O&M) services, project management, and as-needed technical assistance, for smart streetlight technologies, such as traffic sensors, and as-needed support for broadband initiatives or projects.

Currently, WRCOG has a Professional Services Agreement with Yunex, LLC (known as Yunex Traffic), formerly Siemens, to provide streetlight retrofit and O&M services to the member agencies in the Regional Streetlight Program. On March 22, 2019, the City of Wildomar entered into an Implementation Agreement with WRCOG to implement the maintenance and repair program for the City’s streetlights. On October 1, 2018, the City entered into Appendix 11 to the WRCOG Professional Services Agreement in order to receive streetlight O&M services provided by Yunex Traffic, formerly Siemens, within the City’s jurisdiction. The WRCOG Professional Services Agreement with Yunex Traffic will expire on December 1, 2023.
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On July 12, 2023, WRCOG released Request for Proposals Number 23-02, seeking a provider for streetlight O&M services for the agencies participating in the Regional Streetlight Program.

On October 2, 2023, the WRCOG Executive Committee approved an award to Yunex Traffic and authorized a new Professional Services Agreement to provide streetlight O&M services to the member agencies in the Regional Streetlight Program.

This item is seeking approval from the City Council to enter into a First Amendment to the Implementation Agreement with WRCOG to integrate the new WRCOG Professional Services Agreement (PSA), and an Appendix 9 to the WRCOG PSA with Yunex Traffic and WRCOG to receive streetlight O&M services.

BACKGROUND:

At the direction of its Executive Committee, WRCOG developed a Regional Streetlight Program that assisted 11 local agencies, including the City of Wildomar, with securing financing, purchasing streetlights from Southern California Edison, and retrofitting streetlights to LED luminaires in order to provide more economic operations (i.e., lower maintenance costs and reduced energy use). Local control of the streetlight system also provides the City of Wildomar the opportunity to implement smart city technologies such as traffic sensors and install telecommunications equipment such as small cells that support 5G connectivity. In order to identify and elaborate on these new opportunities related to smart cities and broadband, WRCOG developed a Smart Streetlights Implementation Plan and Broadband Assessment.

On October 17, 2017, the City of Wildomar entered into a Purchase & Sale Agreement with Southern California Edison (SCE) to purchase eligible streetlights within the City’s jurisdiction from SCE. By March 2021, the City had purchased 1,411 streetlights from SCE in two phases.

On March 27, 2018, WRCOG entered into an Amended & Restated Professional Services Agreement with Siemens Industry, Inc., Intelligent Traffic Systems, to provide streetlight retrofit and operations & maintenance (O&M) services for all agencies participating in the Regional Streetlight Program for a term ending on December 1, 2022, with two additional 1-year option terms. Member agencies in the Regional Streetlight Program that wanted to receive the streetlight retrofit and O&M services executed an Implementation Agreement with WRCOG, and an Appendix to the Professional Services Agreement between WRCOG, Siemens, and the member agency.

On October 1, 2018, the City entered into Appendix 11 to the WRCOG Professional Services Agreement to receive streetlight O&M services provided by Yunex Traffic, formerly Siemens, within the City’s jurisdiction. On March 22, 2019, the City of Wildomar entered into an Implementation Agreement with WRCOG to implement the maintenance and repair program for the City’s streetlights and receive all services provided by the Regional Streetlight Program. 173

On October 27, 2021, WRCOG consented to the transfer of the contract pertaining to Siemens' Intelligent Traffic Systems (ITS) business to Yunex Traffic due to the worldwide carve-out of the ITS business into a separate business entity under the new brand name Yunex Traffic. On June 10, 2022, the City of Wildomar consented to the transfer to Yunex Traffic.

DISCUSSION:

The Implementation Agreement between the City of Wildomar and WRCOG for the implementation of the maintenance and repair program for streetlights provides the City with streetlight operations & maintenance (O&M) services, project management, and as-needed technical assistance for smart streetlight technologies, such as traffic sensors, and as-needed support for broadband initiatives or projects. The City compensates WRCOG through an Administrative Fee, which is based on a per-pole-per-month fee. As required by the Implementation Agreement, WRCOG secured a contractor, Yunex Traffic, formerly Siemens, to provide streetlight O&M services to member agencies in the Regional Streetlight Program.

The Amended & Restated WRCOG Professional Services Agreement with Yunex Traffic, formerly Siemens, expires on December 1, 2023. As a result, on July 12, 2023, WRCOG released Request for Proposals (RFP), seeking a qualified contractor to provide streetlight O&M services to the nine participating member agencies in the Regional Streetlight Program.

Only one bid was received from Yunex Traffic.

WRCOG staff convened a Bid Review Committee and in the subsequent weeks after the interview, WRCOG staff coordinated with member agencies, including City staff, and Yunex Traffic to clarify any additional questions, as well as the Scope of Work and compensation rates.

Yunex Traffic's bid includes a similar scope of work as the current agreement, including Routine and Extraordinary, Emergency, and After-Hours Maintenance, as well as updated compensation rates. Services provided under the Routine maintenance schedule are compensated on a per-light, per-month rate and include services such as fixture replacement via warranty claims, replacement of long-life photocells, fuses, fuse holders, and hand hole covers, troubleshooting for up to two hours during a service call for failed streetlights, and a quarterly night check of all agency-owned streetlights. Twice per year the City remits funds to a paying agent for the upcoming six months of routine streetlight maintenance. These funds are held in a maintenance account, WRCOG receives monthly invoices for routine maintenance provided in the city of Wildomar, and coordinates with the paying agent to disburse payments to Yunex Traffic.

Services provided under the Extraordinary, Emergency, and After-Hours Maintenance scope of work are typically as-needed, and are thus compensated on a time and material (T&M) 174
basis based on the Labor and Equipment rates in the bid. This scope of work includes LED retrofits and installation of pole identification tags for cobra-head and decorative style streetlights, responding to pole knockdowns and replacement of the pole, and miscellaneous services such as pull box lid and overhead wiring replacement, underground service alert services, pole painting and graffiti abatement. WRCOG receives invoices for the Extraordinary, Emergency, and After-Hours Maintenance services provided in the City, and forwards those invoices to the City for direct payment to Yunex Traffic.

Moreover, upon award of a contract, Yunex Traffic will provide items at no-additional cost such as a 24/7 call center and dispatch that can receive service calls from City staff, WRCOG staff, or the public, access to an online Customer Portal and Service Business Platform.

Furthermore, in lieu of a per-light, per-month rate for routine maintenance services, Yunex Traffic has also agreed to provide all services from their bid based on T&M rates should a member agency prefer to take an on-call maintenance approach for all work completed.

The goal for the new agreement with Yunex Traffic is to commence services on December 1, 2023, so that a seamless transition occurs without a lapse of service.

To move forward, the City must execute the First Amendment to the Implementation Agreement between WRCOG and the City of Wildomar (Attachment A), and Appendix 9 to the new WRCOG Professional Services Agreement that will be between WRCOG, Yunex, LLC, and the City of Wildomar (Attachment B). The term of Appendix 9 to the WRCOG Professional Services Agreement with Yunex Traffic for streetlight O&M services will be three years, with 1 additional one-year period, and 2 additional six-month periods, for a maximum potential term of five years. The not-to-exceed compensation amount for the WRCOG Professional Services Agreement is $7,295,244. The City of Wildomar’s share of the compensation is currently estimated at $238,406, and is subject to change based on the number of streetlights added to or removed from the Program and any additional work requested by the City. A copy of the Professional Services Agreement between WRCOG and Yunex Traffic is included in Attachment C, for reference.

Staff recommends that the City Council approve and authorize the City Manager to execute the First Amendment to the Implementation Agreement with the Western Riverside Council of Governments (WRCOG) and approve and authorize the City Manager to execute Appendix 9 to the WRCOG Professional Services Agreement with Yunex, LLC.

FISCAL IMPACT:

The City is responsible for all costs arising from the WRCOG Professional Services Agreement with Yunex Traffic for services provided within the City’s jurisdiction in an amount of $238,406 over the term of this Agreement. This amount is subject to change based on the number of streetlights added to or removed from the Program and any additional work requested by the City.

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Street Light Maintenance is a line item in the approved budget under Fund No. 284. The City budgets funds in that account annually. No additional funding is needed at this time.

There is no impact to the General Fund.

ATTACHMENTS:

A - First Amendment to Implementation Agreement
B - Appendix 9 to WRCOG PSA with Yunex LLC
C - WRCOG Professional Services Agreement with Yunex LLC 176
20323.00005\41586706.1

FIRST AMENDMENT TO THE IMPLEMENTATION AGREEMENT

BETWEEN THE WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

AND THE CITY OF WILDOMAR TO IMPLEMENT MAINTENANCE AND REPAIR

PROGRAM FOR STREETLIGHTS
This First Amendment to Maintenance Agreement (“First Amendment”) is entered into as of ____________________ between the WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS (“WRCOG”), a joint powers author ity formed under Gove rnment Code sections 6500 et seq., and the CITY OF WILDOMAR (“Member Agency”), a public agency formed under the laws of the State of California. WRCOG and the Member Agency are sometimes collectively referred to in this First Amendment as the “Parties” or individually as a “Party.”

RECITALS
WHEREAS, on March 27, 2018, WRCOG entered into an “Amended and Restated Western Riverside Council of Governments Pr ofessional Services Agreement” with Siemens Industry, Inc. (the “Original Professional Services Agreement”), for the provision of retrofitti ng services and regular maintenance and repair services (the “Services”), which was subsequently amended; and WHEREAS, WRCOG and the Member Agency entered into the “Implementation Agreement between the Western Riverside Council of Governme nts and City of Wildomar to Implement the Maintenance and Repair Program for Streetlight s” on March 22, 2019, in order to authorize WRCOG to enter into one or more agreements with third party providers for the pr ovision of maintenance, repair, retrofitting and replacement services of streetlights and ac quisition of retrofit equipment on behalf of the Member Agency within the Member Agency’s jurisdiction and to administer such agreements; and
WHEREAS, the Original Professional Services Agreement expired and WRCOG has entered into a “Western Riverside Council of Governments Professional Services Agreement” with Yunex LLC dated October 2, 2023 (the “Pro fessional Services Agreement”), to provide professional services for the installation of LED street lights and the ongoi ng operations and maintenance of the street light systems for member agencies; and
WHEREAS, the Parties desire enter into this Fi rst Amendment to amend the Implementation Agreement, as permitted pursuant to the provisions of thereof, to replace the Original Professional Services Agreement attached as Exhibit A to th e Implementation Agreement with the Professional Services Agreement, attached as Exhibit A hereto; and
WHEREAS, the City Council has author ized the Member Agency to enter into this First Amendment.

NOW, THEREFORE, the Parties hereby understand and agree as follows:

AGREEMENT
Section 1: Amendment to the Implementation Agreement.

Exhibit A of the Implementation Agreement shall be replaced with the Professional Services Agreement attached hereto as Exhibit A.
177
20323.00005\41586706.1

Section 2: Effect of this First Amendmen t on the Other Terms and Provisions of the Implementation Agreement.

All terms and provisions of the Implementation Agreement, shall remain in full force and legal effect except as expressly modified by the provisions of this First Amendment. 178
20323.00005\41586706.1

IN WITNESS WHEREOF, the Parties hereby have made and executed this First Amendment as of the date first written above.

WESTERN RIVERSIDE COUNCIL CITY OF WILDOMAR

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

APPROVED AS TO FORM:

By:________________________________
City Attorney

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20323.00005\41586706.1

EXHIBIT A

PROFESSIONAL SERVICES AGREEMENT

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APPENDIX 9

CITY OF WILDOMAR

This Appendix 9 to Agreement (“Appendix”) by and between WRCOG, Consultant, and CITY OF WILDOMAR ("Member Agency") is made and entered into this _____day of ______________ 2023. WRCOG, Consultant, and Member Agency are referred to herein as Parties.

1. Defined Terms. All terms used herein have the meanings ascribed to them in the Professional Services Agreement between WRCOG and Consultant dated October 2, 2023, with the exception of the term Member Agency, which for the purposes of this Appendix will refer to the City of Wildomar only.

2. Agreement Incorporated. The terms and provisions of the Agreement are hereby incorporated into this Appendix.

3. Member Agency Exhibits. The Parties hereby agree that the Scope of Services and Compensation for the Project as it relates to Member Agency are defined specifically in Exhibits A and B, attached hereto and incorporated herein by this reference.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

CITY OF WILDOMAR

By: _____________________________
Daniel York, City Manager

APPROVED AS TO FORM

By: _____________________________
City Attorney

ATTEST:

By: _____________________________
City Clerk
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-2-
Exhibit “A”
EXHIBIT “A”

SCOPE OF SERVICES

Understanding of the Project

It is our understanding that WRCOG is seeking a qualified firm to provide Streetlight Operation & Maintenance Services. The selected service company will be responsible for providing a continuing, comprehensive, response program for the Member Agency
streetlights. The Member Agencies expectation is that the contractor will help reduce complaints, promote safety, and proactively extend the longevity of the Member Agencies streetlight equipment, thus reducing the overall operating cost.

We understand that the general Scope of Work to be done consists of scheduled and unscheduled repairs to the Member Agencies streetlight systems. Yunex Traffic will have available and readily accessible, qualified personnel, tools, equipment, facilities, and material required to perform all work necessary for the maintenance of WRCOG’s streetlight systems, as outlined in the Scope of Work and in compliance with current Member Agency and State standards.

Approach / Response Times
To be able to respond immediately to emergency calls, Yunex Traffic’s field technicians are authorized to take their work vehicles home daily. All work vehicles are stocked with proper field equipment so he/she may sufficiently address most problems they encounter while responding.

Emergency response call outs and unscheduled repairs are initiated by calling our toll-free emergency phone number, 1-800-229-6090. A live dispatcher will be available 24 hours a day, 7 days per week, 365 days per year. Our dispatcher will create a work order in our visual planning board and once the work order is released, it will immediately transfer to our technician’s queue on their mobile device. As part of our quality control practice, our dispatcher will follow up with a phone call to our technician to confirm that they are in receipt of the call out/work order. For emergency calls, the technician will arrive at the site within one (1) hour to assess and correct the reported problem. Once the problem is corrected, the technician will inform our WRCOG representative of the repair actions.

Scope of Work
It is always the goal of Yunex Traffic to tailor our services around our customer’s needs. We understand that throughout the term of a contract, those needs may change. We approach all our contracts with the same vision; build a partnership with WRCOG staff and work towards achieving common goals set forth through that partnership. We realize that this is an ever- evolving process and that is why we believe that the only successful route is through establishing common goals. This methodology and a commitment to service will be applied to every aspect of our services for WRCOG.

Yunex Traffic will be available to provide emergency/non-emergency streetlight related issues such as downed streetlight poles, luminaires/photocontrols not functioning, wiring issues, and other operational equipment related issues.

Yunex Traffic will perform the following tasks and activities as it relates to the maintenance of the streetlight system (36,231poles & 36,554 luminaires):
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Exhibit “A”

Customer Service – Provide and administer a customer service center including, at a minimum, a toll-free phone number and website to allow WRCOG and the public to report any streetlight issues (e.g., outages, knockdowns, etc.). Separately, provide a maintenance website for WRCOG staff to access. This will provide WRCOG an up-to-date summary of current and completed tasks. Yunex will use and provide an Online Maintenance System with free access to designated WRCOG staff members. The entire online system will be a real-time system. System functionality will include but not be limited to the following items:

• Work order tracking
• Work order status updates
• Asset and equipment management
• Maintenance requests
• Maintenance checklists that are maintained and updated regularly

GIS Update - Update WRCOG’s GIS mapping system when new poles are replaced or added to the streetlight system.

Reports - Monthly and quarterly streetlight system reviews and reports, including outage/failure rate, knockdowns, and suggested repairs.

Meetings – Coordinate and attend regular meeti ngs to review outstanding issues and work orders, including discussion of any billing or contract management issues.

Coordination with Outside Entities – Coordinate
electrical service repairs/restoration with SCE as well as coordinate with WRCOG Staff, residents, and
businesses, as-needed, for difficult to access lights.

Traffic Control – Employees are trained and certified in temporary traffic control measures, which are compliant with the California Manual of Uniform Traffic Control
Devices (CA MUTCD).

Warranty Claims – Administer services for all warranty
claims on behalf of the Member Agency for any
luminaires, photocells, or similar streetlight equipment (smart nodes, detection devices, etc.)

Streetlight Pole Knockdowns – Respond to all calls of
poles that have been knocked down, implement traffic
control, confirm electrical lines are made safe, cut downed pole/luminaire arm, remove from location, and clean up all debris.

Streetlight Pole Replacement - Replacement poles will be replaced within 14 business days of reporting.

Quarterly Streetlight System Reviews (Night Inspection) – Nighttime lighting surveys will be conducted of all Member Agency owned streetlights to identify any streetlights that are non-functioning. Upon completion of such nighttime survey, Yunex will provide a report to the Member Agency of all system activi ty, condition, issues found, and planned or completed repairs. The report will include the nearest street address and pole number.

Nighttime Lighting Surveys will be completed quarterly. 183

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Exhibit “A”

Annual Painting of Metal Poles – Provide metal pole painting based upon Member Agency approval.

LED Replacement – Replacement of LED streetlights that
have been inoperative by virtue of failure. Replacement will occur within three (3) business days from notification of Yunex by Member Agency. If the cause of failure is covered under manufacture warranty, Yunex will be responsible for warranty management of defective LED fixtures which includes all aspects related to standard warranty practices. Yunex will notify the Member Agency of any undue delays in response due to the manufacturer.

LED Retrofit & Pole Tagging – Provide LED retrofit and/or pole identification tag installation services for cobra head and/or decorative streetlights.

Removal and Disposal – Provide removal and disposal services of all damaged/di scarded materials. Disposal services will follow the California Recycle and Disposal Laws.

Furnish and Install House-Side Shields – Provide and install house-side shields when requested to do so by any Member Agency.

Provide a Storage Facility – Yunex’s local storage facility is conveniently located in the City of Riverside, which is within minutes of each Member Agency. We have been utilizing this location to service this contract since being awarded this contract.

Compliance with all Laws – Yunex is familiar with all federa l, state, and local laws and regulations regarding the Scope of Work , and follows wage and labor laws, OSHA requirements, and appropriate safety measures.

Troubleshooting – Diagnose and repair any Member Agency owned inoperable streetlights. Repairs will be completed within three (3) working days or less.

Spare Inventory – Yunex will warehouse sufficient sp are inventories such as poles, luminaires, ballasts, photocells, nodes, fuse holders, fuses, wire, pull box lids, hand hole covers, electrical services, pole identification tags, and other electrical components.

Extraordinary, Emergency, and After-hours
Maintenance - For streetlight maintenance issues
that fall outside of the standard maintenance scope
above, Yunex will provide services billed on a time
& materials basis. Example of Extraordinary,
Emergency, and After-hours Maintenance includes
the following: traffic accidents, tree fall or power
surges that may occur, resulting in the streetlights
being damaged and needing to be replaced, though
the frequency may vary considerably. All
Extraordinary, Emergency, and After-hours
Maintenance work must be preapproved by the
Member Agency prior to the work being completed.

The following items have specifically been identified as, but are not limited to, Emergency and after-hours maintenance:
o Emergency response - 24 hours and day 7 days a week
184

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Exhibit “A”

o Streetlight pole knockdown response
o Damaged/leaning poles
o Luminaire repairs or replacement
o Photocell replacement
o Fuse and/or fuse holder replacement
o False calls
o Wiring replacement
o Pole graffiti abatement
o Pole painting
o House side shield purchase and installation
Additional offerings available to WRCOG:

USA Dig Alert Services
Yunex Traffic will respond to all Underground Service Alert (USA) requests/notices or at the request of Member Agency staff for the marking and protection of streetlight underground facilities such as electrical co nduits, safety light conduits, and other appurtenant equipment which might conflict with other right-of-way construction or repairs.

Our own in-house technicians are equipped and certified with the proper locating devices provided by Metrotech.

185

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Exhibit “A”

On-Line Portal (Service Business Platform @ITS)
Yunex Traffic has rolled out a new service tool called SBP (Service Business Platform), which is a proprietary management system designed to effectively manage all service order progress, remotely update our ERP system (SAP) and as work is performed.

SBP allows us to monitor many key performance items such as time arrived onsite, time of completion, materials used, and vehicle/equipment used.

SBP keeps historical records for every location which allows the technicians an additional resource when troubleshooting.

When creating a new service request, the SBP will query the location history and will flag the order if it is a repeated call out or duplicate order.

Technicians transmit response and routine mainte nance items in real-time using IOS or Android devices.

The contractual Scope of Work and all maintenance activities are also available for technicians to review to ensure all tasks are completed within the specified timeframe.

Customer specific checklists for routine preventative maintenance will be available to the technicians so all required tasks are completed, per your Scope of Work.

186

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Exhibit “A”

Customer Portal
The SBP Customer Portal gives our customers access to:

Monitor real-time status of routine maintenance and service calls Location history (sort/filter by date, location, call type, etc.) Overall historical maintenance and repair data
Real-time equipment inventories, maps, and event reporting Asset management (including digital photographs, GIS data, etc.)

187

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Exhibit “A”

Tracking as Related to Invoicing
In addition to our Customer Portal, you will receive a detailed billing report with each invoice that lists labor and equipment hours billed for each service order.

188

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Exhibit “B”
EXHIBIT “B”

COMPENSATION

BILLING RATES

Item Description Unit of
Measure
Unit Cost
Monthly Maintenance
1 LED Fixture
Maintenance Cobra
head
This includes the cost for all regular maintenance and associated tasks to maintain the cobrahead fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance section. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for LED streetlight fixtures that have failed and still covered under the original manufacturer's warranty. This includes the cost to remove, complete the RMA process, and reinstall the fixture (regardless of it being fixed/replaced). Fixtures that are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Markup (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders.
e) Hand Hole Covers: Replacement of missing hand hole covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the issue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Material (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 35,832 streetlights belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$0.70
2 LED Fixture
Maintenance Decorative
This includes the cost for all regular maintenance and associated tasks to maintain the decorative fixtures in the streetlight system as identified in section 13.1 of the RFP. This fee is expected to be all inclusive, with the sole exceptions being those items identified in the extraordinary maintenance section. This bid item shall include:
a) Fixture Replacement: Facilitate the entire RMA (return merchandise authorization) process for Decorative LED fixtures that have failed and still covered under the original manufacturer's warranty. This includes the cost to remove, complete the RMA process, and reinstall the fixture (regardless of it being fixed/replaced). Fixtures that are damaged by acts of nature (i.e., lightning strikes, etc.) will be replaced, although the cost of the fixture will be charged under Material Markup (Cost + 15%). b) Long-Life Photocells: Removal & Replacement of a failed photocells. c) Fuses: Replacement of failed fuses.
d) Fuse Holders: Replacement of failed fuse holders.
e) Hand Hole Covers: Replacement of missing hand hole covers (i.e., due to theft).
f) Troubleshooting: Respond to reports of a failed streetlight by city staff or residents. Our technician will spend up to 2 hours of time troubleshooting the streetlight to find what the issue might be (fixture, photocell, fuses, fuse holder, wiring issue, etc.). Troubleshooting which exceeds 2 hours, will be billed under Time and Material (Labor Rates, Equipment Rates, and Material Markup).
g) Night Survey: Perform a quarterly night drive inspection of all 399 decorative fixtures belonging to WRCOG agencies. Prepare a report of outages that will be followed up by our technicians.

Per Light
/ Per
Month
$2.15
Extraordinary Maintenance (Reference pricing Only - this scope will be quoted on time and material basis) 3 LED Replacement
Cobra head
This includes the costs for labor and equipment (trucks, lifts, tools, traffic control, etc.) for replacing existing cobrahead fixtures with a new LED fixture, disposal and updating of WRCOG database with model number installed and installation date.

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $80.00
4 LED Replacement
Decorative
This includes the costs for labor and equipment (trucks, lifts, tools, traffic control, etc.) for replacing existing decorative fixtures with a new LED fixture, disposal and updating of WRCOG database with model number installed and installation date.

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $160.00
5 Street light pole ID tag This includes the labor for installation of a unique pole ID tag for each pole. Pole tags will be affixed to poles with an adhesive, no riveting or drilling will be performed. This price is based on installing one (1) pole tag. If multiple pole tags are g
rouped together, in the same member agency, a lower price could be provided.

Each $92.00
6 House side shield
installation
This includes the costs associated with the installation of a house side shield on an existing LED fixture, excluding the cost of the actual shield. Material will be charged at cost plus the markup listed below.

Each $67.00
189

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Exhibit “B”
7 Knockdown pole
replacement No
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does not require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $5,190.00
8 Knockdown pole
replacement with
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $7,920.00
9 Pull box lid replacement This includes the cost of labor, materials and equipment to purchase, supply and replace a pull box lid with a fiberlyte lid due to damage or missing lid.

Each $220.00
10 Pole graffiti abatement This includes the estimated cost per pole to remove or cover reported graffiti. Costs include labor, equipment and materials needed to complete each individual abatement assuming time required to abate graffiti is less than 30 minutes. Work limited to under 4SF and/or lower than 7ft.

Each $87.00
11 Overhead wiring
replacement
Total cost to repair or replace damaged overhead wiring. Cost provided per foot of wire being replaced. Costs include labor, equipment and materials to complete the repair during normal working hours. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process.

Per Foot $17.00
12 Pole painting This includes the costs on a per occurrence (per pole) basis for all labor, equipment and materials needed to prep and paint a standard metal street light pole (assume 30 foot). It is assumed that 10 poles would be scheduled for painting as a group, annually
Each $700.00
13 USA Dig Alert Yunex LLC typically prices this se rvice out on a per occurrence basis. This includes the following: Our technician identifies the point of demarcation on site using field equipment. This is typically limited to approximately 100-150 linear ft per call out.

Each $245.00
Labor Rates
Item
#
Item Description Unit Quantity Regu lar Time Overtime Premium Time 14 Superintendent HR 1 $98.00 N/A N/A
15 Foreman HR 1 $137.00 $172.00 $207.00
16 Electrician HR 1 $130.00 $162.00 $193.00
17 Labore r HR 1 $110.00 $159.00 $159.00

Regular, Overtime, and Premium time explanation:

 Regular Hours are Monday through Friday (excluding holidays) from 7:30am to 4:00pm.  Overtime Hours are Monday through Friday after these work hours for the first four straight hours on any job as well as Saturday for the initial 8 working hours.  Premium Hours are Monday through Friday after four hours of OT on any one job, Saturdays after 8 hours on any one job, all day Sunday starting at 12:00am until Monday at 7:30am and all holidays starting at 12:00am until the next morning at 7:30am.

Equipment Rates
Item # Item Description Unit Quantity Unit Price
18 Service T ruck H R 1 $30.00
19 Bucket T ruck H R 1 $30.00
20 Crane Truc k H R 1 $55.00

Material Markup
Item # Item Description Unit %
21 Material Markup % 15%

Yunex LLC requests the option to re-evaluate contract pricing using the US Consumer Price Index to calculate annual escalations.
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WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into this day 2nd of October, 2023, by and between the Western Riverside Council of Governments, a California public agency (“WRCOG”), and Yunex, LLC, a Delaware limited liability company (“Consultant”). WRCOG and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. RECITALS.

2.1 Lease Agreement .

Banc of America Leasing & Capital, LLC (together with its successors and assigns, "Lessor") entered into an Equipment Lease/Purchase Agreement with each of the Member Agencies (as defined herein) in order to finance the acquisition, installation and retrofitting of streetlights within the Member Agency's jurisdiction (as amended, the "Lease Agreement"). The Parties expressly hereby agree that the Lease Agreement is not being incorporated into this Agreement and shall not be deemed a part of this Agreement.

 City of Perris
 City of San Jacinto
 City of Wildomar

2.2 Member Agency.

“Member Agency” means any and all member agencies participating in WRCOG’s street light program in accordance with an Implementation Agreement. The following local agencies are Member Agencies for the purposes of this Agreement:

 City of Eastvale
 City of Hemet
 City of Lake Elsinore
 City of Menifee
 City of Murrieta
 City of Perris
 City of San Jacinto
 City of Wildomar
 Jurupa Community
Services District

2.3 Incorporated Documents.

2.2.1 Request for Proposal. The Request for Proposal No. 23-02 (“RFP”) issued by WRCOG on July 12, 2023 and the Consultant’s response to the RFP dated August 2, 2023 are incorporated herein by this reference.

2.2.2 Appendices and Exhibits. Each Member Agency shall execute its own Appendix, which shall cover the following for that Member Agency: Scope of Services (Exhibit A) and Compensation (Exhibit B). The following Appendices, including their Exhibits, are attached hereto and incorporated herein by this reference:
191
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 Appendix 1 – City of Eastvale
 Appendix 2 – City of Hemet
 Appendix 3 – Jurupa Community Services District
 Appendix 4 – City of Lake Elsinore
 Appendix 5 – City of Menifee
 Appendix 6 – City of Murrieta
 Appendix 7 – City of Perris
 Appendix 8 – City of San Jacinto
 Appendix 9 – City of Wildomar

2.4 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by WRCOG and its Member Agencies on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing LED streetlight installation and ongoing operations and maintenance of street light systems is licensed in the State of California, and is familiar with the plans of WRCOG and its Member Agencies.

2.5 Project.

WRCOG desires to engage Consultant to render such professional services for the installation of LED street lights and the ongoing operations and maintenance of the street light systems for Member Agencies (“Project”) as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to WRCOG and the applicable Member Agencies all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the LED street light installation and ongoing operations and maintenance of street light systems necessary for the Project (“Services”). The Services are more particularly described in the RFP and in Exhibit “A” to each Appendix attached hereto and incorporated herein by reference, and which are stated in the proposal to WRCOG and approved by WRCOG’s Executive Committee. All Services shall be subject to, and performed in accordance with, this Agreement, the Appendices and exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from December 1, 2023 to December 31, 2026, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. WRCOG shall have the option to extend the term of this Agreement for one (1) additional one (1) year period, and two (2) additi onal six (6) month periods (“Option Term”) by notifying Consultant in writing prior to the end of the term of this Agreement, or any then-current Option Term, of its election to exercise its option. The Option Term may be exercised by WRCOG on behalf of all or any number of Member Agenci es, subject to prior written approval from the relevant Member Agency with respect to the extension of its respective Appendix. Compensation for work during any Option Term shall be at the rates set forth in Exhibit “B”, but otherwise all other 192
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terms and obligations of this Agreement shall continue during any Option Term.

3.1.3 Assignability of Agreement. WRCOG reserves the right to assign this Agreement to other entities, subject to prior written approval from the relevant Member Agency with respect to an assignment of its respective Appendix. Assignment(s) will be subject to the same terms and conditions included in this Agreement. Other entities shall negotiate the pricing for the Services and supplies with the Consultant and include necessary provisions for management of their specific projects. WRCOG shall have no responsibility for the Consultant’s performance under any assignments.

3.2 Responsibilities of Consultant.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. WRCOG retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of WRCOG or any Member Agency and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to, social security taxes, income tax withholding, unemployment insurance, disability insurance,and workers’ compensation insurance.

3.2.2 Schedule of Services. Consultant shall install replacement poles within 20 business days of a reported knockdown of a pole or upon approval from WRCOG or a Member Agency. At WRCOG and the Member Agency’s discretion, if such pole is not replaced within the initial 20 days, a one hundred dollar ($100) bill credit will be applied to the Consultant’s invoice.

An additional $100 bill credit will be applied for every 15 business days thereafter that the Consultant fails to replace such pole. Consultant shall perform the Services for WRCOG and the applicable Member Agency expeditiously, within the term of this Agreement. Consultant understands and agrees that in the event that the schedule for delivery of Services to any Member Agency is delayed, for any reason whatsoever including through the fault of WRCOG or the Member Agency, the delay shall not be used as a reason for delay on the part of the Contractor in meeting the schedule for delivery of Services to any other Member Agency. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant’s conformance with the schedule, WRCOG and the applicable Member Agency shall respond to Consultant’s submittals in a timely manner. Upon request of WRCOG or any Member Agency, Consultant shall provide a more detailed schedule of anticipated performance.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of WRCOG and the applicable Member Agency.

3.2.4 Substitution of Key Personnel. Consultant has represented to WRCOG that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of WRCOG. In the event that WRCOG and Consultant cannot agree as to the substitution of key personnel, WRCOG shall be entitled to 193
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terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to WRCOG, or who are determined by the WRCOG to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the WRCOG. The key personnel for performance of this Agreement are as follows: Michael J. Hutchens, Steven Teal, Robert Paquette, and Candace Gallaher.

3.2.5 WRCOG’s Representative. WRCOG hereby designates Daniel Soltero or his or her designee, to act as its representative for the performance of this Agreement (“WRCOG’s Representative”). WRCOG’s Representative shall have the power to act on behalf of WRCOG for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than WRCOG’s Representative or his or her designee.

3.2.6 Consultant’s Representative. Consultant hereby designates Steven Teal or his or her designee, to act as its Representative for the performance of this Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures, and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with WRCOG staff in the performance of Services and shall be available to WRCOG’s staff, consultants, and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and sub- contractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and sub-contractors have all licenses, permits, qualifications, and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement.

As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense, and without reimbursement from WRCOG or any Member Agency, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub- consultants who is determined by WRCOG or the applicable Member Agency to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to WRCOG, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services , including all Cal OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules, and/or regulations, and without giving written notice to WRCOG, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, 194
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indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and the Member Agencies’ Directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Consultant shall not commence the Services under this Agreement until it has provided evidence satisfactory to WRCOG that it has secured all insurance required under this section, in a form and with insurance companies acceptable to WRCOG. In addition, Consultant shall not allow any sub-contractor to commence work on any subcontract until it has provided evidence satisfactory to WRCOG that the sub- contractor has secured all insurance required under this section.

3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, r epresentatives, employees or sub-contractors.

Consultant shall also require all of its sub-contractors to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001 or exact equivalent); (2) Automobile Liability: Insurance Services Office Business Auto Coverage (form CA 0001, code 1 (any auto) or exact equivalent); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance.

(B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $5,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement / location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability: $5,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $5,000,000 per accident for bodily injury or disease.

3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Services, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $2,000,000 per claim. This insurance shall be endorsed to include contractual liability applicable to this Agreement and shall be written on a policy form coverage specifically designed to protect against acts, errors, or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend.

3.2.10.4 Insurance Endorsements. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by WRCOG to add the following provisions to the insurance policies:
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(A) General Liability.

(i) Commercial General Liability Insurance must
include coverage for (1) Bodily Injury and Property Damage; (2) Personal Injury / Advertising Injury; (3) Premises / Operations Liability; (4) Products / Completed Operations Liability; (5) Aggregate Limits that Apply per Project; (6) Explosion, Collapse and Underground (UCX) exclusion deleted; (7) Contractual Liability with respect to this Agreement; (8) Broad Form Property Damage; and (9) Independent Consultants Coverage.

(ii) The policy shall contain no endorsements or
provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement.

(iii) The policy shall give WRCOG, its Directors, officials, officers, employees, volunteers and agents insur ed status using ISO endorsement forms 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.

(iv) The additional insured coverage under the policy
shall be “primary and non-contributory” and will not seek contribution from WRCOG’s insurance or self-insurance and shall be at least as broad as CG 20 01 04 13, or endorsements providing the exact same coverage.

(B) Automobile Liability.

(i) The automobile liability policy shall be endorsed to state that: (1) WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agent s and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired, or borrowed by the Consultant or for which the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant’s scheduled underlying coverage. Any insurance or self-insurance maintained by WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers shall be in excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

(i) Consultant certifies that he/she is aware of the
provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.

(ii) The insurer shall agree to waive all rights of
subrogation against WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Consultant.

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(D) All Coverages. Defense costs shall be payable in addition to the limits set forth hereunder. Requirements of specific coverage or limits contained in this section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. It shall be a requirement under this Agreement that any available insurance proceeds broader than or in excess of the specified minimum insurance coverage requirements and/or limits set forth herein shall be available to WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ Directors, officials, officers, employees, volunteers and agents as additional insureds under said policies. Furthermore, the requirements for coverage and limits shall be (1) the minimum coverage and limits specified in this Agreement; or (2) the broader coverage and maximum limits of coverage of any Insurance policy or proceeds available to the named insured; whichever is greater.

(i) The limits of insurance required in this Agreement
may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of WRCOG and each Member Agency (if agreed to in a written contract or agreement) before WRCOG’s or any Member Agency’s own insurance or self-insurance shall be called upon to protect it as a named insured.

The umbrella / excess policy shall be provided on a “following form” basis with coverage at least as broad as provided on the underlying policy(ies).

(ii) Consultant shall provide WRCOG at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to WRCOG at least ten (10) days prior to the effective date of cancellation or expiration.

(iii) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims-made policy with a retroactive date subsequent to the effective date of this Agreement.

(iv) The foregoing requirements as to the types and
limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by WRCOG, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.

(v) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, WRCOG and its Member Agencies have the right but not the duty to obtain the insurance they deem necessary, and any premium paid by WRCOG and its Member Agencies will be promptly reimbursed by Cons ultant or WRCOG (and the applicable Member Agency) will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, WRCOG may cancel this Agreement. WRCOG may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. 197
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(vi) Neither WRCOG, its Member Agencies, nor any of
its Member Agencies’ directors, officials, of ficers, employees, volunteers or agents shall be personally responsible for any liability arising under or by virtue of this Agreement.

3.2.10.5 Separation of Insureds; No Special Limitations. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, employees, agents, and volunteers.

3.2.10.6 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by WRCOG. Consultant shall guarantee that, at the option of WRCOG, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, employees, agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims, and administrative and defense expenses.

3.2.10.7 Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, licensed to do business in California, and satisfactory to WRCOG and each member Agency.

3.2.10.8 Verification of Coverage. Consultant shall furnish WRCOG and each Member Agency with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to WRCOG. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf and shall be on forms provided by WRCOG if requested. All certificates and endorsements must be received and approved by WRCOG before work commences.

WRCOG reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.10.9 Sub-consultant Insurance Requirements. Consultant shall not allow any sub-contractors or sub-consultants to commence work on any sub-contract until they have provided evidence satisfactory to WRCOG that they have secured all insurance required under this section. Policies of commercial general liability insurance provided by such sub-contractors or sub-consultants shall be end orsed to name WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officers, officials, employees, agents and volunteers as an additional insured using ISO Form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, WRCOG may approve different scopes or minimum limits of insurance for particular sub-contractors or sub-consultants.

3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state, and federal laws, rules, and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life-saving equipment and procedures; (B) instructions in accident prevention for all employees and sub-contractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment, and other safety devices, equipment and wearing 198
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apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.

3.2.12 Surety Bonds. Consultant shall provide each Member Agency with a payment and performance bond ("Surety Bond") executed by a surety company authorized to do business in the State, having a financial strength rating by A.M. Best Company of "A-" or better, and otherwise satisfactory to the Member Agency and naming the Member Agency as a co- obligee in a sum equal to the entire amount to become payable under the Appendix to this Agreement applicable to the Member Agency. Each bond shall be conditioned on the completion of the Services for that Member Agency and upon payment of all claims of subconsultants and suppliers. Consultant shall cause the surety company to add WRCOG and Banc of America Leasing & Capital LLC as a co-obligee on each Surety Bond, and shall deliver a certified copy of each Surety Bond to WRCOG and Banc of America Leasing & Capital LLC promptly upon receipt thereof by Consultant. Any proceeds from a Surety Bond shall be applied in accordance with such Surety Bond to the payment and performance of the Consultant's obligations in accordance with this Agreement and all Appendices and, if for whatever reason such proceeds are not so applied, then first to amounts due Lessor (as defined in the Lease Agreement) pursuant to Section 4.05 and 7.04 of the Lease Agreement, and any remaining amounts shall be payable to Lessee (as defined in the Lease Agreement).

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit ”B” attached hereto and incorporated herein by reference. Compensation does not include costs for extraordinary street light maintenance services, described in Exhibit “A.” The total compensation for Services, with the exception of extraordinary street light maintenance services described in Exhibit “A,” shall not exceed seven million two hundred ninety-five thousand two hundred forty-four dollars ($7,295,244) without written approval of WRCOG’s Executive Director and the applicable Member Agency . Extra Work may be authorized, as described below, and, if authorized, said Extra Work will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to WRCOG a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The monthly statement shall be submitted to WRCOG within 20 days from the end of the billing period, and individual billing for claims or special projects shall be submitted within 30 business days from the date of completion. The statement shall contain the invoice number and date; remittance address; Agreement number XXXX-XX-XXXX-XXX, and invoice total. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. At a minimum, Consultant shall provide a statement with sufficient detail to enable WRCOG or the Member Agency to make payment to Consultant from the appropriate account in accordance with the Paying Agent Agreement (as defined in the Lease Agreement) and/or Escrow Agreement (as defined in the Lease Agreement), as applicable (i.e., retrofit specific costs to be identified separatel y from other Services under this Agreement).

WRCOG shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by WRCOG.
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3.3.4 Extra Work. At any time during the term of this Agreement, WRCOG may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by WRCOG 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 written authorization from WRCOG’s Representative.

3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects. Since the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. WRCOG shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification, or type of worker needed to execute the Services available to interested parties upon request, and post copies at the Consultant’s principal place of business and at the project site. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ elected officials, officers, employees, volunteers, and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.3.6 CPI Increase. In recognition of the general increase in the cost of doing business, the parties agree to an increase in the compensation rates as of July 1st of each calendar year, in an amount equal to the increase in the U.S. Department of Labor Consumer Price Index "CPI" for the previous calendar year (January 1 through December 31) for all urban consumers in the Riverside County, California area; provided that the CPI adjustment shall be rounded up to the nearest full dollar, and further provided that the CPI adjustment shall not exceed five percent (5%) for any year. Notwithstanding any provision herein to the contrary, Consultant may request, on or before March 31
st of each year, an increase in the rates over and above the CPI adjustment upon a showing of good cause for such increase; provided that the approval or disapproval of any such request shall be made by the WRCOG in its sole and absolute discretion.

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of WRCOG or any applicable Member Agency during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement.

Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.

3.5.1.1 Grounds for Termination. WRCOG may, subject to prior written 200
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approval from the relevant Member Agency and by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. In addition, each Member Agency may, by written notice to WRCOG and Consultant, terminate its Appendix to this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to WRCOG or the applicable Member Agency, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, WRCOG may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such documents and other information within fifteen (15) days of the request.

3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, WRCOG and its Member Agencies may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Yunex LLC
9225 Bee Cave Rd, Building B, Suite 201
Austin, TX 78733
Attn: Steven Teal

WRCOG: Western Riverside Council of Governments
3390 University Avenue, Suite 200
Riverside, CA 92501
Attn: Daniel Soltero

Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.3 Inspection of Installation Data and Maintenance Records

3.5.3.1 Documents & Data; Licensing of Intellectual Property. During the course of this Agreement, and upon reasonable advance notice and during normal business hours, WRCOG and its Member Agencies may inspect and examine the installation data and maintenance records specifically created or collected by Consultant under this Agreement. Upon termination or expiration of this Agreement, Consultant will provide to WRCOG and its Member Agencies the installation data and maintenance records specifically created or collected by Consultant under this Agreement. The installation data and maintenance records shall include all final installation data, customer service reports and inquiry activity, and maintenance records, but 201
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shall not be deemed to include any proprietary, confidential, or protected information, programs, platforms, and/or materials of Consultant.

3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other documents and data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant.

Such materials shall not, without the prior written consent of WRCOG and the relevant Member Agency, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use WRC OG’s or any member Agency’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television, or radio production or other similar medium without the prior written consent of WRCOG or the applicable Member Agency.

3.5.3.3 Infringement Indemnification. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ directors, officials, officers, employees, volunteers, and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by WRCOG or any Member Agency of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another and shall take any additional acts or sign any additional documents as may be necessary, appropriate, or convenient to attain the purposes of this Agreement.

3.5.5 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.5.6 Indemnification. Consultant shall defend, indemnify, and hold WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ Directors, officials, officers, consultants, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors, arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and attorneys’ fees and other related costs and expenses. Consultant shall defend, at Consultant’s own cost, expense, and risk, any and all such aforesaid suits, actions, or other legal proceedings of every kind that may be brought or instituted against WRCOG, its Member Agencies, and WRCOG’s and it s Member Agencies’ directors, officials, officers, consultants, employees, agents or volunteers. Consultant shall pay and satisfy any judgment, award, or decree that may be rendered against WRCOG or its Directors, officials, officers, consultants, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse WRCOG, its Member Agencies, and WRCOG and its Member Agencies’ directors, officers , consultants, employees, agents, or volunteers, for any and 202
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all legal expenses and costs, including reasonable attorneys’ fees, incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant’s obligation to indemnify shall not be restricted to insurance proceeds, if any, received by WRCOG, its Member Agencies, and WRCOG’s and its Member Agencies’ di rectors, officials, officers, consultants, employees, agents, or volunteers. This section shall survive any expiration or termination of this Agreement. Notwithstanding the foregoing, to the extent Consultant’s Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant.

3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.

3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County.

3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.10 WRCOG’s Right to Employ Other Consultants. WRCOG reserves the right for itself and its Member Agencies to employ other consultants in connection with this Project.

3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of WRCOG, subject to prior written approval from each applicable Member Agency to the extent such assignment, hypothecation or transfer could impact such Member Agency’s Appendix. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days, or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and sub-contractors of Consultant, except as otherwise specified in this Agreement. All references to WRCOG include its Directors, officers, employees, agents and all volunteers except as otherwise specified in this Agreement. All references to Member Agencies include their elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties, subject to prior written approval from each applicable Member Agency to the extent such supplement, modification, or amendment impacts such member Agency’s Appendix. 203
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3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or perfo rmed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.16 No Third-Party Beneficiaries. There are no intended beneficiaries of any right or obligation assumed by the Parties with the exception of the Member Agencies, which are expressly considered to be third party beneficiaries and are entitled to enforce any and all rights held by the Member Agency itself or by WRCOG under this Agreement.

3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, 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, WRCOG shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, Director, officer, official, agent volunteer, or employee of WRCOG, during the term of his or her service with WRCOG, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

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

3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for Workers’ Compensation, or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5.21 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 bind each respective Party.

3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6 Subcontracting.

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3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of WRCOG, subject to prior written approval from the applicable Member Agency to the extent such work relates to such member Agency’s Appendix. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

[SIGNATURES ON FOLLOWING PAGE]

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SIGNATURE PAGE TO

WESTERN RIVERSIDE COUNCIL OF GOVERNMENTS

PROFESSIONAL SERVICES AGREEMENT

IN WITNESS WHEREOF, the Parties hereby have made and executed this Agreement as of the date first written above.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

*A corporation requires the signatures of two corporate officers.

One signature shall be that of the Chairman of Board, the President or any Vice President, and the second signature (on the attest line) shall be that of the Secretary, any Assistant Secretary, the Chief Financial Officer or any Assistant Treasurer of such corporation.

If the above persons are not the intended signators, evidence of signature authority shall be provided to WRCOG.

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APPENDIX __

MEMBER AGENCY NAME

This Appendix _ to Agreement (“Appendix”) by and between WRCOG, Consultant, and [***MEMBER AGENCY ***] ("Member Agency") is made and entered into this _____day of ______________ 2023. WRCOG, Consultant, and Member Agency are referred to herein as Parties.

1. Defined Terms. All terms used herein have the meanings ascribed to them in the Professional Services Agreement between WRCOG and Consultant dated ____ __, 2023, with the exception of the term Member Agency, which for the purposes of this Appendix will refer to [***MEMBER AGENCY NAME***] only.

2. Agreement Incorporated. The terms and provisions of the Agreement are hereby incorporated into this Appendix.

WESTERN RIVERSIDE COUNCIL Yunex, LLC

OF GOVERNMENTS

By: ________________________________ By: _________________________ Dr. Kurt Wilson
Executive Director Title: _________________________

APPROVED AS TO FORM: ATTEST:

By: ________________________________ By: _________________________

General Counsel Its: _________________________
Best Best & Krieger LLP

[MEMBER AGENCY]

By: _____________________________
[Insert Name, Insert Title]

APPROVED AS TO FORM

By: _____________________________
City Attorney

ATTEST:

By: _____________________________
City Clerk
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Exhibit “A”
EXHIBIT “A”

SCOPE OF SERVICES

Understanding of the Project

Yunex Traffic will perform the following tasks and activities as it relates to the maintenance of the streetlight system (36,231poles & 36,554 luminaires):
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Exhibit “A”

• Work order tracking
• Work order status updates
• Asset and equipment management
• Maintenance requests
• Maintenance checklists that are maintained and updated regularly

GIS Update - Update WRCOG’s GIS mapping system when new poles are replaced or added to the streetlight system.

Reports - Monthly and quarterly streetlight system reviews and reports, including outage/failure rate, knockdowns, and suggested repairs.

Meetings – Coordinate and attend regular meeti ngs to review outstanding issues and work orders, including discussion of any billing or contract management issues.

Traffic Control – Employees are trained and certified in temporary traffic control measures, which are compliant with the California Manual of Uniform Traffic Control
Devices (CA MUTCD).

Warranty Claims – Administer services for all warranty
claims on behalf of the Member Agency for any
luminaires, photocells, or similar streetlight equipment (smart nodes, detection devices, etc.)

Streetlight Pole Replacement - Replacement poles will be replaced within 14 business days of reporting.

Nighttime Lighting Surveys will be completed quarterly. 209

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Exhibit “A”

Annual Painting of Metal Poles – Provide metal pole painting based upon Member Agency approval.

LED Retrofit & Pole Tagging – Provide LED retrofit and/or pole identification tag installation services for cobra head and/or decorative streetlights.

Removal and Disposal – Provide removal and disposal services of all damaged/di scarded materials. Disposal services will follow the California Recycle and Disposal Laws.

Furnish and Install House-Side Shields – Provide and install house-side shields when requested to do so by any Member Agency.

Troubleshooting – Diagnose and repair any Member Agency owned inoperable streetlights. Repairs will be completed within three (3) working days or less.

The following items have specifically been identified as, but are not limited to, Emergency and after-hours maintenance:
o Emergency response - 24 hours and day 7 days a week
210

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Exhibit “A”

Our own in-house technicians are equipped and certified with the proper locating devices provided by Metrotech.

211

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Exhibit “A”

SBP allows us to monitor many key performance items such as time arrived onsite, time of completion, materials used, and vehicle/equipment used.

SBP keeps historical records for every location which allows the technicians an additional resource when troubleshooting.

When creating a new service request, the SBP will query the location history and will flag the order if it is a repeated call out or duplicate order.

Technicians transmit response and routine mainte nance items in real-time using IOS or Android devices.

The contractual Scope of Work and all maintenance activities are also available for technicians to review to ensure all tasks are completed within the specified timeframe.

Customer specific checklists for routine preventative maintenance will be available to the technicians so all required tasks are completed, per your Scope of Work.

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Exhibit “A”

Customer Portal
The SBP Customer Portal gives our customers access to:

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Exhibit “A”

Tracking as Related to Invoicing
In addition to our Customer Portal, you will receive a detailed billing report with each invoice that lists labor and equipment hours billed for each service order.

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Exhibit “B”
EXHIBIT “B”

COMPENSATION

BILLING RATES

The replacement fixture cost is not included and will be charged at material cost plus the markup listed below.

Each $160.00
5 Street light pole ID tag This includes the labor for installation of a unique pole ID tag for each pole. Pole tags will be affixed to poles with an adhesive, no riveting or drilling will be performed. This price is based on installing one (1) pole tag. If multiple pole tags are grouped together, in the same member agency, a lower price could be provided.

Each $67.00
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Exhibit “B”
7 Knockdown pole
replacement No
foundation
This includes the costs associated with the replacement of an entire street light pole, luminaire arm, fixture and wiring typically associated with a street light knockdown that does not require replacement of the foundation. This is based on the following assumptions: a 28 foot, marbelite pole with a standard 87 watt LED cobra head fixture. The City understands that there will be considerable variation in costs for these repairs under the contract and anticipates work being authorized individually through a quote process. These repairs will not be completed as part of an initial emergency response. Costs are based on a single replacement with work completed during normal work hours scheduled within the requested repair interval.

Each $7,920.00
9 Pull box lid replacement This includes the cost of labor, materials and equipment to purchase, supply and replace a pull box lid with a fiberlyte lid due to damage or missing lid.

Regular, Overtime, and Premium time explanation:

Equipment Rates
Item # Item Description Unit Quantity Unit Price
18 Service T ruck H R 1 $30.00
19 Bucket T ruck H R 1 $30.00
20 Crane Truc k H R 1 $55.00

Material Markup
Item # Item Description Unit %
21 Material Markup % 15%

Yunex LLC requests the option to re-evaluate contract pricing using the US Consumer Price Index to calculate annual escalations.
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CITY OF WILDOMAR

CC - REGULAR MEETING

CONSENT CALENDAR
Agenda Staff Report # 1.8
Meeting Date: November
8, 2023
SUBJECT:

Agreement with Architerra, Inc. dba Architerra Design Group for Landscape Architecture and Construction Management
Services for the Landscape Maintenance District
Enhancements Project (CIP 100)
SUBMITTED BY:

Jason Farag
PREPARED BY:

Jason Farag

ACTION:

SUMMARY:

The proposed agreement will provide the necessary professional services to prepare design plans and oversee construction to improve and enhance the conditions of older landscaping in several landscape maintenance districts. This will enhance landscaping Citywide, increase landscaping
uniformity, and help bring existing areas into conformance with current landscaping and irrigation guidelines.

BACKGROUND:

The City provides landscape maintenance services in various maintenance districts throughout the City. These maintenance districts include Landscape and Lighting Maintenance Districts (LLMDs), Community Facilities Districts (CFDs), and Community Services Areas (CSAs). Each maintenance district may have multiple zones and locations that consist of residential communities or commercial developments. Once a development project is constructed and accepted for maintenance, the City begins landscape maintenance services within that location. Many of the locations currently maintained by the City were 217
constructed prior to the City's incorporation and are not consistent with current landscaping guidelines regarding plant selection or irrigation systems. In certain zones, various plants are due for replacement or replenishment. Also, older sprinkler-based irrigation systems serving traditional landscaping are subject to more frequent maintenance than newer drip-irrigation systems serving drought-tolerant landscaping.

DISCUSSION:

Before proceeding with plant replenishments and irrigation system upgrades Citywide, the City advertised a Request for Proposals (RFP) for Landscape Architecture Services and Construction Management Services. The Request for Proposals included three phases in the requested scope of services as summarized below.

Scope of Services Phasing
1 .

Existing Conditions Evaluation and Recommendations
2 .

Landscape Architectural Design Services (Plan Preparation) 3 .

Construction Management Services

Phase 1 includes an evaluation of the existing landscaping conditions throughout all of the maintenance districts. The awarded consultant will review each location and provide recommendations to the City regarding enhancements and improvements to be made in each location. The consultant will also provide a prioritization list to the City to identify which locations should be addressed in an initial phase of construction.

Phase 2 includes the preparation and approval of landscape plans, specifications, and estimates that will incorporate the recommendations from Phase 1. Phase 2 will also include the advertisement of the approved plans to request construction bids.

Phase 3 includes the construction management services necessary to oversee and inspect the installation of new planting and irrigation Citywide.

In response to the RFP, the City received one proposal from Architerra, Inc. dba Architerra Design Group (Architerra). Staff has reviewed the proposal and has determined that it adequately addresses the scope of services requested in the RFP and is reasonable in scope and fee. A copy of Architerra's proposal for the requested services is included as Exhibit "A" of the proposed Professional Services Agreement (Agreement), included as Attachment A of this staff report. The total cost for Architerra's proposal is not to exceed $267,100. To address unforeseen or unexpected items, a total not to exceed cost of $300,000 has been included in the proposed Agreement. Staff recommends that the City Council authorize the City Manager to execute the Professional Services Agreement with Architerra Design Group for landscape architecture and construction management services for the Landscape Maintenance District Enhancements Project (CIP 100, Project).

A proposed capital project detail sheet and budget has also been prepared for the Project and 218
is included as Attachment B. Included in the Project budget is $35,000 in funding to cover City staff costs to oversee and administer the Project. The total proposed Project budget at this time is $335,000. Staff recommends that the City Council approve a budget appropriation of $335,000 in revenue and expenditures for various funds as identified in the Fiscal Impact and Account Code sections of this staff report, to allocate maintenance district funds to the Project.

Construction administration/management costs are included in the current Project budget, but construction costs have not been estimated and are unknown at this time. During the design phase of the Project and prior to advertising a request for construction bids, construction costs will be estimated. After the City receives construction bids for the proposed landscape improvements, staff will bring forward a recommended construction contract to the City Council for award. At that time, a construction budget will be provided with a corresponding budget appropriation and adjustment request.

FISCAL IMPACT:

Funding for the Project is proposed to come from LLMD, CFD, and CSA maintenance district fund accounts that correspond to the various locations that will be included in and benefit from the Project. The budget for each zone is based on the total number of locations in each zone that are included in the Project. A zone with a larger budget represents a zone with more locations that are included in and benefitting from this Project. A summary of each zone, the total number of locations within each zone included in the Project, and the corresponding revenues and expenditures are included in the Account Code section of this staff report.

There is no impact to the General Fund at this time.

ACCOUNT CODE:

Budget Amendments (FY 23/24)

Fund
Number of
Locations
Revenues
Expenditures
251 - LLMD
Zone 3
12 $
160,800
$ 160,800
251 - LLMD
Zone 29
1 $
13,400
$ 13,400
251 - LLMD
Zone 30
2 $
26,800
$ 26,800
251 - LLMD
Zone 42
1 $
13,400
$ 13,400
251 - LLMD
Zone 51
1 $
13,400
$ 13,400
251 - LLMD
Zone 52
1 $
13,400
$ 13,400
251 - LLMD
Zone 67
1 $
13,400
$ 13,400
219
251 - LLMD
Zone 71
1 $
13,400
$ 13,400
251 - LLMD
Zone 181
1 $
13,400
$ 13,400
260 - CFD
Zone 1 and 2
1 $
13,400
$ 13,400
261 - CFD
Zone 3
1 $
13,400
$ 13,400
263 - CFD
Zone 5
1 $
13,400
$ 13,400
253 - CSA
103
1 $
13,400
$ 13,400

ATTACHMENTS:

A - Services Agreement
B - Project Detail Sheet and Budget
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AGREEMENT FOR SERVICES

LANDSCAPE ARCHITECTURALAND CONSTRUCTION

PROJECT MANAGEMENT SERVICES

By and Between

THE CITY OF WILDOMAR,
a municipal corporation

and

ARCHITERRA, Inc.,
a California corporation
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AGREEMENT FOR SERVICES

BETWEEN

THE CITY OF WILDOMAR, CALIFORNIA
AND

ARCHITERRA

This Agreement for Services (“Agreement”) is entered into as of this 8th day of November, 2023 by and between the City of Wildomar, a municipal corporation (“City”) and Architerra, Inc. , a California corporation (“Service Provider”). City and Service Provider are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS
A. City has sought, by request for proposals, the performance of the services defined and described particularly in Section 2 of this Agreement.

B. Service Provider, following submission of a proposal, for the performance of the services defined and described particularly in Section 2 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the City of Wildomar’s Municipal Code, City has authority to enter into this Services Agreement and the City Manager has authority to execute this Agreement.

SECTION 1. TERM OF AGREEMENT.

Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is fo r two (2) years/months commencing on the date first ascribed above.

(b) Schedule of Performance . The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Service Provider shall be deemed to be in Default of this Agreement.

The City, in its sole discretion, may choose not to enforc e the Default provisions of this Agreement and may instead allow Service Provider to continue performing the Services.

SECTION 3. ADDITIONAL SERVICES.

SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Service Provider the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Three Hundred Thousand dollars ($300,000), unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. In accordance with California Government Code Section 8546.7, if the Not to Exceed Amount exceeds TEN THOUSAND DOLLARS ($10,000.00), this Agreement and the Service Provider's books and records related to this Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as part of any audit of the City, for a period of three (3) years after final payment under the Agreement. (b) Each month Service Provider shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub -category), travel, materials, equipment, supplies, and sub -Service Provider contracts. Sub -Service Provider charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of task performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Service Provider to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c).

In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Service Provider for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Service Provider which are disputed by City, City will use its best efforts to cause 223
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Service Provider to be paid within forty -five (45) days of receipt of Service Provider’s correct and undisputed invoice.
(d) Payment to Service Provider for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Service Provider.

SECTION 5. INSPECTION AND FINAL ACCEPTANCE.

Acceptance of any of Service Provider’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
SECTION 6. OWNERSHIP OF DOCUMENTS; EXCEPTIONS; WARRANTY Except as otherwise provided below, all documents, data, studies, drawings, maps, models, photographs and reports prepared by Service Provider (collectively, “Documents”) under this Agreement are City’s property. Service Provider may retain copies of such Documents as desired but will deliver all original materials to City upon City’s written notice. City agrees that use of Service Provider’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at City’s own risk. Service Provider warrants that all Documents it drafts and completes pursuant to this Agreement constitutes original work. Specifically, Service Provider understands and agrees that use of artificial intelligence (AI) tools including, without limitation, ChatGPT, Microsoft’s Bing Chat, Google’s Bard, and Meta’s LLaMA (Large Language Model Meta AI), in the performance of this Agreement does not constitute an original work, i.e., submitting Documents generated by such AI tools to City and representing it as Service Provider’s original work constitutes a material breach of this Agreement, constitutes a false claim, and may also violate applicable intellectual property right laws including, without limitation, United States Copyright Law.

Accordingly, and notwithstanding any other provision of this Agreement as to ownership, City specifically rejects ownership of such Documents. Service Provider is required to indemnify and defend City to the fullest extent allowed by applicable law should it violate this Section.

All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Service Provider in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Service Provider. Upon completion, expiration or termination of this Agreement, Service Provider shall turn over to City al l such original maps, models, designs, drawings, photographs, studies, 224
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surveys, reports, data, notes, computer files, files and other documents.

If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Service Provider in the course of providing the Services pursuant to this Agreement, Service Provider’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.

Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Service Provider pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Service Provider’s address indicated for receipt of notices in this Agreement. (c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Service Provider’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors -in-interest and authorized representatives.
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SECTION 8. INDEPENDENT CONTRACTOR.
(a) Service Provider is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Service Provider shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City.
(b) The personnel performing the Services under this Agreement on behalf of Service Provider shall at all times be under Service Provider’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Service Provider or any of Service Provider’s officers, employees, or agents except as set forth in this Agreement.

Service Provider shall not at any time or in any manner represent that Service Provider or any of Service Provider’s officers, employees, or agents are in any manner officials, officers, employees or agents of City.
(c) Neither Service Provider, nor any of Service Provider’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Service Provider expressly waives any claim Service Provider may have to any such rights.

SECTION 9. STANDARD OF PERFORMANCE.

Service Provider represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Service Provider shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Service Provider shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Service Provider under this Agreement. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Work” that shall also be applicable to Service Provider’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.

SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.

Service Provider shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Service Provider shall obtain any and all licenses, permits and authorizations necessary to perform the Services set forth in this Agreement. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failu re 226
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of Service Provider to comply with this section.

SECTION 12. NONDISCRIMINATION.

SECTION 13. UNAUTHORIZED ALIENS.

Service Provider hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Service Provider so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Service Provider hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.

SECTION 14. CONFLICTS OF INTEREST.
(a) Service Provider covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Service Provider’s performance of the Services. Service Provider further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Service Provider agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.
(b) City understands and acknowledges that Service Provider is, as of the date of execution of this Agreement, independently involved in the performance of non - related services for other governmental agencies and private parties. Service Provider is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section.
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(c) City understands and acknowledges that Service Provider will perform non-related services for other governmental agencies and private Parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.

Service Provider shall promptly notify City should Service Provider, its officers, employees, agents or subcontractors, be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Service Provider or be present at any deposition, hearing or similar proceeding. Service Provider agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Service Provider. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. Service Provider shall not be held criminally or civilly liable under any Federal or State trade secret law for the disclosure of a trade secret that is made in confidence to a Federal, State, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law or for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal.

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SECTION 16. INDEMNIFICATION.

A. General
(1) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Service Provider’s services, to the fullest extent permitted by law, Service Provider shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorney’s fees and costs, court costs, interest, defense costs, and expert witness fees) arise out of, are a consequence of, or are in any way attributable to, in whole or in part, any negligent or wrongful act, error or omission of Service Provider, or by any individual or entity for which Service Provider is legally liable, including but not limited to officers, agents, employees or sub -contractors of Service Provider, in the performance of professional services under this Agreement.
(2) Indemnification for Other than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Service Provider shall indemnify, protect, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorney’s fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Service Provider, or by any individual or entity for which Service Provider is legally liable, including but not limited to officers, agents, employees or sub -contractors of Service Provider.
(3) Indemnification from Sub -Service Providers. Service Provider agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each and every sub-Service Provider or any other person or entity involved by, for, with or on behalf of Service Provider in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Service Provider fails to obtain such indemnity obligations from others as required herein, Service Provider agrees to be fully responsible according to the terms of this section.

Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Service Provider and shall survive the termination of this Agreement or this section.
(4) City’s Negligence . The provisions of this section do not apply to claims occurring as a result of City’s sole negligence. The provisions of this section shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents. 229
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B. Design Professional Indemnification
To the extent Service Provider or any sub -consultants are Design Professionals as defined in Civil Code Section 2782.8, the following indemnification provisions shall apply:
(1) Indemnification by Design Professional . Where the services to be provided by Design Professional under this Agreement are design professional services, as that term is defined under Civil Code Section 2782.8, Design Professional agrees to indemnify, defend and hold harmless, the City, its officers, officials, employees and volunteers from any and all claims, demands, costs or liability that actually or allegedly arise out of, or pertain to, or relate to the negligence, recklessness or willful misconduct of Design Professional and its agents in the performance of services under this contract, but this indemnity does not apply to liability for damages for bodily injury, property damage or other loss, arising from the sole negligence, active negligence or willful misconduct by the City, its officers, official employees, and volunteers. If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the City, then Design Professional’s indemnification and defense obligations shall be reduced in proportion to the established comparative liability of the City and shall not exceed the Design Professional’s proportionate percentage of fault.
(2) As respects all acts or omissions which do not arise directly out of the performance of design professional services, including but not limited to those acts or omissions normally covered by general and automobile liability insurance, Design Professional agrees to indemnity, defend and hold harmless the City, its officers officials, employees and volunteers for an against any claim, demands, losses, liability of any kind or nature arising out of or in connection with the Design Professional's performance or failure to perform under the terms of this contract, excepting those which arise out of the active negligence, sole negligence or willful misconduct of the City, its officers, officials, employees and volunteers. (3) Indemnification from Sub -consultants. Design Professional agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub -consultant, sub-contractor or any other person or entity involved by, for, with or on behalf of Design Professional in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Design Professional fails to obtain such indemnity obligations from others as required here, Design Professional agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder.

This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Design Professional and shall survive the termination of this Agreement or this section.
(4) City's Negligence. The provisions of this section do not apply to Claims occurring as a result of City’s sole negligence. The provisions of this section shall not 230
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release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents.

SECTION 17. INSURANCE.

SECTION 18. ASSIGNMENT.

SECTION 19. CONTINUITY OF PERSONNEL.

Service Provider shall make every reasonable effort to maintain the stability and continuity of Service Provider’s staff and sub-contractors, if any, assigned to perform the Services. Service Provider shall notify City of any changes in Service Provider’s staff and sub -contractors, if any, assigned to perform the Services prior to and during any such performance.

SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving thirty (30) days written notice of termination to Service Provider. In the event such notice is given, Service Provider shall cease immediately all work in progress. (b) Service Provider may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City. (c) If either Service Provider or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Service Provider, or City may terminate this Agreement immediately upon written notice. (d) Upon termination of this Agreement by either Service Provider or City, all property belonging exclusively to City which is in Service Provider’s possession shall be 231
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returned to City. Service Provider shall furnish to City a final invoice for work performed and expenses incurred by Service Provider, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement.

SECTION 21. DEFAULT.

In the event that Service Provider is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Service Provider for any work performed after the date of default. Instead, the City may give notice to Service Provider of the default and the reasons for the default. The notice shall include the timeframe in which Service Provider may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Service Provider is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Service Provider does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Service Provider’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.

SECTION 22. EXCUSABLE DELAYS.

SECTION 23. COOPERATION BY CITY.

SECTION 24. NOTICES.

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To City: City of Wildomar
Attn: City Manager
23873 Clinton Keith Rd., Suite 201
Wildomar, CA 92595

To Service Provider: Architerra, Inc.

Attn: Richard Krumwiede
10221-A Trademark St.

Rancho Cucamonga, CA 91730

SECTION 25. AUTHORITY TO EXECUTE.

SECTION 26. ADMINISTRATION AND IMPLEMENTATION.

SECTION 27. BINDING EFFECT.

This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.

SECTION 28. AMENDMENT.

No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Service Provider and by the City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Wildomar Municipal Code. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void. The City’s City Manager may, but is not required to, make minor amendments not affecting substantive terms without further authorization from the City Council. The City Council hereby authorizes the City Manager to execute any such 233
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amendments as required by this Agreement or that do not otherwise reduce City’s rights under this Agreement. All other amendments shall be approved by the City Council.

SECTION 29. WAIVER.

Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant.

Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Service Provider shall not constitute a waiver of any of the provisions of this Agreement.

SECTION 30. LAW TO GOVERN; VENUE.

SECTION 31. ATTORNEYS FEES, COSTS AND EXPENSES.

SECTION 32. ENTIRE AGREEMENT.

SECTION 33. SEVERABILITY.

If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s). 234
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SECTION 34. CONFLICTING TERMS.

Except as otherwise stated herein, if the terms of this Agreement conflict with the terms of any Exhibit hereto, or with the terms of any document incorporated by reference into this Agreement, the terms of this Agreement shall control.

IN WITNESS WHEREOF , the Parties hereto have executed this Agreement on the date and year first-above written.

CITY OF WILDOMAR
___________________________
Daniel A. York
City Manager
ATTEST:
___________________________
Janet Morales, CMC
City Clerk

APPROVED AS TO FORM
_______________________________
Thomas D. Jex
City Attorney

ARCHITERRA
By: By:

Richard Krumwiede
Its: President, Secretary Its: ________________________ NOTE: SERVICE PROVIDER’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY

BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION,

OR OTHER RULES OR REGULATIONS APPLICABLE TO SERVICE
PROVIDER’S BUSINESS ENTITY.
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

STATE OF CALIFORNIA
COUNTY OF ________________
On ______________, before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________
Signature of Notary Public Place Notary Seal Above

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER____________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_________________________________________
_________________________________________
___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
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CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________
Signature of Notary Public Place Notary Seal Above

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE
237

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EXHIBIT "A"

SCOPE OF SERVICES

Note: In the event there are any conflicts between the terms of this Agreement and the terms of the attached scope of services prepared by Service Provider, the language in this Agreement shall control.

I. Service Provider will perform the following Services:

A. Landscape Architecture and Construction Management Services per the attached “Landscape Architectural Services Proposal, Landscape District Enhancements, Wildomar, CA” (Consultant’s Scope of Services).

II. As part of the Services, Service Provider will prepare and deliver the following tangible work products to the City:

A. Per the attached Consultant’s Scope of Services, or as otherwise agreed to by the City and Service Provider.