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20170801 Regular City Council Meeting - Packet California Public Records Act ("PRA"): In compliance with the PRA, the documents pertaining to agenda items, including attachments, which are presented to the City Council in open session are available for public inspection. They may be inspected during regular business hours in the Office of the City Clerk at Vernon City Hall, 4305 Santa Fe Avenue; Vernon, California 90058, no appointment necessary, and on the City's website at www.cityofvemon.org. Americans with Disabilities Act ("ADA"): In compliance with the ADA, if you need special assistance to participate in the meeting, please contact the Office of the City Clerk at (323) 583-8811. Notification of at least 48 hours prior to the meeting or time when services are needed will assist the City staff in assuring that reasonable arrangements can be made to provide accessibility to the meeting or service. Agenda City of Vernon Regular City Council Meeting O IF YE�,�, Tuesday, August 1, 2017, 9:00 a.m. City Hall, Council Chamber 4305 Santa Fe Avenue y Vernon, California Melissa Ybarra,Mayor sf"ZLY ISO Yvette Woodruff-Perez,Mayor Pro-Tem William J. Davis, Council Member Luz Martinez, Council Member Leticia Lopez, Council Member CALL TO ORDER& FLAG SALUTE CHANGES TO THE AGENDA PUBLIC COMMENT - At this time the public is encouraged to address the City Council on any matter that is within the subject matter jurisdiction of the City Council. The public will also be given a chance to comment on matters which are on the posted agenda during City Council deliberation on those specific matters. CONSENT CALENDAR - All matters listed on the Consent Calendar are to be approved with one motion. Items may be removed from the Consent Calendar by any member of the Council. Those items removed will be considered immediately after the Consent Calendar. Claims Against the City—Received and Filed 1. Claim for Damages from Price Power Int'l Inc. received July 24, 2017 Warrant Registers 2. Approval of City Warrant Register No. 1476,totaling$826,839.14,which covers the period of July 11 through July 24, 2017, and consists of the following: Regular City Council Meeting Agenda August 1, 2017 A. Ratification of wire transfers totaling $340,593.07; and B. Ratification of the issuance of early checks totaling $425,458.99; and C. Authorization to issue pending checks totaling $60,787.08. 3. Approval of Light & Power Warrant Register No. 441, totaling $6,245,628.00, which covers the period of July 11 through July 24, 2017, and consists of the following: A. Ratification of wire transfers totaling $6,204,805.35; and B. Ratification of the issuance of early checks totaling $40,822.65. 4. Approval of Gas Warrant Register No. 229, totaling $79,919.48, which covers the period of July 11 through July 24, 2017, and consists of the following: A. Ratification of wire transfers totaling $157.09; and B. Ratification of the issuance of early checks totaling $79,762.39. 5. Approval of RDA Obligation Retirement Fund Warrant Register No. 37, totaling $159, which covers the period of April 25 through July 24, 2017, and consists of the following: A. Ratification of the issuance of early checks totaling $159.00. City Administration Department 6. Report on FY 2016/2017 Vernon CommUNITY Fund Grant Committee Activity Recommendation: A. Find that receiving this report on grants awarded by the Vernon CommUNITY Fund Grant Committee is exempt from California Environmental Quality Act("CEQA")review, because it is an administrative action that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a"project"as defined by CEQA Guidelines section 15378; and B. Receive and file this report, as it is being provided for informational purposes only. 7. Approval of Additional Funds for End User License Agreement and Software Support Agreement with Tritech Software Systems Recommendation: A. Find that approval of the proposed action is exempt from California Environmental Quality Act ("CEQA")review,because it is a continuing administrative activity that will not result in direct or Page 2 of 7 Regular City Council Meeting Agenda August 1, 2017 indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378; and B. Approve additional funds for current End User License Agreement and Software Support Agreement with Tritech Software Systems in the amount of$2,635.39. Fire Department 8. Activity Report for the period of June 16 through June 30, 2017 9. Activity Report for the period of July 1 through July 15, 2017 Police Department 10. Activity Log and Statistical Summary of Arrests and Activities for the period of July 1, through— July 15, 2017, to be received and filed Public Utilities Department 11. A Resolution of the City Council of the City of Vernon approving and adopting an Amended Natural Gas Rebate Program for customers connected to the City's Gas Distribution System and repealing all resolutions in conflict therewith Recommendation: A. Find that adopting the proposed resolution is exempt under the California Environmental Quality Act ("CEQA"), because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378; and even if it were considered to be a "project," the activity would be categorically exempt from CEQA review under CEQA Guidelines section 15307, because it is an action taken by a regulatory agency, as authorized by state law, to assure the "maintenance,restoration,or enhancement"of natural resources and includes procedures to protect the environment; and B. Adopt a resolution approving and adopting an amended natural gas rebate program for customers connected to the City's gas distribution system and repealing all resolutions in conflict therewith. 12. A Resolution of the City Council of the City of Vernon approving and authorizing the execution of an Added Facilities Agreement by and between the City of Vernon and Gt's Living Foods,LLC Recommendation: A. Find that the approval of the proposed agreement is exempt under the California Environmental Quality Act ("CEQA"), because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378. As for the possible construction of additional laterals and related meters to deliver electric service, the proposed action is categorically exempt from Page 3 of 7 Regular City Council Meeting Agenda August 1, 2017 CEQA review, in accordance with CEQA Guidelines § 15301, because the proposed project consists of the maintenance, repair or minor alteration of an existing facility and involves negligible or no expansion of an existing use; and B. Adopt a resolution approving and authorizing the execution of an Added Facilities Agreement by and between the City of Vernon and GT's Living Foods, LLC. Public Works Department 13. Building Department Report for the Month of June 2017 NEW BUSINESS City Administration Department 14. Award of Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Services Agreement to Jemmott Rollins Group, Inc. Recommendation: A. Find that approval of the services agreement proposed in this staff report is exempt from the California Environmental Quality Act ("CEQA"), because it is a government fiscal activity that will not result in direct or indirect physical changes in the environment and, therefore, does not constitute a"project" as defined by CEQA Guidelines section 15378; and B. Approve a Services Agreement with Jemmott Rollins Group, Inc. ("JRG"), in substantially the same form as submitted herewith, for a three-year term in an amount not-to-exceed $174,500 per year for administrative management assistance of the Vernon CommUNITY Fund and related Grant Committee activities; and C. Authorize the City Administrator to execute a Services Agreement with JRG with an effective date of August 1, 2017. 15. A Resolution of the City Council of the City of Vernon appointing Daniel Wall to serve as the Director of Public Works of the City of Vernon and approving and authorizing the execution of a related at-will employment agreement Recommendation: A. Find that approval of the agreement proposed in this staff report is exempt from California Environmental Quality Act (CEQA) review, because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a"project" as defined by CEQA Guidelines section 15378; and Page 4 of 7 Regular City Council Meeting Agenda August 1, 2017 B. Adopt the attached resolution appointing Daniel Wall to serve as Director of Public Works of the City of Vernon effective August 14,2017,and approving and authorizing the execution of a related at-will employment agreement. Finance Department 16. Ratification of Property and Casualty Insurance Placements for Fiscal Year 2017-18 Recommendation: A. Find that approval of the placement of property and casualty insurance for fiscal year 2017-18 is exempt from California Environmental Quality Act (CEQA) review because it is a continuing administrative and fiscal activity that will not result in direct or indirect physical changes in the environment and, therefore does not constitute a "project," as defined in Section 15378 of the CEQA Guidelines; and B. Find that conducting a competitive selection process is commercially unreasonable at this time due to the City's immediate need to procure insurance coverage for Fiscal Year 2018, and direct retention of AON is in the best interests of the City; and C. Ratify the procurement of annual insurance coverage for fiscal year 2017-18, provided the total annual premiums do not exceed$937,200. This includes the renewal of policies for excess liability insurance, errors & omissions, property, excess workers' compensation, crime,pollution liability, and environmental site liability, automobile physical damage, cyber liability, terrorism coverages, and brokerage service fees. Fire Department 17. A Resolution of the City Council of the City of Vernon approving and authorizing the execution of a master lease purchase agreement by and between the City of Vernon and PNC Equipment Finance,LLC Recommendation: A. Find that approval of the resolution proposed in this staff report is exempt under the California Environmental Quality Act ("CEQA"), because the proposed action is an administrative activity that will not result in direct or indirect physical changes in the environment and therefore does not constitute a"project"as defined by CEQA Guidelines section 15378. Furthermore, even if it were a project, this action would be exempt from CEQA review pursuant to CEQA Guidelines section 15061(b)(3),the general rule that CEQA only applies to projects that may have a significant effect on the environment; and B. Adopt a resolution to authorize the Mayor to enter into an Agreement for the lease-purchase of the one (1) Pierce Arrow XT 107' Heavy Duty Tiller with PNC Equipment Finance, LLC in the amount of$1,378,312.38. Page 5 of 7 Regular City Council Meeting Agenda August 1, 2017 Public Works Department 18. A Resolution of the City Council of the City of Vernon approving and accepting the grant deed dedicating in fee a portion of the property located at 2716 Vernon Avenue Recommendation: A. Find that accepting the Grant Deed is exempt from the California Environmental Quality Act ("CEQA") in accordance with CEQA Guidelines Section 15301(c) because if any construction occurs as a result of accepting and executing the Grant Deed, the work would merely involve negligible expansion of an existing street; and B. Adopt the proposed resolution to authorize the Mayor and City Clerk to execute the Certificate of Acceptance and the Grant Deed for approximately 1,086 square feet of land located at 2716 Vernon Avenue. 19. Acceptance of Fire Lane Easement at 2716 Vernon Avenue (APN 6308-005-018) Recommendation: A. Find that the acceptance of the Fire Lane Easement proposed in this staff report is not a"project" as that term is defined under the California Environmental Quality Act(CEQA)Guidelines Section 15378, and even if it were a project, it would be categorically exempt in accordance with CEQA Guidelines Sections 15301 (maintenance, repair or minor alteration of an existing facility and involves negligible or no expansion of an existing use) and 15061(b)(3) (general rule that CEQA only applies to projects that may have a significant effect on the environment); and B. Accept the Fire Lane Easement, in substantially the same form as attached to this staff report, and authorize the Mayor to execute the Certificate of Acceptance. ORAL REPORTS 20. City Administrator Reports — brief reports on activities and other brief announcements by the City Administrator. 21. City Council Reports —brief AB 1234 reports, or report on: activities, announcements, or directives to staff. CLOSED SESSION 22. CONFERENCE WITH LEGAL COUNSEL -EXISTING LITIGATION Government Code Section 54956.9(d)(1) Jerrick Torres and Lyndon Ong Yiu vs. City of Vernon, et al. Los Angeles Superior Court Case No. BC620265. Page 6 of 7 Regular City Council Meeting Agenda August 1, 2017 ADJOURNMENT I hereby certify under penalty of perjury under the laws of the State of California, that the foregoing agenda was posted on the bulletin board at the main entrance of the City of Vernon City Hall,located at 4305 Santa Fe Avenue, Vernon, California, and on the City's website,not less than 72 hours prior to the meeting set forth on this agenda. Dated this 27th day of July 2017. By: Maria E. Ayala City Clerk Page 7 of 7 CLAIM FOR DAMAGES RESERVE FOR FILING STAMP TO PERSON OR PROPERTY C; AIIA Nn-- INSTRUCTIONS COV CITY CLERIC'S OFFICE 1. Claims for death, injury to person or to pefsonal property must be filed not later than 6 months after iha occurrence, (Gov. Code Sec. 911.21 2. Claims for damages tp real property andlor breach of contract must be filed not later than 1 year after the occurrence(Gov. Code Sec. 911.2) 3. Read entire claim before filing. RECEIVED 4. See page 2 for diagram upon which to locate place of accident. 5. This claim form must be signed on page 2 at bottom. 6. Attach separate sheets. It necessary, to give full details. SIGN EACH SHEET. 7. Claim must be filed with City Clerk(Gov. Code Sea 915a) TO: CITY OF VERNON CITY COUNCIL JUL24'17 PM2'55:4Ca N e of Clalmam Age of Claimant (IF natural person) V WR i C H Address o Ckaimant City Home Telephone Number ua ness Add ess of Ulalma ty a Business Telephone Number Give address to which you desire notices or communications to be sent regarding this claim; >4 How did DAM AGE or INJURY occuF7 Give fLill particulsra C/ � PDO S , N� � N / A/ When did DAMAGE or INJURY occur? Give full particulars, date, time of day: �0/ Where did DAMAGE or INJURY occur? Describe fully,and locate on dieigram on re erne side of this sheet,where approximate, give street names and address and measurements from landmarks: 4-7-),+ � S ` R 0 Y it- Av e_ , What particulerACT or OMISSION do you claim caused the Injury or damage? Give names of City employees causing the Injury or damage, if known: NJ tk Vr 4Vh9t DAMAGE or INJURIES do you claim resulted? Give full extent of injuries or damages claimed: What AMOUNT do you claim of each Item of Injury or d am a J e as of date of presentation of this claim,giving basis of computation: Give ESTIMATED AMOUNT as far as known you claim on account of each item of prospective Injury ordamage,giving basis of computation: r Insurance payments received if any, and name of Insurance Comps We PA- - v ] Expenditures rna a an a count of accident or Injury Date - Item) (Amount) a0/ ? - Name and address of Witnesses, Doctors and Hospitals; READ CAREFULLY For all accident claims place on following diagram names of streets, including North, East, South, and West; Indicate place of accident by'W' and by showing house numbers or distances to street corners. If City Vehicle was involved,designate by letter"A" location of City vehicle when you first saw it, and by"B" location of yourself or your vehicle when you first saw City vehicle;location of City vehicle at time of accident by"A-1"and location of yourself or your vehicle at the time of accident by"B•1" and the point of impact by "X" NOTE If diagrams do not fit the situation, attach hereto a proper diagram signed by claimant. FOR AUTOMOBILE ACCIDENTS FOR OTHER ACCIDENTS 0� SIDEWALK CURB F � 1 PARKWAY SIDEWALK CF 7?rF Signature of Claimant or person filing on his behalf, giving Typed Name: Dale; relationship to Ctalman4 NOTE: All claimants maybe iequired to be examined as to their claim under oath. Presentation of a false claim is a felony. CLAIMS MUST BE IFILED WITH CITY CLERK JGOV. CODE SEC. 915a), P m ~ cn > � } . CA jq 0 L..3 cn CL :rm 'o -- - - - - -- - ---- -- -- - --- - - PRICE POWER INTERNATIONAL, INC. 4724 S BOYLE AVE VERNON,CA 90058 OATS � 1-� Bc �.SA'!IC PAY CrLN�S r�s:' TO THE ORDER OF- -UDLLARS +� pn5wi hti R I{1 IS.Yt]'4,C{}]'S} 13ANi('W E5T FOR 71" —NINON— AO - - f O P s Ins � � G RECEIVED RECEIVED f JUL 2 6 2017 JUL 2 5 MV CITY CLERK'S OFFICE STAFF REPORT CITY ADMINISTRATION FINANCE/TREASURY DEPARTMENT --ZCo-17 DATE: July 25, 2017 TO: Honorable Mayor and City Council FROM: William Fox, Finance Directorw RE: City Warrant Register for City Council Agenda of August 1, 2017 It is recommended that the attached City Warrant Register No. 1476 be approved at the City Council meeting of August 1, 2017. City Warrant Register No. 1476 totals $826,839.14, and covers claims and demands presented during the period of July 11 through July 24, 2017, drawn, or to be drawn, from East West Bank. The following list details the components of City Warrant Register No. 1476: 1. Ratification of wire transfers totaling $340,593.07; 2. Ratification of the issuance of early checks totaling $425,458.99; and 3. Authorization to issue pending checks totaling $60,787.08. rMy fr■*� i. CITY OF VERNON . WARRANT REGISTER NO. 1476 AUGUST 1, 2017 r3 I hereby certify that claims and/or demands included in above listed warrant This is to certify that the claims or demands covered by the above listed register have been audited for accuracy and availability of funds for warrants have been audited by the City Council of the City of Vernon and payments and that said claims and/or demands are accurate and that the that all of said warrants are approved for payments except Warrant funds are available for payments thereof. Numbers: William Fox Finance Director Date: Panted:712512017 8:20 43AM Page 2 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 WIRES ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT THE DEPARTMENT OF THE 011.210210 28.15 Aflac ER Medicare Payment 051617 1637 TREASURY 05/17/2017 28.15 VERIZON WIRELESS 011.9019.560010 217.27 Period:05117 060717 MULTIPL 1638 E 011.9019.560010 288.12 Period:05/17 060717—MULTIPL 1638 E 011.9019.560010 572.99 Period:05/17 060717 MULTIPL 1638 E 011.9019.560010 1,435.56 Period:05117 060717—MULTIPL 1638 E 011.9019.560010 1,430.04 Period:05/17 060717—MULTIPL 1638 E 011.9019.560010 253.43 Period:05/17 060717 MULTIPL 1638 E 011.9019.560010 376.73 Period:05/17 060717-MULTIPL 1638 E 011.9019.560010 1,692.26 Period:05117 060717 MULTIPL 1638 E 011.9019.560010 50.65 Period:05117 060717—MULTIPL 1638 E 07/14/2017 6,317.05 BENEFIT ASSOCIATION VERNON 011.210250 1,979.24 Police Association Member Dues: Ben199288 1639 POL Payment 07/20/2017 1,979.24 TEAMSTERS LOCAL 911 011.210250 1,200.00 Teamsters Local 911 Dues:Payment Ben199284 1640 011.210250 1,170.00 Teamsters Local 911 Dues: Payment Ben199308 1640 Pnnted 7/25/2017 8:20:43AM Page 3 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 WIRES. ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 07/20/2017 2,370.00 ICMA RETIREMENT TRUST 457 011.210220 42,306.82 Deferred Compensation: Payment Ben199302 1641 07/20/2017 42,306.82 CITY OF VERNON, FSAACCOUNT 011.100013 606.92 FSA-Dependent: Payment Ben199306 1642 011.100013 354.37 FSA-Medical: Payment Ben199306 1642 07/20/2017 961.29 CALPERS 011.210240 284,575.90 PERS Contributions: Payment Ben199304 1843 011.210240 246.45 PERS Survivor's Benefit: Payment Ben199304 1643 011.210240 409.07 PERS Buy-back: Payment Ben199304 1643 011.1024.502020 -1,543.05 PERS ContributionAdj: Patel Ben199304 1643 011.1015.530034 -0.23 PERS Contributions: Rounding Ben199304 1643 Adjustment 07/24/2017 283.688.14 STATE DISBURSEMENT UNIT 011.210260 2,942.38 Child Support: Payment Ben199310 1644 07/24/2017 2,942.38 TOTAL WIRES $ 340,593.07 Printed:712512017 8:20AMM Pape 4 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 3S1 SECURITY SYSTEMS 011.9019.590110 1,080.00 Annual Usage-Tracking 497618 355188 07/11/2017 1,080.00 ALTA PLANNING DESIGN 011.1043.596200 108.63 Professional Services 04/17 201535712 355189 011.3043.596200 822.53 Professional Services 04/17 201535712 355189 07/11/2017 931.16 AON RISK INS. SVCS. WEST INC. 011.1004.503035 40,300.00 Renewal-Cyber Liability 8200000224891 355190 011.1004.503035 162,466.00 Reneal-Combined Specialty Insurance 8200000225064 355190 07/11/2017 202,766.00 AT&T 011.9019.560010 19.74 Period: 05/17 9785162 355191 011.9019.560010 2,458.72 Period:05/17 9797114 355191 011.9019.660010 17.82 Period:05/17 9797115 355191 011.9019.560010 1,170.41 Period:05117 9797117 355191 011.9019.560010 2,003.13 Period:05117 9797118 355191 011.9019.560010 1,374.63 Period:05117 9797550 355191 011.9019.560010 0.06 Period:05117 9835686 355191 07/11/2017 7,044.51 AT&T 011.9019.560010 130.76 Period:06117 062017 355192 011.9019.560010 459.70 Period:06/17 062017(2) 355192 07/11/2017 590.46 DOUGLAS BARKER 011.1033.502030 270.00 Vision Benefits 1 S. Barker 060117 355193 07/11/2017 270.00 Printed:7125/2017 8:20A3AM Page 5 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.Q.# ISSUED NUMBER AMOUNT BEARCOM 011.1036.590000 196.22 SC Service Agreement 4592632 355194 011.1036.596200 523.32 SC Service Agreement 4592632 355194 011.1036.590000 140.29 SC Service Agreement 4592635 355194 011.1036.596200 374.15 SC Service Agreement 4592635 355194 011.1036.590000 141.80 SC Service Agreement 4592636 355194 011.1036.596200 378.20 SC Service Agreement 4592636 355194 011.1036.590000 40.98 SC Service Agreement 4592639 355194 011.1036.596200 109.30 SC Service Agreement 4592639 355194 07111/2017 1,904.26 RICHARD C. BECKMAN 011.1033.596700 1,700.00 CSFM Certified Fire Training 1A 1490 355195 011.1033.596700 1,700.00 CSFM Certified Fire Training 1B 1491 355195 07/11/2017 3,400.00 BRENNTAG PACIFIC, INC 020.1084.500140 436.63 Chlorine Supplies BP1726373 355196 020.1084.500140 807.16 Chlorine Supplies BP1726622 355196 020.1084.500140 1,110.44 Chlorine Supplies BP1727132 355196 020.1084.500140 718.56 Chlorine Supplies BP1730803 355196 07/11/2017 3,072.79 BROADBAND LLC 057.1057.500173 4,250.00 Intemel Access Services- IN0715201720037 057.0000053 355197 44 07/11/2017 4,250.00 CACDC 011.1060.596550 75.00 Membership Fee 051217 355198 07/1112017 75.00 Printed:7/25/2017 8:20;43AM Page 6 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT CAL CONTRACT CITIES ASSOC 011.1002.596550 5,090.00 City Membership Dues 2092 355199 07/11/2017 5,090.00 CAL CUPA FORUM 060.6060.596700 1,722.65 Annual Training Conference 9106 355200 07/11/2017 1,722.65 CAL TECH COPIER, INC 011.9019.520010 2.037.98 Maintenance&Repairs CT58932 355201 011.9019.590110 125.00 Maintenance&Repairs CT58932 355201 011.9019.520010 212.06 Maintenance&Repairs CT58985 355201 011.9019.590110 125.00 Maintenance&Repairs CT58985 355201 07/11/2017 2,500.04 CANNON CORPORATION 011.1049.900000 1,038.50 Professional Services 04117 63469 355202 020.1084.900000 123.53 Engineering&Design of Well 21 - 63478 011.0008022 355202 07/11/2017 1,162.03 CALPORTLAND COMPANY 020.1084.520000 1,183.76 Chlorine Supplies 93262471 355203 011.1043.520000 597.02 Supplies 93275337 355203 07/11/2017 1,780.78 DEWEY PEST CONTROL 011.1033.590000 25.00 Period:06117 10926035(2) 355204 011.1049.590000 42.00 Period.06117 10969537 355204 011.1049.590000 67.00 Period:06/17 10988608 355204 011.1033.590000 27.00 Period:06/17 10989568 355204 011.1033.590000 25.00 Period:06/17 10989569 355204 011.1033.590000 25.00 Period:06/17 10989570 355204 Printed:7125/2017 8:20:43AM Page 7 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT DEWEY PEST CONTROL 011.1049.590000 62.00 Period:06117 10993041 355204 011.1048.590000 100.00 Period:06/17 11009373 355204 011.1048.590000 210.00 Period.06/17 11009374 355204 011.1048.590000 60.00 Period:06/17 11009569 355204 07/11/2017 643.00 DR DAVID N STEIN 011.1041.502030 450.00 Vision Benefits 1 C.Cano 060517 355205 011.1043.502030 450.00 Vision Benefits 1 V. Rodriguez 060517(2) 355205 07/11/2017 900.00 INC EASTERN GROUP 011.1003.550000 150.00 Publication Services 44843 355206 PUBLICATIONS 011.1003.550000 287.50 Publication Services 44844 355206 07/11/2017 437.50 INC EHS INTERNATIONAL 011.1043.596700 1,800.00 Traffic Control-Flagging 316564 355207 07/11/2017 1,800.00 ENTERPRISE FM TRUST 011.4031.840000 937.65 Monthly Lease Charges FBN3262204 355208 07/11/2017 937.65 FIREFIGHTERS'SAFETY CENTER 011.1033.540000 256.49 Fire Personnel Work Boots.- 26588 011.0011744 355209 07/11/2017 256.49 INC GE MOBILE WATER 011.1033.520000 90.10 Water Purification ServicelMaintenancc 98789008 355210 011.1033.520000 98.80 Water Purification Service/Maintenance 98789009 355210 011.1033.520000 90.10 Water Purification ServicalMainternunce 98789687 355210 011.1033.520000 56.55 Water Purification ServiceJMaintenance 98801114 355210 Pnnted:V2512017 8 20:43AM Page 8 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.! ISSUED NUMBER AMOUNT INC GE MOBILE WATER 011.1033.520000 113A0 Water Purification Service/Maintenance 98801191 355210 011.1033.520000 113.10 Water Purification So Fvi ceW ai n le na nce 98801192 355210 07/11/2017 561.75 GENERAL DATA CO. 011.9019.520010 292.54 Fuser Assembly 7053924IN 355211 011.9019.590110 85.00 Fuser Assembly 7053924IN 355211 07/11/2017 377.54 INC JERRY'S AUTO BODY 011.1046,520000 1,150.00 parts 30582 011.0012392 355212 011.1046.590000 104,00 labor 30582 011.0012392 355212 011.1046.520000 100.63 Sales Tax 8.75 30582 355212 07/11/2017 1,354.63 KRONOS INCORPORATED 011.9019.590110 3,621.73 Telestaff Software Support 11185640 355213 07/11/2017 3,621.73 LEAGUE OF CALIFORNIA CITIES 011.1002.596550 992.25 LA County Division Dues FY 2017-18 3506 355214 07/11/2017 992.25 INC LIFE ASSIST 011.1033.520000 123.63 Medical Supplies-- 802227 011.0011740 355215 07/1112017 123.63 JASON LUCAS 011.1031.596500 232.73 DUI Seminar 060117 355216 011.1031.596700 548.00 DUI Seminar 060117 355216 07/11/2017 780.73 BRUCE V MALKENHORST,SR 011.1026.502031 16.32 RX Reimbursements 062717 355217 Pnnted:7125/2017 8:20:43AM Page 9 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 07111/2017 16.32 MANUEL D GONZALEZ,O.D. 011.1031.502030 450.00 Vision Benefits/S.Johnson 060517 355218 07111/2017 450.00 MAYWOOD CAR WASH 011.1043.570000 19.00 Car Wash Service- 908 011.0011753 355219 020.1084.570000 9.50 Car Wash Service— 908 011.0011753 355219 07/11/2017 28.50 MSW CONSULTANTS 011.1061.595200 39,428.01 Consulting Services 06117 108 355220 07/11/2017 39,428.01 MUNISERVICES, LLC 011.1004.595200 3,750.00 UUT Fixed Fee 04117-06117 45803 355221 07/11/2017 3,750.00 CENTERS NEW HORIZONS 011.9019.596700 10,000.00 Leaming Credits INV4000384S3P4 355222 COMPUTER G4 07/11/2017 10,000.00 UPHOLSTERY NICK ALEXANDER 011.1046.520000 58.70 materials 3396 011.0012391 355223 REST 011.1046.590000 110.00 labor to upholstery seat 3396 011.0012391 355223 011.1046.520000 5.14 Sales Tax 8.75 3396 355223 07/11/2017 173.84 CARLOS OURIQUE 011.1031.602030 239.00 Vision Benefits 1 K. Ourique 053117 355224 07111120W 239.00 POSITIVE LAB SERVICE 011.1060.520000 100.00 Lab Services 58414 355225 Printed:7/25/2017 8:20:43AM Page 10 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 07/11/2017 100.00 POWER DESIGN 011.9019.590110 1,700.00 PD Preventative Maintenance 41056 355226 07/11/2017 1,700.00 SOUTHERN CALIFORNIA ASSOC. 011.1002.596550 119.00 Dues Assessment for FY 2017-18 051517 355227 07/11/2017 119.00 ROBERTO SOUSA 011.1031.502030 30.00 Vision Benefits 1 M.Sousa 060617 355228 07111/2017 30.00 UNIFIRST CORPORATION 011.1043.540000 58.36 Uniforms 3241923663 355229 011.1046.540000 20.61 Uniforms 3241923663 355229 011.1047.540000 11.52 Uniforms 3241923663 355229 011.1049.540000 22.94 Uniforms 3241923663 355229 020.1084.540000 45.79 Uniforms 3241923663 355229 011.1043.540000 55.40 Uniforms 3241926449 355229 011.1046.540000 20.61 Uniforms 3241926449 355229 011.1047.540000 11.52 Uniforms 3241926449 355229 011.1049.540000 22.94 Uniforms 3241926449 355229 020.1084.540000 45.79 Uniforms 3241926449 355229 011.1043.540000 55.40 Uniforms 3241929244 355229 011.1046.540000 20.61 Uniforms 3241929244 355229 011.1047.540000 11.52 Uniforms 3241929244 355229 011.1049.540000 22.94 Uniforms 3241929244 355229 020.1084.540000 45.79 Uniforms 3241929244 355229 Printed:7125/2017 8:20 43AM Page 11 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT UNIFIRST CORPORATION 011.1043.540000 55.40 Uniforms 3241932023 355229 011.1046.540000 20.61 Uniforms 3241932023 355229 011.1047.540000 11.52 Uniforms 3241932023 355229 011.1049.540000 22.94 Uniforms 3241932023 355229 020.1084.540000 45.79 Uniforms 3241932023 355229 011.1043.540000 122.40 Uniforms 3241934817 355229 011.1046.540000 20.61 Uniforms 3241934817 355229 011.1047.540000 11.52 Uniforms 3241934817 355229 011.1049.540000 22.94 Uniforms 3241934817 355229 020.1084.540000 45.79 Uniforms 3241934817 355229 07/11/2017 851.26 PC US HEALTHWORKS MEDICAL 011.1026.597000 241.00 Medical Services 3139373CA 355230 GROU 07/11/2017 241.00 VISTA PAINT CORPORATION 011.120010 126.00 2990-500 Acribond Flat White P-Base, 201753366300 011.0012433 355231 011.120010 63.00 2990-502 Acribond Flat A-Base, 1 201753366300 011.0012433 355231 011.120010 173.28 2991-500 Coverall Ext. Flat White P- 201753366300 011.0012433 355231 011.120010 198.48 2991-502 Coverall Ext. Flat Accent 201753366300 011.0012433 355231 011.120010 423.66 2995-500 Coverall Ext. Flat White P- 201753366300 011.0012433 355231 011.120010 409.50 2995-502 Coverall Ext. Flat White A- 201753366300 011.0012433 355231 011.120010 409.50 2997-300 Coverall Ext. Flat Accent 201753366300 011.0012433 355231 011.120010 408.00 2997-500 Terminator II White, 5 gal., 201753366300 011.0012433 355231 011.120010 12.60 Paint Care Recycle Fee-Quart 201753366300 011.0012433 355231 Printed:7/2512017 8:20 43AM Page 12 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT VISTA PAINT CORPORATION 011.120010 18.00 Paint Care Recycle Fee-Gallon 201753366300 011.0012433 355231 011.120010 38.40 Paint Care Recycle Fee-5 Gallon 201753366300 011.0012433 355231 011.120010 199.54 Sales Tax 8.75 201753366300 355231 07/11/2017 2,47996 CALMAT CO. 020.1084.520000 315.38 Asphalt 71453800 355232 011.1043.520000 688.46 Asphalt 71469538 355232 011.1043,520000 165.80 Asphalt 71475883 355232 07/11/2017 1,169.64 BRYAN WOODRUFF 011.1033.596600 963.16 CFED Conference&Expo 061017 355233 07/11/2017 963.16 INC ZUMAR INDUSTRIES 011.1043.900000 1,207.20 Signs, Grade Crossing Advance Warning 170560 011.0012341 355234 011.1043.900000 26.50 Signs, Exempt(BG-486.0-C), 15"X 9", 170560 011.0012341 355234 011.1043.900000 100.90 Signs, Speed Limit(30), 24"X 30", 170560 011.0012341 355234 011.1043.900000 120.18 Signs, Narrow Bridge,30"X 30",#W5-2. 170560 011.0012341 355234 011.1043.900000 722.70 Signs, Left Turn Yield On Green, 170560 011.0012341 355234 011.1043.900000 1,089.90 Signs, No U Turn,Vertical with SignFix 170560 011.0012341 355234 011.1043.900000 233.55 Signs, No U Turn,Verticl,36"X 36", 170560 011.0012341 355234 011.1043.900000 198.25 Signs, No U Turn,Verticl with SignFix 170560 011.0012341 355234 011.1043.900000 63.47 Sign, Reverse Curve(Right), 30"X 30", 170560 011.0012341 355234 011.1043.900000 323.52 Signs,STOP, 30",#R1-1. 170560 011.0012341 355234 011.1043.900000 197.10 Signs,Type 4 Object Marker, 18"X 18", 170560 011.0012341 355234 011.1043.900000 331.55 Signs,Speed Limit(35), 30"X 36", 170560 011.0012341 355234 Printed:7125/2017 8:20:43AM Page 13 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT INC ZUMAR INDUSTRIES 011.1043.900000 105.80 Signs, Number of Tracks(2), 30"X 24", 170560 011.0012341 355234 011.1043.900000 121.25 Signs,Type 1 Object Marker, 18"X 18", 170560 011.0012341 355234 011.1043.900000 41.47 Sign,Type 3 Object Marker, 12"X 36", 170560 011.0012341 355234 011.1043.900000 13.25 Sign,Type 2 Object Marker,6"X 12", 170560 011.0012341 355234 011.1043.900000 50.17 Sign, No Right Turn,24"X 24",#R3-1. 170560 011.0012341 355234 011.1043.900000 26.50 Signs, Exempt(3A5.07-C), 15"X 9 170560 011.0012341 355234 011.1043.900000 204.75 Signs, Speed Limit(40), 30"X 36", 170560 011.0012341 355234 011.1043.900000 82.77 Sign,Lane Ends(Merge Left),36"X 170560 011.0012341 355234 011.1043.900000 165.54 Signs, Do Not Enter, 36"X 36",#R5-1. 170560 011,0012341 355234 011.1043.900000 121.86 Signs, Do Not Enter, 30"X 30",#R5-1. 170560 011.0012341 355234 011.1043.900000 164.74 Signs,Wrong Way,42"X 30",#R5-1a. 170560 011.0012341 355234 011.1043.900000 115.90 Signs,Wrong Way,36"X 24",#R5-1a. 170560 011.0012341 355234 011.1043.900000 90.73 Sign,(Left)Lane Must Tum(Left),36" 170560 011.0012341 355234 011.1043.900000 84.68 Signs,Yield, 36"X 36"X 36",#R1-2. 170560 011.0012341 355234 011.1043.900000 44.40 Signs,All Way(plaque), 18"X 6", 170560 011.0012341 355234 011.1043.900000 237.00 Signs, Emergeny Vehicle,36"X 36", 170560 011.0012341 355234 011.1043.900000 141.34 Signs, Speed Limit(30), 30"X 36", 170560 011.0012341 355234 011.1043.900000 132.88 Signs, Stop Ahead, 30"X 30",#W3-1. 170560 011.0012341 355234 011.1043.900000 162.00 Signs, STOP, 36",#R1-1. 170560 011.0012341 355234 011.1043,900000 166.96 Signs,(Right)Lane Must Turn(Right), 170560 011.0012341 355234 011.1043.900000 96.63 Sign,Yield Here to Pedestrians, 36"X 170560 011.0012341 355234 011.1043.900000 67.34 Sign, Pedestrian,30"X 30",#W11-2. 170560 011.0012341 355234 011.1043.900000 36.04 Sign,Ahead(plaque),#W16-9P. 170560 011.0012341 355234 Printed:7/25/2017 8:20 43AM Pape 14 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT INC ZUMAR INDUSTRIES 011.1043.900000 144.90 Signs, Emergency Signal Ahead(plaque), 170560 011.0012341 355234 011.1043.900000 71.76 Signs,Type 1 Object Marker, 18"X 18", 170560 011.0012341 355234 011.1043.900000 243.18 Signs, Left Turn Only, No U Turn, 170560 011.0012341 355234 011.1043.900000 93.64 Signs, Do Not Block Intersection, 170560 011.0012341 355234 011.1043.900000 61.84 Sign, No Ped Crossing, Use Crosswalk 170560 011.0012341 355234 011.1043.900000 61.84 Sign, No Ped Crossing, Use Crosswalk 170560 011.0012341 355234 011.1043.900000 73.74 Sign, One Way(Right Arrow), 54"X 18", 170560 011.0012341 355234 011.1043.900000 73.74 Sign, One Way(Left Arrow),54"X 18", 170560 011.0012341 355234 011.1043.900000 279.72 Signs, One Way(Right Arrow), 36"X 170560 011.0012341 355234 011.1043.900000 124.32 Signs, One Way(Left Arrow), 36"X 12", 170560 011.0012341 355234 011.1043.900000 316.82 Signs, Keep Right,24"X 30",#R4-7. 170560 011.0012341 355234 011.1043.900000 53.00 Signs,Type 2 Object Marker,6"X 12", 170560 011.0012341 355234 011.1043.900000 109.78 Sign, Intersection Lane Control, 170560 011.0012341 355234 011.1043.900000 121.86 Signs, Intersection Lane Control(left 170560 011.0012341 355234 011.1043.900000 169.60 Signs, No Stopping(2AM to 6AM 170560 011.0012341 355234 011.1043.900000 1,339.84 Signs, No Stopping(2AM to 6AM 170560 011.0012341 355234 Monday) 011.1043.900000 237.44 Signs, No Stopping(2AM to 6AM 170560 011.0012341 355234 Tuesday) 011.1043.900000 112.35 Sign, Fire Station Do Not Block 170560 011.0012341 355234 011.1043.900000 632.25 Signs, No Stopping 2AM to 6AM Monday 170560 011.0012341 355234 011.1043.900000 25.29 Sign, No Stopping 2AM to 6AM Tuesday 170560 011.0012341 355234 011.1043.900000 1,000.63 Sales Tax 8.75 170560 355234 07/11/2017 12,436.36 Printed!7/25/2017 8 20 43AM Page 15 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT INC ARKADIN 011.9019.560010 34.68 Phone Conference 10593860617 355235 07/13/2017 34.68 MICHAEL DOCHERTY 011.1031.596500 20.33 International Tactical Training Seminar 070617 355236 07/13/2017 20.33 ANTHONY ENCINAS 11 011.1031.596500 9.63 Firearms/Tactical Rifle Adv 062717 355237 07/13/2017 9.63 ANA QUINONES 011.1031.596500 36.38 Firearms/Tactical Rifle Adv 062717 355238 07/13/2017 36.38 SATELLITE PHONE STORE 011.9019.590110 480.00 Globalstar Galaxy 480 Annual Service 773851335 011.0012479 355239 011.9019.590110 120.00 Globalstar Network Improvement Fee-- 773851335 011.0012479 355239 011.9019.590110 480.00 Globalstar Galaxy 480 Annual Service 773851335 011.0012479 355239 011.9019.590110 120.00 Globalstar Network Improvement Fee-- 773851335 011.0012479 355239 011.9019.590110 110.88 USF Telecom Surcharge 773851335 011.0012479 355239 07/13/2017 1,310.88 FELIX VELASCO 011.1026,596800 2,200.00 Tuition Reimbursement 070317 355240 07/13/2017 2,200.00 CALIFORNIA WATER SERVICE 011.1043.560000 56.47 Period:06/17 062217 355241 07/18/2017 56.47 FERGUSON ENTERPRISES INC 020.1084.520000 2,466.69 Lower Stem Adjustable Seat Hydrant 589618 011.0012290 355242 #1083 020.1084.520000 215.84 Sales Tax 8.75 589618 355242 Printed:7125l2017 &2043AM Page 16&31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 07/18/2017 2,682.53 MICHAEL LANGER 011.1033.596500 229.60 Crude by Rail Emergency Response 053117 355243 07/18/2017 229.50 A P.C.LEVITON LAW GROUP 011.1048.596200 455.00 Professional Services 06/17 6284 355244 07/18/2017 455.00 CHADRICK MCGOVNEY 011.1033.596500 229.50 Crude by Rail Emergency Response 053117 355245 07/18/2017 229.50 PROFORMA EXPRESS GRAPHICS 011.1015.520000 96.89 A1P Stock Checks- 9015601812 011.0012437 355246 011.1015.520000 8.48 Sales Tax 8.75 9015601812 355246 011.1060.520000 294.84 City of Vernon Health Department Permit 9015601839 011.0012333 355246 011.1060.520000 25.80 Sales Tax 8.75 9015601839 355246 07/18/2017 426.01 LLC WEBCO LB 011.1043.590000 9,145.00 Street Sweeping Services 06/17 LB3227 355247 07/18/2017 9,145.00 ALL CITY MANAGEMENT 011.1031.594200 515.10 School Crossing Guard Services 49560 355248 SERVICES, 07120/2017 515.10 AREA E DISASTER MANAGEMENT 011.4031.596200 1,656.00 Membership Dues FY 2017-18 201824 355249 BRD 07/20/2017 1,656.00 BATTERY SYSTEMS INC 011.1046.520000 104.40 Vehicle Batteries,Alternators,& 4008627 011.0011683 355250 Printed:7/2512017 8:20:43AM Page 17 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT BATTERY SYSTEMS INC 011.1046.520000 85.92 Vehicle Batteries,Alternators,& 4013847 011.0011683 355250 011.1046.520000 106.25 Vehicle Batteries,Alternators,& 4022659 011.0011683 355250 011.1046.520000 91.14 Vehicle Batteries,Alternators,& 4026179 011.0011683 355250 011.1046.520000 -91.14 Credit- 4027025 011.0011683 355250 011.1046.520000 86.92 Vehicle Batteries,Alternators,& 4032187 011.0011683 355250 011.1046.520000 61.34 Vehicle Batteries,Alternators,& 4034055 011.0011683 355250 011.1046.520000 488.94 Vehicle Batteries,Alternators,& 4034056 011.0011683 355250 011.120010 450.00 0705-100 Oil- Dri Oil Sorb, 50 lbs. 4035619 011.0012469 355250 011.120010 227.52 1210-280 Procell AAA cell alkaline 4035619 011.0012469 355250 011.120010 568.80 1210-290 Procell AA cell alkaline 4035619 011.0012469 355250 011.120010 228.96 1210-300 Procell C cell alkaline 4035619 011.0012469 355250 011.120010 218.88 1210-600 Procell D cell alklaine 4035619 011.0012469 355250 011.120010 148.24 Sales Tax 8.75 4035619 355250 07/20/2017 2,776.17 LLP BEST BEST&KRIEGER 011.1024.593200 85.50 Re: Telecommunications 797055 355251 07/20/2017 85.50 SANDRA D BINGMAN 011.210260 2,000.00 GARNISHMENT: Payment Ben199292 365252 07/20/2017 2,000.00 INC BLUEBEAM 011.9019.860000 1,996.00 The preferred AEC solution built for 1144259 011.0012480 355253 011.9019.860000 596.00 Maintenance is valid for one year 1144259 011.0012480 355253 07/20/2017 2.592.00 Printed:7125/2017 &20:43AM Page 18 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT CALAMP WIRELESS NETWORKS 011.4031.590000 592.00 Airtime&Location Services Fee 10219510A 355254 CORP 07/20/2017 592.00 CAMINO REAL CHEVROLET 011.1046.590000 65.00 Labor to relearn fire pressure monitor CVCS116641 011.0012450 355255 07/20/2017 65.00 CAALAC 011.1024.596700 25.00 CAALAC Luncheon 1 Z. Mousse 071817 355256 07/20/2017 25.00 INC COMPLETE THERMAL 011.1048.590000 666.07 Professional Services 31921 355257 SERVICES 07/20/2017 866.07 CRAIG WELDING SUPPLY CO 020.1084.520000 49.46 Welding Supplies- 620253 011.0011692 355256 07/20/2017 49.46 CURRENT WHOLESALE ELECTRIC 011.1049.520000 321.56 Electrical&Hardware Supplies- 247475 011.0011691 355259 011.1049.520000 475.15 Electrical&Hardware Supplies- 247535 011.0011691 355259 07/20/2017 796.73 INC EASTERN GROUP 011.1043.550000 225.00 Publication Services 44871 355260 PUBLICATIONS 07/20/2017 225.00 FEDEX 011A003.520000 35.86 Period:06/17 584359217 355261 011.1004.520000 68.20 Period:06/17 585119249 355261 011.1033.520000 69.53 Period:06117 585119249 355261 011.1033.520000 43.35 Period:06117 585833393 355261 Printed:7/25/2017 8:20:43AM Page 19 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 07/20/2017 216.94 FRANCHISE TAX BOARD 011.210260 200.00 Garnishment: Payment Ben199296 355262 07/20/2017 200.00 GENERAL DATA CO. 011.9019.520010 1,668.23 Toner 7075701IN 355263 011.9019.520010 81.91 Toner 7076245IN 355263 07/20/2017 1,750.14 GOVCONNECTION, INC. 011.9019.520010 3,433.68 MFG PART M MR-L7MON-01/20P K- 54882533 011.0012438 355264 011.9019.520010 300.46 Sales Tax 8.75 54882533 355264 07/20/2017 3,734.34 INC JERRY'S AUTO BODY 011.1046.520000 298.00 Paint&material 30599 011.0012451 355265 011.1046.590000 778.40 Labor to repair&refinish drivers door 30599 011.0012451 355265 011.1046.520000 26.08 Sales Tax 8.75 30599 355265 07/20/2017 1,102.48 LAEDC 011.1023.596550 5,000.00 Annual LAEDC Membership 51700859 355266 07/20/2017 5,000.00 LA COUNTY ASSESSOR OFFICE 011.9019.590110 64.00 SBF Abstract- 17ASRE342 011.0011950 355267 07/20/2017 64.00 LA COUNTY SHERIFF'S DEPT. 011.210260 510.00 Garnishment: Payment Ben199290 355268 07/20/2017 510.00 LB JOHNSON HARDWARE CO#1 011,1046.520000 118.55 Plumbing&Building Hardware- 492701 011.0011689 355269 Printed:V2512017 8:20:43AM Page 20 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT LB JOHNSON HARDWARE CO#1 011.1046.520000 5.52 Plumbing&Building Hardware 689961 011.0011689 355269 011.1048.520000 7.46 Plumbing&Building Hardware- 690066 011.0011689 355269 011.1046.520000 55.47 Plumbing&Building Hardware- 690253 011.0011689 355269 011.1049,520000 19.19 Plumbing&Building Hardware- 690261 011.0011689 355269 011.1049.520000 9.83 Plumbing&Building Hardware- 690317 011.0011689 355269 07/20/2017 216.02 LN CURTIS & SONS 011.1033.540000 2,449.59 G-Xtreme Turnout Gear- 324909 011.0011745 355270 011.1033.640000 2,449.59 G-Xtreme Turnout Gear- 324937 011.0011745 355270 011.1033.540000 2,449.59 G-Xtreme Turnout Gear- 330690 011.0011745 355270 011.1033.540000 2,449.59 G-Xtreme Turnout Gear- 330703 011.0011745 355270 011.1033.540000 2,449.59 G-Xtreme Turnout Gear- 330706 011.0011745 355270 011.1033.540000 418.69 Pro Warrington Boots- 341399 011.0011746 355270 07/20/2017 12,666.64 INC LONG BEACH BMW 011.1031.570000 2,445.73 Motorcycle Maintenance- 28937 011.0011737 355271 MOTORCYCLES 07/20/2017 2,446.73 LOS ANGELES ELEVATOR 011.1049.590000 130.00 Elevator Maintenance 06/17 10247 355272 SERVICES 07/20/2017 130.00 GROUP MILLER MANAGEMENT& 011.1003.696700 2,200.00 Registration/M.Ayala&M. Ceballos 071817 355273 CONS 07/20/2017 2,200.00 OFFICE DEPOT 011.1002.520000 182.22 Office Supplies 934407973001 355274 Printed:7/2512017 8:20:43AM Page 21 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT OFFICE DEPOT 011.1002.520000 11.74 Sales Tax 8.75 934407973001 355274 011.1031.520000 503.76 Office Supplies 935913099001 355274 011.1031.520000 44.08 Sales Tax 8.75 935913099001 355274 011.1031.520000 16.99 Office Supplies 935913099002 355274 011.1031.520000 1.49 Sales Tax 8.75 935913099002 355274 011.1031.520000 30.26 Office Supplies 935913216001 355274 011.1031.520000 2.65 Sales Tax 8.75 935913216001 355274 011.1031.520000 113.28 Office Supplies 935913217001 355274 011.1031.520000 9.91 Sales Tax 8.75 935913217001 355274 011.1004.520000 34.76 Office Supplies 936373452001 355274 011.1004.520000 3.04 Sales Tax 8.75 936373452001 355274 011.1004.520000 129.90 Office Supplies 936373615001 355274 011.1004.520000 11.37 Sales Tax 8.75 936373615001 355274 011.1026.520000 278.42 Office Supplies 936674314001 355274 011.1026.520000 24.36 Sales Tax 8.75 936674314001 355274 011.1026.520000 27.99 Office Supplies 936674314002 355274 011.1026.520000 2.45 Sales Tax 8.75 936674314002 355274 011.1026.520000 18.87 Office Supplies 936674314003 355274 011.1026.520000 1.65 Sales Tax 8.75 936674314003 355274 011.1026.520000 49.87 Office Supplies 936674437001 355274 011.1026.520000 4.36 Sales Tax 8.75 936674437001 355274 011.1004.520000 76.89 Office Supplies 937338333001 355274 011.1004.520000 6.73 Sales Tax 8.75 937338333001 355274 Pnnted:7/25/2017 8:20:43AM Page 22 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT OFFICE DEPOT 011.1004.520000 28.48 Office Supplies 937338499001 355274 011.1004.520000 2.49 Sales Tax 8.75 937338499001 355274 07/20/2017 1,618.01 PLUMBING& INDUSTRIAL SUPPLY 011.1049.520000 183.12 Plumbing&Building Hardware- S1188297001 011.0011690 355275 011.1049.520000 487.24 Plumbing&Building Hardware— S1189005001 011.0011690 355275 07/20/2017 670.36 INC PURE WATER TECHNOLOGY 011.1049.520000 2,431.91 3rd Quarter PW 1 R Rental 112187 355276 07/20/2017 2,431.91 RICHARDS,WATSON&GERSHON 011.1024.593200 110.00 Los Angeles MS4 Permit Petition 212100 355277 011.1024.593200 22.75 Los Angeles MS4 Permit Petition 212355 355277 07/20/2017 132.75 SAF-T-FLO INDUSTRIES 011.120010 2,800.00 1890-200 3/4"MNPT Brass CS X 318" 171906 011.0012470 355278 PVC 011.120010 112.50 1890-210 112"FNPT X 3/8"Polypro Tube 171906 011.0012470 355278 011.120010 25.00 Freight 171906 011.0012470 355278 011.120010 225.72 Sales Tax 7.75% 171906 355278 07/20/2017 3,163.22 SO CAL EDISON 011.1042.560000 222.89 Period:06/17 070817 355279 07/20/2017 222.89 SO CAL EDISON 011.1048.560000 3.22 Period:06117 070517 355280 011.1048.560000 8.31 Period:06117 070517(2) 355280 Printed:7125/2017 8:20:43AM Page 23 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT 07/20/2017 11.53 THOMSON REUTERS-WEST ❑11.1024.596600 300.00 West Information Charges 836226459 355281 07/20/2017 300.00 UPS 011.1033.520000 12.10 Period: 06/17 933312247 355282 011.1041.520000 72.46 Period: 06/17 933312247 355282 011.1041.520000 45.90 Period: 06/17 933312257 355282 07/20/2017 130.46 VERNON FIREMENSASSOCIATION 011.210250 3,222.00 Fire House Fund: Payment Ben199294 355283 07/20/2017 3,222.00 INC WEST COAST ARBORISTS 011.1043.590000 29,637.00 Tree Maintenance 126525 355284 07/20/2017 29,637.00 TOTAL EARLY CHECKS $ 425,458.99 Primed:7/25/2017 8:20:43AM Page 24 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 PRINTED CHECKS ACCOUNT CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O_# NUMBER AMOUNT EYEGLASSES AMERICA'S BEST 011.1033.502030 300.00 Vision Benefits 1 E. Dome 071117 355285 CONT 300.00 INC ATHENS INSURANCE 011.1026.594200 5,216.66 TPA Fees 07117 IVC14295 355286 SERVICES 6,216.66 LLP BEST BEST&KRIEGER 011.1024.593200 434.50 Re: Labor&Employment 799725 355287 434.50 INC BNJ IRON WORKS 011.1048.590000 2,655.00 Iron Railings 150 355288 2,655.00 GREGORY BRINGHURST 011.1033.502030 203.98 Vision Benefits 1 G. Bringhurst 070517 355289 011.1033.502030 65.00 Vision Benefits 1 G.Arroyo 070517(2) 355289 011.1033.502030 279.00 Vision Benefits 1 G.Arroyo 071217 355289 547.98 COUNCIL CAL PRODUCT 011.1061.596550 1,000.00 2017-2018 Associate Fees FY1023AF 355290 STEWARDSHI 1,000.00 CAMINO REAL CHEVROLET 011.1046.590000 -130.00 Credit from original invoice#116653 117176 011.0012456 355291 011.1046.520000 1,750.42 19125969 transfer case CVCS115316 011.0012463 355291 011.1046.520000 129.86 84115497 actuator CVCS115316 011.0012463 355291 011.1046.520000 12.97 24245110 gasket CVCS115316 011,0012463 355291 011.1046.520000 14.16 12471484 nut CVCS115316 011.0012463 355291 Printed:7125/2017 8:20:43AM Page 25 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 PRINTED CHECKS ACCOUNT CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.Q.# NUMBER AMOUNT CAMINO REAL CHEVROLET 011.1046.520000 26.86 2606430 seal CVCS115316 011.0012463 355291 011.1046.520000 19.95 dextron vi oil CVCS115316 011.0012463 355291 011.1046.590000 260.00 labor to install pinion seal CVCS115316 011.0012463 355291 011.1046.590000 780.00 labor to install transfer case CVCS115316 011.0012463 355291 011.1046.520000 170.99 Sales Tax 8.75 CVCS115316 355291 011.1046.590000 260.00 Labor to diagnose check engine light CVCS116653 011.0012456 355291 3,295.21 CENTRAL FORD 011.1046.520000 464.82 EB5Z-7823942-AA passenger side door C14552 011.0012454 355292 011.1046.590000 129.95 Labor to replace passenger side door C14552 011.0012454 355292 011.1046.520000 45.32 Sales Tax 9.75% C14552 355292 011.1046.520000 149.94 164R8130 slmill 3b flip key C15296 011.0012458 355292 011.1046.590000 129.95 Labor to cut and program extra key C15296 011.0012458 355292 011.1046.590000 121.00 Labor to cut and program original key C15296 011.0012458 355292 011.1046.520000 14.62 Sales Tax 9.75% C15296 355292 1,055.60 ERIK CHENG 011.1026.596800 2,200.00 Tuition Reimbursement 070617 355293 2,200.00 COMMERCIAL TIRE COMPANY 011.1046.520000 7.36 13-673 114"patch plug combo 1139288 011.0012457 355294 011.1046.590000 17.50 Labor to repair right rear inner tire 1139288 011.0012457 355294 011.1046.520000 0.64 Sales Tax 8.75 1139288 355294 011.1046.520000 328.00 LT245175R17 firestone transforce ht 1139586 011.0012467 355294 011.1046.590000 3.50 State fire fee 1139586 011.0012467 355294 Printed:7/25/2017 8:20:43AM Page 26 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 PRINTED CHECKS ACCOUNT CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P,O.# NUMBER AMOUNT COMMERCIAL TIRE COMPANY 011.1046.520000 30.34 Sales Tax 1139586 355294 387.34 COUNTY OF LOS ANGELES 011.1004.596200 8,208.24 LAFCO Charges FY 2017- 18 063017 355295 8,208.24 INC DIESELTRON 011.1046.520000 133.92 CS130D alternator 12v 100a 26718 011.0012464 355296 011.1046.520000 12.39 Sales Tax 26718 355296 146.31 EL MONTE TRANSMISSION 011.1046.520000 600.00 Transmission overhaul kit: clutch 062617 011.0012452 355297 011.1046.590000 695.00 Labor to remove,rebuild and install 062617 011.0012452 355297 011.1046.520000 55.50 Sales Tax 062617 355297 1,350.50 ANTHONY ENCINAS II 011.1026.596800 1,740.00 Tuition Reimbursement 062717(2) 355298 1,740.00 GATEWAY WATER MGMT 020.1084.596550 7,500.00 Membership Dues FY 2017- 18 201825 355299 AUTHORITY 7,500.00 H&H WHOLESALE PARTS 011.1046.520000 323.64 ACD 10-101 engine coolant 11NO164599 011.0012397 355300 011.1046.520000 300.24 ACD 17D931MHPV front brake pads 11NO164599 011.0012397 355300 011.1046.520000 292.86 ACD 17D932CH rear brake pads 11NO164599 011.0012397 355300 011.1046.520000 80.21 Sales Tax 8.75 11NO164599 355300 996.95 Printed:7/25/2017 8-20:43AM Page 27 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 PRINTED CHECKS ACCOUNT CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# NUMBER AMOUNT HAAKER EQUIPMENT COMPANY 011.1046.520000 98.68 EL 1046753 mud flaps C33179 011.0012461 355301 011.1046.590000 25.00 Freight C33179 011.0012461 355301 011.1046.520000 9.13 Sales Tax C33179 355301 132.81 GUSTAVO HERRERA 011.1026.596800 1,620.00 Tuition Reimbursement 062917 355302 1,620.00 TRUCK REPAIR CENTER IMPACT 011.1046.590000 210.00 Labor only to replace intake manifold 6718 011.0012460 355303 TIR 210.00 INC LANGUAGE LINE SERVICES 011.1031.594200 15.95 Interpretation Services 4093184 355304 15.95 MONTEBELLO GLASS&MIRROR 011.1049.590000 2,992.00 Furnish&Install Glass 16062 355305 CO. 2,992.00 O'REILLYAUTO PARTS 011.1046.520000 47.73 1483 egr valve 3049119643 011.0012455 355306 011.1046.520000 4.18 Sales Tax 8.75 3049119643 355306 51.91 INC R.S. HUGHES COMPANY 011.1043.520000 276.00 ARMOR Nitrile Gloves- Large,#ARMOR 7679897400 011.0012494 355307 011.1043.520000 22.98 Freight 7679897400 011.0012494 355307 011.1043.520000 25.53 Sales Tax 9.75% 7679897400 355307 011.1043.520000 110.88 Evaporative Cooling Towels, 7679897401 011.0012494 355307 011.1043.520000 11.53 Freight 7679897401 011.0012494 355307 Printed:7/25/2017 8 20:43AM Page 28 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 PRINTED CHECKS ACCOUNT CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.p_# NUMBER AMOUNT INC R.S. HUGHES COMPANY 011 A043.520000 9.70 Sales Tax 8.75 7679897401 355307 456.62 SANTA FE BUILDING 011.1049.590000 6,368.00 Janitorial Services 06117 16098 355308 MAINTENANCE 6,368.00 MICHAEL SHEHATA 011.1026.596800 2,200.00 Tuition Reimbursement 070517 355309 2,200.00 SUPERIOR CT OF CAL OF LA 011.1031.594200 350.00 Parking Citations 06117 071017 355310 350.00 TESTAMERICA LABORATORIES, 020.1084.596200 1,358.00 Testing Services 44262470 355311 INC 1,358,00 TETRA TECH, INC. 011.1060.595200 4,506.10 Professional Services 51197708 355312 4,506.10 THOMSON REUTERS-WEST 011.1024.596600 300.00 West Information Charges 836400638 355313 011.4031.596200 1,071.86 West Information Charges 836421336 355313 1,371.86 INC US TOW 011.1046.590000 125.00 labor to tow unit 10819 011.0012462 355314 125.00 CALMAT CO. 011.1043.520000 341.61 Asphalt 71483335 355315 011.1043.520000 81.98 Asphalt 71505587 355315 Printed:7/25/2017 8:20:43AM Page 29 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 PRINTED CHECKS ACCOUNT CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.OA NUMBER AMOUNT 423.59 WILLIAMS DATA MANAGEMENT 011.1003.596200 346.50 Storage Services 398836 355316 011.1003.596200 1,224.45 Storage Services 399952 355316 1,570.95 TOTAL PRINTED CHECKS $ 60,787.08 Printed:7125/2017 8:20:43AM Page 30 of 31 CITY OF VERNON WARRANT REGISTER NO. 1476 AUGUST 1, 2017 RECAP BY FUND EARLY PRINTED FUND WIRE TOTAL CHECK TOTAL CHECK TOTAL TOTAL 011 -GENERAL 340.693.07 $ 411,820.44 S 51,929.08 $ 804,342.59 020-WATER 0.00 7,665.90 8,858.00 16,523.90 057-FIBER OPTIC 0.00 4,250.00 0.00 4,250.00 060-HAZARDOUS WASTE 0.00 1,722.65 0.00 1,722.65 GRAND TOTAL $ 340,593.07 $ 425,458.99 $ 60,787.08 $ 826,839.14 TOTAL CHECKS TO BE PRINTED 32 Printed;7125/2017 8:20,43AM Page 31 of 31 RECEIVED ' '* RECEIVED JUL 2 s 2017 � ' `"`• � � JUL 2 5 20V CITY CLERK'S OFFICE STAFF REPORT CITY ADMINISTRATION FINANCE/TREASURY DEPARTMENT '7 Z,(,—/� DATE: July 25, 2017 TO: Honorable Mayor and City Council FROM: William Fox, Finance Director OS RE: Light & Power Warrant Register for City Council Agenda of August 1, 2017 It is recommended that the attached Light & Power Warrant Register No. 441 be approved at the City Council meeting of August 1, 2017. Light & Power Warrant Register No. 441 totals $6,245,628.00, and covers claims and demands presented during the period of July 11 through July 24, 2017, drawn, or to be drawn, from East West Bank. The following list details the components of Light & Power Warrant Register No. 441. 1. Ratification of wire transfers totaling $6,204,805.35; 2. Ratification of the issuance of early checks totaling $40,822.65; and t LIGHT& POWER ' WARRANT REGISTER NO. 441 AUGUST 1, 2017 I hereby certify that claims and/or demands included in above listed warrant This is to certify that the claims or demands covered by the above listed register have been audited for accuracy and availability of funds for warrants have been audited by the City Council of the City of Vernon and payments and that said claims and/or demands are accurate and that the that all of said warrants are approved for payments except Warrant funds are available for payments thereof. Numbers: William Fox Finance Director Date: Pnnted:7/25/2017 8:26:03AM Page 2 of 9 LIGHT & POWER WARRANT REGISTER NO. 441 AUGUST 1, 2017 WIRES ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT CALIFORNIA ISO 055.9200.500150 -26,516.83 Recalculation Charges 06/17 201707033135602 6439 981 055.9200.500170 -43.62 Recalculation Charges 06/17 201707033135602 6439 981 055.9200.500190 -768.79 Recalculation Charges 06/17 201707033135602 6439 981 055.9200.500210 -166.53 Recalculation Charges 06/17 201707033135602 6439 981 055.9200.500150 121,830.01 Initial Charges 06/17 201707033135602 6439 981 055.9200.500210 9,570.04 Initial Charges 06/17 201707033135602 6439 981 055.9200.500170 -573.91 Initial Charges 06/17 201707033135602 6439 981 055.9200.500190 -18,209.58 Initial Charges 06/17 201707033135602 6439 981 055.9200.500150 322.06 Recalculation Charges 09/14 201707033135602 6439 981 055.9200.500170 74.86 Recalculation Charges 09/14 201707033135602 6439 981 055.9200.500190 815.31 Recalculation Charges 09/14 201707033135602 6439 981 055.9200.500150 380.03 Recalculation Charges 07114 201707033135602 6439 981 055.9200.500190 504.77 Recalculation Charges 07/14 201707033135602 6439 981 055.9200.500170 -221.04 Recalculation Charges 07/14 201707033135602 6439 981 055.9200.500150 -9.13 Recalculation Charges 06/14 201707033135602 6439 981 Printed 7125/2017 8:26:03AM Page 3 of 9 LIGHT & POWER WARRANT REGISTER NO. "1 AUGUST 1, 2017 WIRES ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT CALIFORNIA ISO 055.9200.500190 -0.09 Recalculation Charges 06/14 201707033135602 6439 981 055.9200.500170 29.17 Recalculation Charges 06/14 201707033135602 6439 981 07/11/2017 89,016.73 LLC BIOFUEL GENERATION 055.9200.500162 15,860.50 Biomethane 06/17 RPS62017 6440 SERVICE 07/13/2017 15,860.50 LLC BICENT(CALIFORNIA) 055.9200.500150 341,825.56 Energy Related Payment 6201701 6441 MALBUR 055.9200,500180 3,450,848.40 Capacity Payment 6201701 6441 055.9200.500150 -63.89 Fuel Burden 6201701 6441 07/20/2017 3,792,610.07 US DEPARTMENT OF ENERGY 055.9200.500150 32,729.67 Energy Purchase 06/17 GG1766AO617 6442 055.9200.500180 24,803.51 Energy Purchase 06/17 GG1766AO617 6442 055.151000 -41.929.12 Energy Purchase 06/17 GG1766AO617 6442 07/21/2017 15,604.06 CALIFORNIA ISO 055.9200.500150 116,280.89 Recalculation Charges 07117 201707113135683 6443 143 055.9200.500210 19,787.36 Recalculation Charges 07/17 201707113135683 6443 143 055.9200.500170 -1,310.02 Recalculation Charges 07/17 201707113135683 6443 143 055.9200.500190 -20,194.19 Recalculation Charges 07/17 201707113135683 6443 143 Pnnled,7/2512017 8:26:03AM Page 4 of 9 LIGHT& POWER WARRANT REGISTER NO. 441 AUGUST 1, 2017 WIRES ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P-01A ISSUED NUMBER AMOUNT CALIFORNIA ISO 055.9200.500150 -101,478.40 Recalculation Charges 06/17 201707113135683 6443 143 055.9200.500190 -1,740.52 Recalculation Charges 06/17 201707113135683 6443 143 055.9200.600210 -268.20 Recalculation Charges 06/17 201707113135683 6443 143 055.9200.500170 28.75 Recalculation Charges 06117 201707113135683 6443 143 055-9200.500150 30,885.72 Initial Charges 06117 201707113135683 6443 143 055.9200.500170 1,134,432.22 Initial Charges 06/17 201707113135683 6443 143 055.9200.500180 1,060.79 Initial Charges 06/17 201707113135683 6443 143 055.9200.500210 3,337.97 Initial Charges 06117 201707113135683 6443 143 055.9200.500240 2.503.45 Initial Charges 06/17 201707113135683 6443 143 055.9200.500190 -5,116.64 initial Charges 06/17 201707113135683 6443 143 055.9200.500150 486.61 Recalculation Charges 12/15 201707113135683 6443 143 055.9200.500190 1,669.37 Recalculation Charges 12/15 20'1707113135683 6443 143 055.9200.500170 -32.98 Recalculation Charges 12/15 201707113135683 6443 143 055.9200.500150 275.15 Recalculation Charges 09116 201707113135683 6443 143 055.9200.500190 4,705.58 Recalculation Charges 09/16 201707113135683 6443 143 Printed:7/2512017 8:26:03AM Page 5 of 9 LIGHT & POWER WARRANT REGISTER NO. 441 AUGUST 1, 2017 WIRES ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT CALIFORNIA ISO 055.9200.500170 -10.24 Recalculation Charges 09116 201707113135683 6443 143 07/17/2017 1,185,302.67 SO CAL PUBLIC POWER 055.9200.500154 123,817.31 Astoria 2 Solar Project ATSP0717 6444 AUTHORITY 07/21/2017 123,817.31 INC PETRELLI ELECTRIC 055.200400 978,930.47 Electric Service Maintenance 170139 6445 07/20/2017 978,930.47 VERIZON WIRELESS 055.9200.560010 678.68 Period: 05117 060717_MULTIPL 6446 E(2) 055.8000.560010 984.97 Period:05117 060717 MULTIPL 6446 E(2) — 055.8200.560010 1,999.89 Period:05117 060717_MULTIPL 6446 E(2) 07/14/2017 3,663.54 TOTAL WIRES $ 6,204,805.35 Printed:7125/2017 8 26:03AM Page 6 of 9 LIGHT& POWER WARRANT REGISTER NO. 441 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT SECURITY ABSOLUTE 056.8100.596200 21,852.97 Security Guard Services 2017029075 512809 INTERNATIONA 07/11/2017 21,852.97 AT&T 055.9200.560010 152.00 Period:06/17 7975996306 512810 07/11/2017 152.00 LP BLOOMBERG FINANCE 055.9200.596200 270.75 New York Mercantile Exchange 5603924543 512811 055.9200.596200 11,250.00 Bloomberg Terminal 5603924544 512811 07/11/2017 11,520.75 DEWEY PEST CONTROL 055.8400.590000 122.00 Period:06117 10990673 512812 07111/2017 122.00 SANTA FE BUILDING 055.8400.596200 464.00 Janitorial Services 06117 16097 512813 MAINTENANCE 065.9000.596200 1,611.00 Janitorial Services 06M 7 16097 512813 07/11/2017 2,075.00 INC SIMON WIND 055.9000.900000 3.489.88 Data Collection Services 1706 512814 07/11/2017 3,489.88 FEDEX 055.9000.520000 35.00 Period:06/17 583645568 512815 055.9000.520000 90.15 Period:06/17 584359217(2) 512815 055.9000.520000 31.29 Period:06/17 585119249(2) 512815 055.9000.520000 31.29 Period:06117 585833393(2) 512815 07/20/2017 187.73 SO CAL EDISON 055.8100.560010 45.12 Period:06117 063017 512816 Pnnted:7/25/2017 8:26 03AM Page 7 of 9 LIGHT& POWER WARRANT REGISTER NO. 441 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT SO CAL EDISON 055.9200.560010 729.44 Period: 06/17 070517(3) 512816 07/20/2017 774.56 SO CAL JOINT POLE COMMITTEE 055.9100.596200 647.76 Operating Expenses 06/17 19501 512817 07/20/2017 647.76 TOTAL EARLY CHECKS $ 40.622_65 Printed 7/2512017 8:26:03AM Page 8 of 9 LIGHT& POWER WARRANT REGISTER NO. 441 AUGUST 1, 2017 RECAP BY FUND _ EARLY PRINTED FUND WIRE TOTAL CHECK TOTAL CHECK TOTAL TOTAL 055-LIGHT&POWER $ 6,204,805.35 tit 40,822.65 $ 0.00 $ 6,245,628.00 GRAND TOTAL $ 6,204,805.35 $ 40,822.65 $ 0.00 s 6,245,628.00 TOTAL CHECKS TO BE PRINTED 0 Printed:712512017 8:26:03AM Page 9 of 9 v RECEWED - ; 41 RECEIVED JUL 2 G 2017 ,;m JUL 2 5 2017 CITY CLERIC'S OFFICE STAFF REPORT CITY ADMINISTRATION FINANCE/TREASURY DEPARTMENT CAL DATE: July 25, 2017 TO: Honorable Mayor and City Council FROM: William Fox, Finance Director 0--:tf- RE- Gas Warrant Register for City Council Agenda of August 1, 2017 It is recommended that the attached Gas Warrant Register No. 229 be approved at the City Council meeting of August 1, 2017. Gas Warrant Register No. 229 totals $79,919.48, and covers claims and demands presented during the period of July 11 through July 24, 2017, drawn, or to be drawn, from East West Bank. The following list details the components of Gas Warrant Register No. 229: 1. Ratification of wire transfers totaling $167.09; 2. Ratification of the issuance of early checks totaling $79,762.39; and CITY OF VERNON GAS DEPARTMENT ;.• WARRANT REGISTER NO. 229 ' AUGUST 1, 2017 I hereby certify that claims and/or demands included in above listed warrant This is to certify that the claims or demands covered by the above listed register have been audited for accuracy and availability of funds for warrants have been audited by the City Council of the City of Vernon and payments and that said claims and/or demands are accurate and that the that all of said warrants are approved for payments except Warrant funds are available for payments thereof. Numbers: William Fox Finance Director Date: Printed:7125/2017 8:28:38AM Page 2 of 6 CITY OF VERNON GAS DEPARTMENT WARRANT REGISTER NO. 229 AUGUST 1, 2017 WIRES ACCOUNT DATE WIRE VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.Ol ISSUED NUMBER AMOUNT VERIZON WIRELESS 056.5600.560010 157.09 Period: 05/17 9787064191 601 07/14/2017 157.09 TOTAL WIRES $ 157.09 Printed:7125/2017 8:28:38AM Page 3 of 6 CITY OF VERNON GAS DEPARTMENT WARRANT REGISTER NO. 229 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P,O_# ISSUED NUMBER AMOUNT INC A.M. ORTEGA 056.5600.595200 747.50 Construction&Repair Support 701004 1593 CONSTRUCTION 056.5600.595200 920.00 Construction&Repair Support 703328 1593 056.5600.595200 2,597.31 Construction&Repair Support 705339 1593 056.5600.595200 5,279.85 Construction&Repair Support 705341 1593 056.5600.595200 7,133.41 Construction& Repair Support 705342 1593 056,5600.595200 5,843.88 Construction&Repair Support 706343 1593 056.5600.595200 6,632.70 Construction&Repair Support 705375 1593 056.5600.595200 5,591.37 Construction&Repair Support 705376 1593 056.5600.595200 3,968.09 Construction &Repair Support 705377 1593 056.5600.595200 4,640.16 Construction&Repair Support 705378 1593 056.5600.595200 12,600.98 Construction& Repair Support 706108 1593 07/11/2017 55,955.25 AT&T 056.5600.560010 567.27 Period: 12116 9116116 1594 07/11/2017 567.27 DR DAVID N STEIN 056.5600.602030 450.00 Vision Benefits 1 J. Fraga 060617 1595 07111/2017 450.00 INC EASTERN GROUP 056.5600.596600 125.00 Publication Services 44856 1596 PUBLICATIONS 07/11/2017 125.00 INC INTERSTATE GAS SERVICES 056.5600.596200 8,997.28 Consulting Services 06117 7021380 1597 07/13/2017 8,997.28 Printed:7/25/2017 8:28-38AM Page 4 of 6 CITY OF VERNON GAS DEPARTMENT WARRANT REGISTER NO. 229 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT PSF DISTRIBUTORS 056.5600.590000 475.20 Pipe& Fittings- 1133271N 056.0000410 1598 056.5600.590000 756.85 Pipe& Fittings- 114057IN 056.0000410 1598 07/13/2017 1,232.05 INC MEASUREMENT CONTROL 056.5600.900000 2,949.00 11M175-CTR_ 194279 056.0000449 1599 SYSTEM 056.5600.900000 8,378.00 16M175-CTR- 194279 056.0000449 1599 056.5600.900000 117.43 Freight 194279 056.0000449 1599 056.5600.900000 991.11 Sales Tax 8.75 194279 1599 07/20/2017 12,435.54 TOTAL EARLY CHECKS $ 79,762.39 Printed:7/2512017 8:28 38AM Page 5 of 6 CITY OF VERNON GAS DEPARTMENT WARRANT REGISTER NO. 229 AUGUST 1, 2017 RECAP BY FUND EARLY PRINTED FUND WIRE TOTAL CHECK TOTAL CHECK TOTAL TOTAL 056-NATURAL GAS $ 157.09 5 79,762.39 0.00 $ 79,919.48 GRAND TOTAL $ 157.09 5 79,762.39 $ 0.00 7A.919,48 TOTAL CHECKS TO BE PRINTED 0 Printed:7/25/2017 828:38AM Page 6 of 6 s — RECEIVED RECEIVED JUL 2 6 2017 "*i� JUL 2 5 2017 CITY CLERK'S OFFICE STAFF REPORT CITY ADMINISTRATION FINANCE/TREASURY DEPARTMENT Ci-7- 7 DATE: July 25, 2017 TO: Honorable Mayor and City Council FROM: William Fox, Finance Director 0 RE: RDA Obligation Retirement Fund Warrant Register for City Council Agenda of August 1, 2017 It is recommended that the attached RDA Obligation Retirement Fund Warrant Register No. 37 be approved at the City Council meeting of August 1, 2017. RDA Obligation Retirement Fund Warrant Register No. 37 totals $159.00, and covers claims and demands presented during the period of April 25 through July 24, 2017, drawn, or to be drawn, from East West Bank. The following list details the components of RDA Obligation Retirement Fund Warrant Register No. 37: 1. Ratification of the issuance of early checks totaling $159.00; and r * ` i RDA OBLIGATION RETIREMENT FUND WARRANT REGISTER NO. 37 AUGUST 1, 2017 AollqL lip 1 hereby certify that claims and/or demands included in above listed warrant This is to certify that the claims or demands covered by the above listed register have been audited for accuracy and availability of funds for warrants have been audited by the City Council of the City of Vernon and payments and that said claims and/or demands are accurate and that the that all of said warrants are approved for payments except Warrant funds are available for payments thereof. Numbers: William Fox Finance Director Date: Printed:7/25/2017 8'32 28AM Page 2 of 4 RDA OBLIGATION RETIREMENT FUND WARRANT REGISTER NO. 37 AUGUST 1, 2017 EARLY CHECKS ACCOUNT DATE CHECK VENDOR DISPLAY NUMBER AMOUNT DESCRIPTION INVOICE P.O.# ISSUED NUMBER AMOUNT LLP BEST BEST&KRIEGER 026.1022.593200 159.00 Re: Redevelopment Advice 797054 76 07/06/2017 159.00 TOTAL EARLY CHECKS $ 159.00 Printed:7t25/2017 8:32:28AM Page 3 of 4 RDA OBLIGATION RETIREMENT FUND WARRANT REGISTER NO. 37 AUGUST 1, 2017 RECAP BY FUND EARLY PRINTED FUND WIRE TOTAL CHECK TOTAL CHECK TOTAL TOTAL 026-RDA OBLIGATION RETIREMENT FU $ il.i st, $ 159.00 { (i.UU S 159.00 GRAND TOTAL $ 0.00 $ 159.00 0.00 5 159.00 TOTAL CHECKS TO BE PRINTED 0 Printed:7/25/2017 8:32:28AM Page 4 of 4 ,. _ RECEIVED `ru`x*` 'JUL 2 6 2017 STAFF REPORT CITY CLERK'S OFFICE CITY ADMINISTRATION DATE: August 1, 2017 TO: Honorable Mayor and City Council FROM: Carlos R. Fandino Jr.,City Administrator 'L, Q Originator: Diana Figueroa,Administrative Analyst RE: Report on FY 2016/2017 Vernon CommUNITY Fund Grant Committee Activity Recommendation A. Find that receiving this report on grants awarded by the Vernon CommUNITY Fund Grant Committee is exempt from California Environmental Quality Act ("CEQA") review, because it is an administrative action that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378; and B. Receive and file this report, as it is being provided for informational purposes only. Backp-round As one of the key elements of the City's good governance reforms, the City Council created the Vernon CommILNITY Fund ("VCF") to provide grants to charitable and governmental entities for projects and programs that benefit those residing and working in Vernon. Given the exclusively industrial nature of Vernon, the City Council determined that the VCF was in the best interest of the City and its residents,businesses, and workers. On February 4, 2014, the City Council adopted Ordinance No. 1218, as amended by Ordinance No. 1238, to establish the Vernon CommUNITY Fund Grant Committee ("Grant Committee") and provide the basic guidelines and operational procedures for said Committee and its officers, including those related to the allocation of funds and the processes for reviewing and ranking applications and awarding grants. Fiscal Year 201612017 Funding Pursuant to Vernon Municipal Code Section 2.164, the City Council may appropriate funds to the VCF. Through the normal budgetary process, City Council authorized an amount of Page 1 of') $1,000,000 to the VCF for fiscal year ("FY") 2016/2017. The Grant Committee was required to allocate funds for fiscal year 2016/2017 in accordance with the following formula: 1) No less than 25% of funds available in any fiscal year shall be awarded to proposals to expend funds on capital projects with a projected useful life of 10 years or more, or otherwise reserve such funds for such projects to be awarded in the future. 2) The remainder of available funds in any fiscal year may be awarded to proposals to expend funds on direct services. No single grant of this type shall be in an amount less than $5,000 or more than $250,000. a) The Grant Committee may award multi-year grants. For such grants, all funds necessary to fund the entire grant must be available to the Committee in the year of the award. The total amount of any grant may not exceed $250,000, regardless of the number of years over which the grant funds are to be spent. The Grant Committee shall reserve sufficient funds to ensure that the grant can be fully funded without the appropriation of additional City funds in future years. The Committee adopted a Capital Grants Program on May 18, 2016 which defined, among other things, the parameters of the capital award process and procedures for applicants, and criteria and timeline for awards. For FY 2016/2017, the City reserved $250,000 for capital grant awards. Because the development phase of the Capital Grants Program was lengthy, funds in the amount of $250,000 were not expended for FY 2015/2016 and were carried over for use in FY 2016/2017. Therefore, the total amount available for capital grant awards was $500,000. The Vernon CommUNITY Fund Grant Committee ("Grant Committee") held four grant award meetings during the 2016/2017 Fiscal Year. There were eighteen (18) General Grant Awards and two (2) Capital Grants approved for FY 2016/2017. All grantees and their awarded amounts are listed below: Genera!Grant Awardees Grantee Docket# Amount Awarded Southeast Community Development Corporation I $50,000 Libros Shmibros I $15,000 Southeast Churches Services Center I $50,000 Abriendo Puertas/Opening Doors II $42,000 Immigrant Youth Coalition 11 $10,000 Jovenes, Inc. II $75,000 Tree People 1I $50,000 Vision to Learn II $60,000 Future Scholars of Bell III $5,000 LA Community Garden Council III $40,000 Proyecto Pastoral at Dolores Mission III $35,000 Southern California Golf Association I1I $10,000 South Central Los Angeles Regional Center III $30,000 YMCA Metro LA (for SE Rio Vista) III $35,000 Alzheimer's Greater Los Angeles IV $39,996 Page 2 of 3 IdW Boys and Girls Club of West San Gabriel Valley IV $50,000 Las Fotos Project(2"d) IV $25,000 Opportunity Fund (2°d) IV $50,000 Total 5671,996 Capital Grant Awardees Grantee Amount Awarded Description City of Bell $238,268.40 Renovation of existing soccer field Renovation/Expansion of Puente Learning Center $250,000 instructional space and playground area Total $488,268.40 Related Administrative Expenditures On September 1, 2013, the City retained the services of Jemmott Rollins Group, Inc. ("JRG") to provide consultation, guidance, research and specialized administrative support services to the City Administrator and City staff related to the VCF. JRG has extensive experience in non-profit grant-making and grants management and specialized knowledge of ethics and principles governing the grant-making process. During FY 2016/2017, JRG was instrumental in the City's ability to accept applications, evaluate submissions, and award the grants listed above. The total cost for their services in FY 2016/2017 was $156,750. For FY 2017/2018, the administrative management services for the Vernon CommUNITY Fund Grant Committee activities will be paid from the Vernon CommUNITY Fund monetary allocation approved in the FY 2017/2018 budget. Fiscal Impact There is no fiscal impact associated with the report on FY 2016/2017 Vernon CommUNITY Fund activity. Attachment(s) None. Page 3 of 3 JUL 2 6 2017 STAFF REPORT CITY CLERK'SOFHCE CITY ADMINISTRATION - IT DIVISION DATE: August 1, 2017 TO: Honorable Mayor and City Council FROM: Carlos R. Fandino,Jr.,City Administrator Originator: Ernesto Smith, Information Technology Manager O `7 RE: Approval of Additional Funds for End User License Agreement and Software Support Agreement with Tritech Software Systems. Ra Recommendation A. Find that approval of the proposed action is exempt from California Environmental Quality Act ("CEQA") review, because it is a continuing administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378; and B. Approve additional funds for current End User License Agreement and Software Support Agreement with Tritech Software Systems in the amount of S2,635.39. Background The City's Police Department uses a Records Management System (RMS), Mobile Computer Terminal (MCT) and Computer Aided Dispatch System (CAD) from Tritech Software Systems (formally Visionair, Inc.,). The system is critical to the Police Department's operations and ability to respond to public safety concerns. On November 17, 2015 the City Council approved an End User License Agreement and Software Support Agreement with Tritech Software Systems, for a coverage period of three years from August 25, 2015 through August 24, 2018 for a total not to exceed amount of $179,923.53. While sufficient funds were approved and available to pay the annual invoices during the first two years of the agreements, the initial amount requested neglected to account for a potential annual increase of up to 5% in the cost for services. Consequently, additional funds in the amount of $2,635.39 are needed to pay the full amount of $61,954.58 due on the final invoice. Staff is seeking City Council approval for the additional funds as Section 2.17.02(A) of the Vernon Municipal Code requires City Council approval for all contracts with a total value over the lifetime of the contract exceeding $100,000. As outlined in the fiscal impact section below, the total value over the lifetime of the agreements with Tritech exceeds said amount. Page 1 of 2 The End User License Agreement and Software Support Agreement with Tritech Software Systems approved on November 17, 2015 were exempt from competitive bidding and competitive selection pursuant to Section 2.17.12(A)(2) of the Vernon Municipal Code as Tritech is the manufacturer of the hardware and software and the only supplier who can provide the annual software support services necessary to maintain the RMS, MCT, and CAD. Fiscal Impact Including the additional funds of$2,635.39, the total cost for FY 2017-2018 will be $61,954.58. Sufficient funds for this expense were allocated in the Information Technology Division 2017- 2018 budget. The total amount over the life of the aforementioned agreements with Tritech would then be $182,558.92. Attachment(s) 1. End User License Agreement and Software Support Agreement with Tritech Software Systems—Fully Executed 2. Tritech Software Systems Invoice for period of August 25, 2017 to August 24, 2018 Page 2 of 2 TrlT ))) TR ITECH 9477 h ples Sre Systems 9477 weples street,Ste, goo V.'a I. s 6;C San Diego,CA 92121 Phone.958.799.7000 Far 858.799.7011 www.0 tech.00m SOFTWARE SUPPORT AGREEMENT TRITECH SOFTWARE SYSTEMS Yearn Polio Llaprrknmt Soilrare Suppon AgreerneM i'°P! BOL C 2014 rnTech Soi4rwe Srdeyw-Confldwcal A PtivprftwV Viaim ra4 Inform Applicauoru Umfarbhahed. Rig m fysavoi 6LerPa tlroeoVMxM 4wi of the lmund S4ta Par I of 22 SOFTWARE SUPPORT AGREEMENT TABLE OF CONTENTS 1.0 DEFINITIONS................................................................................................3 2.0 TERM .............................................................................,,...........................5 3.0 SUPPORT FEE(S)..........................................................................................5 4.0 TELEPHONE SUPPORT...............................„............................................... 8 5.0 SOFTWARE ERROR CORRECTION.„..........................................................5 6.0 SOFTWARE UPDATES.........................................................................J 7.0 LIMITATIONS...........b-.......................... ...... ...............--*...................... 8.0 EQUIPMENT, SUBCONTRACTOR SOFTWARE AND HARDWARE, ANDSYSTEM SOFTWARE........................................................,,.,,,,..,.........9 9.0 LIMITATION OF LJABILITY................................................................ .,...,...10 10.0 DISPUTE RESOLUTION--...................................................................,10 11.0 SEVERABILITY................................................„,...............,.«,....................,11 12.0 FORCE MAJEURE/EXCUSABLE DELAY...................................................12 13.0 CONSTRUCTION AND HEADINGS.......,......................................................12 14.0 WAIVER...................................................................................................13 15.0 ENTIRE AGREEMENT................................................................................13 16.0 APPLICABLE LAW..................................................................................,.13 17.0 ASSIGNMENT..............................................................:.:............................13 18.0 NOTICES......................................................................................................13 19.0 GENERAL TERMS.......................................................................................14 ADDENDUMA..........................................................................................................16 ADDENDUM8.............................................................................................. ...........17 Vmsm Police Depacumee Software Support Agreenmt Copyri&a 2M TnTeeh Software Syjmm—Cnafldeuial a Plop ddM Vislon and Inform Applications Unpublished: Rita reeved under dw copyri$M Lows of the United Seta Page 2 of 22 SOFTWARE SUPPORT AGREEMENT Client: Vernon Police Department Address: 4305 Santa Fe Avenue City,State,Zip: Vernon,CA 90058 Phone, Fax: (323) 826-1481 Contact Name: Danita Robertson This Agreement is made by and between TriTech Software Systems, referred to as "TriTech", with offices at 9477 Waples Street, Ste. 100, San Diego, California 9212t and Client named above,referred to as"Client". A. WHEREAS, TriTech and Client enteral into a System Maintenance Agreement dated December 6, 2011. which included as an attachment a Software License Agreement ("SLA'7; and B. WHEREAS, this Software Support Agreement(this"Agreement")supersedes and replaces the System Maintenance Agreement, and is entered into to provide continued Software Support for Client's licensed TriTech software applications on an annual basis,as further defined herein. NOW, THEREFORE, in consideration of the terms, promises, mutual covenants and conditions contained in this Agreement,TriTech and Client agree as follows: 1.0 DEFINITIONS 1.1 "Business Hour" means TriTech's normal business hours as further defined in Appendix B to this Agreement. 1.2 "Documentation" means any standard user manuals or other related instructional and/or reference materials, provided by TriTech or other Software Vendors, including on-line help information and Release Notes issued in connection with Updates. 1.3 "Effective Date"means the last date of signature of this Agreement. 1.4 "Equipment" means the computer system equipment which meets TriTech's minimum recommended specifications. 1.5 "Help Desk" means the [riTech function consisting of receiving calls from Client concerning System problems and assisting Client with respect to the manufacturers of Vaa Police ftorim m SoRvare Support A Copyrigu O 2014TriTw-h Soawn Sytadas-comidmw dt ftiap ft" Viaim end Inform Applicaueru Unpubiiahed: Ri&a mwval utda 16e cepyri#A kw or dro United Stela Pale l or 22 Equipment, Software and other items acquired under the original Softwam License Agreement under the applicable warranties and/or maintenance support agreements. 1.6 "Server" means a computer in a local area network that runs administrative software which controls access to all or part of the network and its resources and makes such resources available to computers acting as workstations on the network. 1.7 "Software Error" means an error in coding or logic that causes a program not to substantially function as described in the applicable Specifications. 1.8 "Software License Agreement" means the agreement entered into between Client and TriTech for license of the software applications supported under this Agreement. 1.9 "Software Support" means Telephone Support, Software Error Correction, and Software Update services provided by TriTech as more fully described in this Agreement. 1.10 "Specifications" means the functional requirements with respect to each Subsystem, including interface specification documents, and the published specifications for the Equipment,which documents are incorporated by reference herein as though set forth in full. 1.11 "Subcontractor"means one of the entities identified in the Statement of Work as subcontractors to TriTech. 1.12 "Subcontractor Hardware" means the hardware supplied by a Subcontractor as part of its subsystem. 1.13 "Subcontractor Software" means software supplied by a Subcontractor as part of its subsystem. 1.14 "System" means collectively all subsystems that make up the integrated computer system purchased or licensed under the System Maintenance Agreement and Software License Agreement between TriTech and Client. 1.15 "System Software" means without limitation, operating system software, DBMS Software, and communications software. 1.16 "TriTech Documentation" means any standard user manuals or other related instructional and/or reference materials,provided by TriTech, including on-line help information and Release Notes issued in connection with Updates. 1.17 "Telephone Support" means the service provided by TriTech for access to the TriTech Technical Services Department by telephone, on a twenty-four (24) hour a day, seven (7) day per week basis, or as applicable on a Business Hour basis as further defined in this Agreement. 1.18 "TriTech Software" means the Object Code version of the software licensed to Client under the Software License Agreement between TriTech and Client. va000 Police DgMtMVM Softwe Support Agreement Copyright 0 2014 TnTccb Safton SyMeW—Cmridadiel A PmprkWy Vision and Inform Applic uions Unpublis6a4 Rights renttred undo tha copyndd laws of the lhutcd Slaw Prise 4 of 22 1.19 "Update" means revisions or additions to Software provided by the Vendor thereof. The term "Update" does not include separate modules or functions that are separately licensed and priced,or new products that are developed and marketed as separate products by the Vendor. 1.20 "Use"means copying of any portion of Software from a storage unit or media into a computer or Server and execution of the software thereon. This term shall be construed to refer to a grant of reproduction rights under 17 U.S.C. 106(1),and shall not be construed to grant other rights held by the copyright owner, including without limitation the right to prepare derivative works. 1.21 "User" means the operator of a Workstation that is configured to access and/or utilize the capabilities and features of the System. 1.22 "Vendor' means any supplier of hardware, software or services provided under the System Maintenance Agreement, including TriTech, Subcontractors, System Software suppliers and Equipment suppliers. With respect to software, this term means the owner of the intellectual property rights, including copyright, to the software. 1.23 "Workstation"means any computer input station that utilizes the functionality of the System, whether the software resides locally or on a Server. 2.0 TERM 2.1 Client's current annual support term is August 25through August 24. This Agreement is effective August 25, 2015 through August 24, 2018. Support fees will be paid on an annual basis. Software Support for subsequent terms shall be subject to renewal of this Agreement and payment of the renewal Software Support fees. On or before the expiration of the then current support term,and at each annual anniversary thereof,TriTcch shall provide to Client a Software Support Renewal Notice for signature. TriTech reserves the right to change the terms and conditions upon which Software Support shall be offered for renewal terms, subject to written notice to Client. 3.0 SUPPORT FEE(S) 3.1 Software Support fee(s) to be paid by Client for the initial term of this Agreement are based on the TriTech Software licenses currently granted to Client. The Software Support fee for the initial term shall be the amount specified in Addendum A hereto. 3.2 TriTech shall notify Client approximately ninety(90)days prior to the end of the initial support term of the Software Support fees for the first renewal term. Unless otherwise agreed in writing, Software Support fees shall be due on or before the commencement of each annual support term. Software Support fee for the first renewal term and all renewals thereafter shall be shall be subject to increase on an annual basis at a rate of 5%, or the Consumer Price Vemm Po im Dgmrnam SoRw"rc Support Agmetnent CopyrlsM O 2014ltiTsh Sufrwan Symem-ConUen r a Proprietary Visio"and rnfurm Applications UnpuWtd wd: RI&b reserved under the aopynSM I"w"of dte United State Pace 3 of 22 Index for all Urban Consumers ("CPI-U') US City Average for the previous twelve (12) month period, whichever is less. Additional licenses purchased by Client during any annual support period will result in additional support fees which shall be prorated to be coterminous with Client's then current support period. 3.3 If Client ceases to keep in force an annual Software Support Agreement, any resumption of such annual support shall be subject to payment by Client of all past unpaid Software Support fees in addition to the Software Support fee for the current support year. Payment of applicable fees for any additional services required to bring Client's system current, which fees shall be charged at TriTech's then current rates for such services, shall also be the responsibility of the Client. Client acknowledges and agrees that the preceding clause is reasonable in light of the fact that the expenses incurred and resources devoted by TriTech to further development, enhancement and support of the TriTech Software must be spread over TriTech's client base and fairly shared by all'TriTech Software users. 3.4 All amounts due and payable to TriTech hereunder shall, if not paid when due, bear a late charge equal to one and one-half percent (1-1/2 %) per month, or the highest rate permitted by law,whichever is less, from fifteen(15)days after their due date until paid. Remittance Address: TriTech Software Systems P.O. Box 203223 Dallas,TX 75320-3223 3.4.1 Payments may be made by check; wire transfer; or ACH. TriTech will provide banking information if Client requests to pay by wire transfer or ACH. 3.5 Except for taxes for which Client provides TriTech with written certification of its tax-exempt status, if TriTech is required to collect or pay sales, use, property, value-added, or other such taxes based on the software or services provided under this Agreement, and/or Client's use thereof, then such taxes shall be invoiced to and paid by Client on receipt of such invoice. 4.0 TELEPHONE SUPPORT TriTech will provide Telephone Support as more fully described in Addendum B. Client will ensure that only personnel properly trained in the operation and usage of the TriTech Software will utilize the Telephone Support service. 5.0 SOFTWARE ERROR CORRECTION If, during the term of this Agreement, Client determines that Software Error(s) exist, it will first follow any error procedures specified in the TriTech Documentation. If following the error procedures does not correct the Software Error, Client shall immediately notify TriTech vMM Faroe oeimurd•e Software Suppon Agreement Capyn=aht O 2016 TnT=b Software System-CoefAwad A Propeictary Viam nd hnfam Appka inu uspuhlished: 1aJghn rm ved under dte espy om Laws of die united stele. Pass 6 of 22 pursuant to the guidelines and procedures described in Addendum 8, setting forth the defects noted with specificity requested by TriTech. Upon notification of a reported Software Error, TriTech shall attempt to reproduce and verify the error and, if so verified, will correct the Software Error(s) in accordance with Addendum B. If TriTech is unable to reproduce the Software Error at TriTech's facility but it is reproducible at the Client's site, the Client may request onsite assistance. If the Client and TriTech determine that it is necessary for TriTech personnel to travel to Client's site to reproduce the error, Client shall pay TriTech's travel expenses incident to the on-site visit. If the reported problem is determined to have been caused by Equipment, Subcontractor Software or Hardware, or System Software, or is otherwise not attributable to the TriTech Software, Client shall, in addition, pay TriTech's labor related to the on-site visit at its then current hourly rates for technical support and engineering. 6.0 SOFTWARE UPDATES From time to time at TriTech's discretion, Updates to the TriTech Software and Release Notes documenting the Updates will be developed and provided to Client. All Updates and their accompanying Release Notes shall be subject to the terms and conditions of the Software License Agreement and shall be deemed licensed TriTech Software thereunder. (Updates do not include new versions or separate modules or functions that are separately licensed and priced.) 7.0 LIMITATIONS 7.1 Software Support for the TriTech Software shall be subject to and conditional on Client's implementation and use of a version of the TriTech Software that is the most current production version thereof that is offered to Client. If Client does not implement the most current production version when it is made available, TriTech shall only be obligated to provide Software Support for Client's version of the TriTech Software for a period of twelve(12)months thereafter. 7.2 TriTech shall not be obligated to provide Software Support if Client is not current on the payment of all Software Support fees and expenses. 7.3 If any of the following circumstances exist, TriTech shall be entitled to charge additional Software Support fees plus expenses at its then current rates: 7.3.1 Problems in the TriTech Software arc caused by modification of the TriTech Software, Subcontractor Software or Hardware, System Software, or Equipment by Client or a third party. 7.3.2 Problems in the TriTech Software are caused by the TriTech Software not being used in accordance with the TriTcch Documentation, or other instructions provided by TriTech,or by misuse or neglect. Vernon Police pepertmeet Sollware Support AUcerniertr cupyriW*O 20r 4 rriTccb Soawate Symost—Con6da lW d;Prnprictrry Vision end Inform Applintiau Unpublished: MOM saved wtdr tas copyright lays of the United Stun Page 7 of 22 7.3.3 Problems in the TriTech Software are caused by software not provided by TriTech, not approved by TriTech in writing or not specified as compatible in the TriTech Documentation. (The procedures for loading third party software on a Workstation or Server are set forth in paragraph 7.4 of this Agreement.) 7.3.4 Problems in the TriTech Software are caused by equipment which does not meet the configuration requirements or equipment specifications specified in the TriTech Documentation, or by failure of Client to provide and maintain the site and facility requirements described in the TriTech Documentation. 7.3.5 Problems in the TriTcch Software are caused by one or more computer viruses that have not been introduced into Client's system by TriTech. Client shall maintain up- to-date virus checking software and shall check all software received from TriTech or any other person or entity for viruses before introducing that software into any part of the System. if desired by Client, TriTech will provide Updates on media rather than direct downloading to facilitate this virus checking. If, despite such check, a virus is introduced by TriTech, TriTech will provide a virus-free copy of the TriTech Software, and will, at its cxpcnse, reload said software(but not Client's data)on Client's Equipment. Client shall be responsible for reloading its data and, to that end,shall practice reasonable back-up procedures for the System. 7.3.6 Problems in the TriTech Software are caused by Subcontractor Software, provided that support for Subcontractor Software is not provided under this Agreement, or System Software. including but not limited to operating system software. 7.3.7 Problems in the TriTech Software are caused by Equipment or software provided by Client or third parties with which the TriTech Software interfaces or operates (including but not limited to Subcontractor Software, provided that support for Subcontractor Software is not provided under this Agreement,or Hardware or System Software), including but not limited to problems caused by changes in such Equipment or software. 7.4 if, at any time after installation of the System. Client desires to load on a Workstation or Server any software not provided by TriTech, it shall, before loading such software, follow the procedures regarding third party software compatibility in the then current TriTech Documentation and contact the TriTech Customer Service Department at the telephone numbers listed in Addendum B for assistance as required. Such action shall not constitute approval, express or implied, for the loading of specific software on a Workstation or Server,nor any express or implied warranty,representation or other obligation by TriTech with respect to such software, including but not limited to its suitability, operability or capability to meet Client's needs or expeetations. Client agrees that if the loading of such third party software degrades the performance of the System, Client shall immediately uninstall such software. Client shall absolve, discharge and release TriTech from any obligations or liabilities related to operation or performance of the System, the TriTech Software, Subcontractor Software, or any other item provided by TriTech under this Agreement, including but not limited to any liabilities for damages related thereto in connection with the installation of such third party software. vamw Police 04MU M Software Suppmt AV eancot Copydova 0 2014 7n`feci Saft a Sydow-Comfdmdar&Pmprkik wy vision mW Tarim Applkwiom Uspt blished: Rigpn served umder the rappd&Lon of the t hwW strata P4W B of 22 7.5 TriTech Software Support under this Agreement, or any renewal or extension thereof, shall not include design, engineering, programming, testing, implementation or other services rendered necessary by changes in Subcontractor Software, System Software or Equipment, or in any other hardware, firmware or software provided by third parties or Client ('"Third Party Changes"). Any such services shall be subject to additional charges by TriTech and the mutual agreement of the parties as to the terms and conditions under which such services are rendered. Absent such agreement, TriTech shall be under no obligation, express or implied, with respect to such Third Party Changes. 7.6 Problems in the TriTech Software or transmission of data caused by wireless services arc not warranted by TriTech, or covered under the terms of this Agreement. Client's use of services provided by wireless service providers or carriers, and the security, privacy, or accuracy of any data provided via such services is at Client's sole risk. 7.7 Client is responsible for maintaining the required certifications for access to Client's state CJIS system(s), NCIC and/or other local state, federal and/or other applicable systems. 8.0 EQUIPMENT,SUBCONTRACTOR SOFTWARE AND HARDWARE,AND SYSTEM SOFTWARE 8.1 Client is responsible for maintaining the equipment on which the TriTech Software operates. if Client determines that an item of Equipment provided under the System Maintenance Agreement, if applicable, does not perform as provided in the applicable specifications, Client may contact TriTech using the procedures described in Addendum B. TriTech shall thereupon provide Help Desk services to Client with respect to the reported problem and reasonable assistance, as defined in 8.2 below, in determining the cause of the reported problem. Notwithstanding the above, TriTech is not and shall not be a party to such third party maintenance agreements nor shall TriTech have any obligation or liability thereunder. 8.2 Maintenance and support for Subcontractor Software, Subcontractor Hardware,or System Software sold or licensed under the System Maintenance Agreement, if applicable, shall be subject to and provided in accordance with any maintenance agreements between Client and the suppliers thereof, or other third party maintenance providers. If Client determines that an item of Subcontractor Software or Hardware, or System Software provided under the System Maintenance Agreement does not perform as provided in the applicable Specifications, Client may contact TriTech using the procedures described in Addendum B. TriTech shall thereupon provide Help Desk services to Client with respect to the reported problem and provide reasonable assistance to Client in determining the causes of the reported problem. Reasonable assistance consists of an evaluation of the reported problem in order to determine if the problem is being caused by a TriTech Software issue or an issue with a Third Party Item that needs to be addressed by the applicable Vendor. As part of the evaluation process. TriTech will share with the Client non-proprietary information related to the diagnosis such as error messages, database trace information and other information that led TriTech to diagnose the Third Party Item as the likely cause and which may aid the Client in seeking a resolution from the applicable wemn Police Dapartrnmt Software Support Agrccmml CopyrilM O 2014 hiTmh Soawwa Syst®a-Conrida"&Proprietary Vision sad Inform Appiicauona Unpublished; Ai#a resmcd carder dtecopyn&h+n of the United Swo Pale 9 of 22 manufacturer or Vendor. For issues involving Windows O/S software(Microsoft)that generally affect the operation of the TriTech Software and are not caused by a Client specific installation or configuration of the O/S. TriTech will work with Microsoft to coordinate the resolution. Notwithstanding the above, TriTech is not and shall not be a party to such third party maintenance agreements nor shall TriTech have any obligation or liability thereunder. 9.0 LIMITATION OF LIABILITY 9.1 The total liability of TriTech for any claim or damage arising under this Agreement or renewals thereof, whether in contract, tort, by way of indemnification or under statute shall be limited to (i) direct damages which shall not exceed the Software Support fees paid under this Agreement by Client to TriTech for the twelve(12)month term during which the cause of action for such claim or damage arose or (ii) in the case of bodily injury or property damage fur which defense and indemnity coverage is provided by TriTech's insurance carrier(s), the coverage limits of such insurance. 9.2 IN NO EVENT SHALL EITHER PARTY 8E LIABLE, WHETHER IN CONTRACT OR IN TORT, FOR LOST PROFITS, LOST SAVINGS, LOST DATA, LOST OR DAMAGED SOFTWARE, OR ANY OTHER CONSEQUENTIAL OR INCIDENTAL DAMAGES ARISING OUT OF THE USE OR NON-USE OF THE TRITECH SOFTWARE, OR OTHERWISE RELATED TO THIS AGREEMENT, REGARDLESS OF WHETHER THE OTHER PARTY HAD KNOWLEDGE OF THE POSSIBILITY OF ANY SUCH LOSS OR DAMAGE. 10.0 DISPUTE RESOLUTION 10.1 The parties desire to resolve certain disputes, controversies and claims arising out of this Agreement without litigation. Accordingly, the parties agree to use the following alternative procedure as their sole remedy with respect to any dispute, controversy or claim arising from or relating to this Agreement or its breach. The term "Arbitrable Dispute" means any dispute, controversy or claim arising under or related to this Agreement. 10.2 At the written request of a party, each party shall appoint a knowledgeable, responsible representative to meet and negotiate in good faith to resolve any Arbitrable Dispute arising under this Agreement. The parties intend that these negotiations be conducted primarily by non-lawyer, business representatives. (However, the parties may be assisted by legal counsel in such negotiations.) The discussions shall be left to the discretion of the representatives. Upon their mutual agreement, the representatives may utilize other alternative dispute resolution procedures such as mediation to assist in the negotiations. Discussions and correspondence among the representatives for purposes of these negotiations shall be treated as confidential information developed for purposes of settlement, shall be exempt from discovery and production, and shall not be admissible in the arbitration described below or in any lawsuit without the concurrence of all parties. Documents identified in or provided with such communications, which are not prepared for purposes of the negotiations, are not so exempted, may be produced in discovery, and may, if otherwise admissible, be admitted in evidence in the arbitration or lawsuit. vernorr rub=Mparbam Soawon Support Agre mnmt Copo flu O 2014 TriTaeh Saftwe Symms-ConrAmud A Propriary V iswx rut Inform ApphC&Uons UnpubhOW: ltighu resaved awlar ma eopyri flu tarn of the United Swo Pap 10 of 22 10.3 If the negotiations described above do not resolve the Arbitrable Dispute within sixty (60) days of the initial written request, the Arbitrable Dispute shall be submitted to mediation under the Commercial Mediation Rules of the American Arbitration Association (the "Association"). if the Arbitrable Dispute is not completely resolved in such mediation, any remaining issues shall be submitted to binding arbitration by a single arbitrator pursuant to the Commercial Arbitration Rules of the Association. A party may demand such arbitration in accordance with the procedures set out in those rules. The arbitration hearing shall (unless otherwise agreed by the parties) be held in the county of the principal place of business of the party against whom the demand for arbitration is filed. The arbitrator shall control the scheduling so as to process the matter expeditiously. The arbitrator shall rule on the Arbitrable Dispute by issuing it reasoned written decision. In no event shall the arbitrator have the authority to make any award that provides for punitive or exemplary damages. Notwithstanding anything to the contrary herein, the arbitrator shall have the power, concurrent with a court of competent jurisdiction, to award provisional relief such as a temporary restraining order or a preliminary injunction. The times specified in this Section may be extended upon mutual agreement of the parties or by the arbitrator upon a showing of good cause. 10.4 The mediator and/or arbitrator shall be selected from the national panel of arbitrators of the American Arbitration Association with expertise in computer law and technology. Any court having jurisdiction over the matter may enter a judgment upon the award of the arbitrator. Service of a petition to confirm the arbitration award may be made by United States Mail, postage prepaid, or by any regularly conducted commercial express mail service,to the attorney for the party or, if not so represented, to the party at the address set forth herein, or to the party's last-known business address. 10.5 The arbitrator shall have the power at the arbitrator's discretion to appoint a Special Master or consultant for the purpose of analyzing technical issues and preparing a report to the arbitrator of such analysis, and performing such other tasks as the arbitrator(s) may deem necessary for a fair and proper determination of the issues submitted to arbitration. The costs of the services of such Special Master or consultant shall be shared equally by the parties. 10.6 Each party shall bear its own costs of these procedures. A party seeking discovery permitted by the arbitrator shall reimburse the responding party the reasonable out-of- pocket cost of production of documents (to include search time and reproduction time costs). The parties shall initially equally share the administrative fees of the arbitration and the arbitrator's fees. The prevailing party shall be entitled to reimbursement of its share of said fees actually paid,as well as to an award of reasonable attorney fees. 10.7 THE PARTIES UNDERSTAND AND ACKNOWLEDGE THAT BY AGREEING TO THIS ARBITRATION PROVISION, THEY ARE GIVING UP THE RIGHT TO TRIAL (BY JURY OR OTHERWISE) WITH RESPECT TO THIS AGREEMENT AND THEY HEREBY WAIVE SUCH RIGHT. 11.0 SEVERABILITY Version Police C4isidurat sortwne Support AZrramant CopynSM C 2014 TnTecb Soawre Sysiterrr-Carfideatiel R hop wuq Vision and Inform Apphestiaa Unpubbabed: Rion rmaved wida the eapyriSk lewe or the Ihilod Smua Pye I 1 of 22 If any term, clause, sentence, paragraph, article, subsection, section, provision, condition or covenant of this Agreement is held to be invalid or unenforceable, for any reason, it shall not affect, impair, invalidate or nullify the remainder of this Agreement, but the effect thereof shall be confined to the term, clause, sentence, paragraph, article, subsection, section, provision, condition or covenant of this Agreement so adjudged to be invalid or unenforceable. 12.0 FORCE MAJEURE/EXCUSABLE DELAY Neither party shall be responsible for failure to fulfill its obligations hereunder or liable for damages resulting from delay in performance as a result of war, fire, strike, riot or insurrection, natural disaster, delay of carriers, governmental order or regulation, complete or partial shutdown of plant, unavailability of Equipment or software from suppliers, default of a subcontractor or vendor to the party if such default arises out of causes beyond the reasonable control of such subcontractor or vendor, the acts or omissions of the other party, or its officers, directors, employees, agents, contractors, or elected officials, and/or other occurrences beyond the party's reasonable control ("Excusable Delay" hereunder). In the event of such Excusable Delay, performance shall be extended on a day for day basis or as otherwise reasonably necessary to compensate for such delay, 13.0 CONSTRUCTION AND HEADINGS The division of this Agreement into sections and the use of headings of sections and subsections are for convenient reference only and shall not be deemed to limit, construe, affect, modify,or alter the meaning of such sections or subsections. Vernon Police Department Software Support Agreement Copyright O 2014 TriTeeh Software Systems—Conndeutial A Proprietary Vision and btform Applications Unpublished: Aighim reserved under the copyright laws of tha United Staten Page 12 of 22 14.0 WAIVER 14.1 The failure or delay of any party to enforce at any time or any period of time any of the provisions of this Agreement shall not constitute a present or future waiver of such provisions nor the right of either party to enforce each and every provision. 14.2 No term or provision hereof shall be deemed waived and no breach excused unless such waiver or consent shall be in writing and signed by the party claimed to have waived or consented. Any consent by any party to, or waiver of, a breach by the other, whether expressed or implied, shall not constitute a consent to, waiver of or excuse for any other, different or subsequent breach. 15.0 ENTIRE AGREEMENT This Agreement and its Addenda or Amendment(s) represent the entire agreement between the parties hereto and a final expression of their agreements with respect to the subject matter of this Agreement and supersedes all prior written agreements, oral agreements, representations, understandings or negotiations with respect to the matters covered by this Agreement. 16.0 APPLICABLE LAW Except to the extent that this Agreement is governed by the laws of the United States, this Agreement shall be governed, interpreted and enforced in accordance with the laws of the Stale of California without regard to its conflict of law provisions and not including the United Nations Convention on Contracts for the International Sale of Goods if such convention would otherwise be applicable. t7.0 ASSIGNMENT Neither party may assign this Agreement without the express written consent of the other party,which consent shall not to be unreasonably withheld. 18.0 NOTICES All notices required to be given under this Agreement shall be made in writing by (i) first-class mail, postage prepaid, certified, return receipt, (ii) by regularly scheduled overnight delivery, (iii)by facsimile or e-mail followed immediately by first-class mail, or(iv)by personal delivery, to the address set forth below, or such other address as provided in writing. Such notices shall be deemed given three(3)days after mailing a notice or one(1)day after overnight delivery thereof. Verna Police Department Software Support Agromwt Copyright O 2014 TriTech software System-Confidential&Proprietary Vision and Infoms Appikations UnpubliWhed: Rights reeved under the copyright laws of the United Stun Page 13 of 32 To Client: To TriTech: Vernon Police Department TriTech Software Systems 4305 Santa Fe Avenue 9477 Woes Street. Ste. 100 Vernon,CA 90058 San Diego,Calif.92121 Attn: Ernesto Smith Attn: Christopher D. Maloney. Information Technology Manager President and CEO 19.0 GENERAL TERMS 19.1 This Agreement shall be binding on and shall inure to the benefit of the heirs, executors, administrators, successors and assigns of the parties hereto, but nothing in this paragraph shall be construed as a consent to any assignment of this Agreement by either party except as provided in the ASSIGNMENT section of this Agreement. 19.2 This Agreement shall not become a binding contract until signed by an authorized officer of both parties, and it is effective as of the date so signed. 19.3 This Agreement may be executed in any number of identical counterparts, and each such counterpart shalt be deemed a duplicate original thereof. 19.4 The provisions contained herein shall not be construed in favor of or against either party because that party or its counsel drafted this Agreement,but shall be construed as if all parties prepared this Agreement. 19.5 Whenever the singular number is used in this Agreement and when required by the context, the same shall include the plural, and the use of any gender, be it masculine, feminine or neuter,shall include all of the genders. 19.6 A facsimile of this Agreement, its exhibits and amendments, and notices and documents prepared under this Agreement, generated by a facsimile machine {as well as a photocopy thereof]shall be treated as an original. 19.7 This Agreement is made for the benefit of the Parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree to any amendment, waiver, variation or settlement under or relating to this Agreement are not subject to the consent of any third party Vernon Polka oepannum Soavnro Support Agrw m t Copyright O 2014 7tiTech SoRwue Systems-Conritko iet A Piopridawy vision and Inform Applications llnpublislsi* Rights reserved under the copyright laws of the llnded Sara Page 14 of 22 t 9.8 THE PARTIES' ACCEPTANCE IS EXPRESSLY LIMITED TO THE TERMS HEREOF AND NO DIFFERENT OR ADDITIONAL TERMS CONTAINED IN ANY PURCHASE ORDER, CONFIRMATION OR OTHERWRPTING SHALL HAVE ANY FORCE OR EFFECT UNLESS EXPRESSLY AGREED TO IN WRrnNG BY EACH PARTY. VERNON POLICE DEPARTMENT TRITECH SOFTWARE SYSTEMS A ed By(Signature) Accggcd By(Signat u ) Mark Whitworth Blake Clads Printed Name Printed Name City Administrator Chief Financial Officcr Title 'Lille November 18,2015 Dale Ditto - - — ATTEST: Maria E A]IA1S, Ly Clerk APPROVE AS TO RM: Brian Byun, Deputy ity Attorney v� rt&w nt Softwm Swp=AxWOMM C*pyryft O 2014 T"Taek Softer -C AbmffiaL A hupikwy V Ww nd kftm Appiadm Uzpilwl*k Rom+m hwf4 d,rdQ the ooW40 V.l of de LWAW sM= ADDENDUM A SUPPORT FEES The term of this Agreement is August 25,2015 through August 24,2019,support fees paid on an annual basis. Support fees for Clients annual support terra of August 25,2015 through August 24,2016 will be$59,974.51. Prior to the end of the then current support term, and each subsequent annual support term, TriToch will forward an invoice to Client for the annual support fee, which foes are subject to increase in accordance with section 3.2 of this Agreement. An increase in the TriTech Software licenses granted to Client will result in an increase in the Software Support fee. The remittance address for payments only is: TriTech Software Systems P.O. Box 203223 Dallas,TX 75320-3223 tgtion As further defined in Addendum B hereto,standard Software Support for the TriTech RMS, FBR,and Jail applications is provided on an 8x5 basis. Support fees for 8x5 support are calculated at a lesser rate than 240 support. However, as an optional upgrade,Client may purchase Software Support for these TriTech Software applications on a 240 basis with the applicable adjustment in support fee. If this option has been chosen,check the box below: Options!Support Upgrade to 240 for RMS, FBR,or JAIL Yes❑ vaent Mica Dgardnaw SoRWve SuppW A Copyright 0 2014 TnTech Softuo Spneesi-Coelidearial a Pnpia y Vision sod Inform Applications Unpublisbed Ruts regard Ueda the copyright lows of the Ueltd Seta Page 16 of 22 ADDENDUM B SOFTWARE ERROR CORRECTION GUIDELINES AND PROCEDURES (1) All TriTech Software Errors reported by Client employees shall be resolved as set forth below. Initial response by TriTech will be based upon the priority assigned by Client's supervisor of the System. Resolution response will be based upon the priority jointly agreed on by TriTech and Client. Client will specify a central contact person at each System installation site and a Client coordinator who will be the focal point for all System activity. (2) If Client determines a Software Error exists, Client shall immediately notify TriTech by telephone, followed by an error report in writing, setting forth the defects noted with specificity requested by TriTech. Software Errors may also be reported via email to: CH_CI i entS oyieesTri agc@trit!Nh,com or through TriTech's Support wcbsite. Note that Critical Priority Software Errors must be reported via telephone. The written report must be Faxed or emailed to TriTech. (3) "Normal Customer Service Hours" are provided 8:OOa.m. through 5:OOp.m. for all US time zones, Monday through Friday,excluding holidays. (4) The main support line will be answered by TriTech's Customer Service Department, or TriTech's paging service, depending on the time/day of the call. During Normal Customer Service Hours, a Customer Service Representative will directly answer the support line, or the call. Afterhours, the call will be automatically routed to TriTech's paging service. Any calls routed to the paging service will immediately be escalated to the Customer Service Representative on-call for prompt follow-up and resolution. If a Customer Service Representative is not available to answer your call during Normal Customer Service Hours, the call will automatically be routed to the operator. if all Customer Service Representatives are busy, the operator will offer the option to leave a message, or in the case of a Critical or Urgent Priority problem, as described below,locate a Customer Service Representative. (5) After Normal TriTech Customer Service Hours, the main support line will he answered by our emergency paging service. When connected to the service, the Client shall provide his or her name, organization name, call-back number where the Customer Service Representative may reach the calling party, and a brief description of the problem (including, if applicable, the information that causes the issue to be a Critical or Urgent Priority Problem). (b) During Normal Customer Service Hours,each Software Error report or enhancement request will be assigned a ticket number. This number should be used for all subsequent inquiries relating to the original Software Error report. Problems reported after Normal Customer Service Ifours will be logged and assigned an issue number the next business day. Vernon Police Department Softwara Support Agreemant Copyright O 3014 TriTech Soft wao Syderm—Confidential A Proprielmy Mum and inform Applications Unpublished: Rights rived under the copyright laws of the United States Page 17 of 22 (7) Client shall provide TriTech with remote access to the Client's network, servers and workstations in order for TriTech to perform software support services via secure Internet access and the latest version of Microsoft's Internet browser software (Internet Explorer). Client shall maintain a license to a TriTech-prescribed remote access support tool. (8) Reported software errors will be responded to and resolved in accordance with the Support Issues Priority and Response Matrix at section 9 below. If requested or specified in the response time criteria below, a TriTech representative will return the call in a manner consistent with the priority and order in which the call was received. Client will make every effort to respond to TriTech in a timely fashion when requests are made for follow-up calls or additional documentation on the reported problem. a. If a response is not received, or a resolution is not provided in accordance with the Support Issue Priorities and Response Matrix, the Client may call TriTech and request escalation of the issue. (9) Priorities and Support Response Matrix The following priority matrix relates to software errors covered by this Agreement. Causes secondary to non-covered causes-such as hardware, network,and third party products-are not included in this priority matrix and are outside the scope of this Software Support Agreement. vamp Police D*Wtmtat Sollrare Suppon Agrmne l Cupyrigid d 2014 TnTech Sortwtre Sydam-Coaffiket l&Aroprieury vision and hfnrm Apptigtioea UnpubfisW: Aids+ro ved u w da eopyriS M Mew orthe thrited Stm Page 11 of 22 This matrix defines the support issues, response times and resoluti=for the Client's licensed VisibnCAD, VislonMobila, lnbm RMS, Jail, FBR and lntedaces, and IQ(on-premise) Software Applications Notes Normal Customer Service Barn for TriTeek CAD,Mobile.Browser,Jalk interfaces Inferno RMS,FBR,Mod larorm IQ are 8:44anr to 5:04 PM fir all US time saner an weekdays escledleg holidays. After Han sappart Is offered weeknd%■Ights and boUdMya. Software Flrors for other than Critical or Urgent Priorities may be reported via the web portal:TriTedLg m:or email: CC1ientScMcesTriaaefattritecl com. Priority-f T [taut Definition Resimas Time Priority 1— 247 Support for live operations on the Normal Customer Service Honig: TeigAtono calla Critical Priority production system: A system down event which to 800,987.0911 will be immediately answered and severely impacts the ability of Users to enter and managed by the ftm available representative but update records. This is defined ua the following: not longer than S minutes after the initial phone call. e VlslonCAD. VisionMobilo,Inform Jail. RMS,FBR or IQ system dawn After Normal Custom Service Hours:Thirty 1101 a Critical servers inoperative,as listed in minute callback after clietn telephone contact to Special Note NI. 800.987.0911. • Complete interruption of call taking andlor dispatch operations Unless operational 240 support Im selected. • Loan of ability for all Inform RM S,FBR,or support for Wech Inform RMS,FBR,and Jail is Jail was to log an to system not managed via after hours support. This means one or mom critical server Priorry I isntes m ust ba called in vis goo. components are non-functional disabling 997.0911 in mwder to receive this level of response. VlsionCAD.VisionMobile,Infest»RMS,FBR or Jail wor4statioa. These Software Errors are defined in Special Note W.beknr. Vernon Police Department Software Support Agroeman Copyright O 2414 Week Solltaere Systems-Cunfidemial a Propncrary Vision rod inform Applications Unpublished: Rights removed under dsr oopyri0i laws of the United Storm Page 19 of 22 r Priority lame Definition Reap""Tlm4 Priority 2- 240 Support for live operations an the Nonnal Customer Service Hairs; Telephone calls Urgent Priority production system: A serious Software Error not to 800.997 0911 will be answered and managed by meeting the criteria sera Critical Priority,but the first available repntser active but not longer than which severely impactor the ability of Users to S minutes after the initial phone all. perform a common function.Such erron will be consistent and reproducible. After Normal Customer Service Hour:Ono(1) hour callback after clieu telephone contact to 800. This is defined a,the following: 997.0911. • Leas of ability for a User to dispatch emergency units; Unlcss uperuiond 240 support is selected, • Lucas of ability for Inform RMS users to support for TriToch Inform RMS,FOR and Jul is enter Case(Incident,Arrest.and not mrhaged vie after huum support Custody)records into the system; • Loss of ability for Inform Jail risen to Perry 2 issues mast be called in via 900. nook or Release Inmates; 98 7.09 11 in order to receive this level of response. • Lass of ability to transfer Inform FBR reports; • Lase of critical data A significant number of VisionCAD. VisionMobila,Inform RMS,FBR or Jail workstations(c.g.,does not apply to a minimal set of VisionCAD,VisionMobile,Inform RMS,FOR or Jail workstations). These Software Errors are defined in more derail in Special Note ir2,below. l — -- Priority 3- ---- -- - -- --- high Priority Normal Customer Service Hours Support: A Ntumal Customer Service Hourr. Telephone calls Software Error related to a user function which to 800.997.0911 by the fins available does not negatively impact the User from represrntat(ve. performing a common call taking or dispatching fl<netion,RMS,FBR or Jail.Such errors will be Priority](High Priority)issues are not managed consistent and reproducible. after Normal Customer Service Hours • I-ass of Non-Critical Data; • N1BRS State Reporting Issues that arse agency reports to exceed State en-or submission limits; • UCR reporting multiple occurrence of inaccurate data A significant number of VisionCAD. VisionMobile,Inform RMS,FOR or Jail workstations are negatively impacted by this error (e.g..doa mat apply to a minimal set of VisionCAD,Visionh(Gbile,Inform RMS,FBR or Jail workstational._ Priority 4- Normal Cuuomer Soria(lours Support: A Normal Customer Service Hours: Telephone calls Medium Priority Software Error related to a user function which to 800.987.0911 will be answered and managed by does not prevent routine use of hha system,This the rim available representative includes system administrator functions. Priority 4(Medium Priority)issues are not � + managed after Normal Customer Service Hours. I Vanon Police Department Software Support Agreement Copyright O 2014 Tn'Ted Software Systems-Coniklenual dt Proprietary Vision and Inferttn Appl"tgm Unpubliahcd: Rijina raerved undo the eapyriiM lama of the Melted Stales Page 20 of 22 priority Issaid Drflaltlen Response Time Priority!- Normal Customer Service noun Support: Normal Customer Saviea Hours: Telephone calls Low Priority Cosmetic or Documentation errors,including to 800.987.0911 will be answered and managed by Client technical questions or usability questions the first available repm=tiWva but not longer than S minutes after the initial phone call Priority S(Low Priority)l issues are not managed after Normal Customer Service Hours. Priority Resolutlos Process Resolution Time t: Priority I- TriTech will provide a procedural or configuration TnTech will work condmtoualy(including after Crltkal Priority workaround or a code correction that allows the hours)to provide the Clkcat with a solution that Client to resume live operations an the production allows the Client to resume live operations on the system prWucti m q*m. 'fnTech will use commercially reasonable eflom to resolve the issue as snort as possible and not later than 24 hours afka notifieWon. Priority 2- TriTech will provide a procedural or configuration TnTech will work continuously(including after Urgent Priority workaround or a code correction that allows the hours)to provide the Client with a solution that Client to resume normal operations on the allows the Client to resume live operations on the production sym an- PKWUC600 system. TriToch will use commercially reasonable efforts to resolve the issue as soon n possible and not later than 36 hours after notification. Priority 3- TriTcch will provide a procedural or configumion TriTech will work to provide the Client with a High Priority workaround that allows the Client to resolve the resolution which tray include a workaround or probicar. code correction within a limefrome that takes into consideration the impact of the issue on the Client and Tri llech's User base. Priority 3 issues have priority scheduling in a subaequcat rekase. Priority 4- If TriTech determines that a reported Medium TnTech will work to provide the Client with a Medium Priority Priority error requires a code correction,such resolution which may include a workaround or issues will he addressed in a subsoquent release code correction in a fuWra relcasa of the software. when applicable. Priority 4 issues have no guaranteed resolution time. Some problems of a minor nature may be designated for repair during a future technology upgrade of the affected module. In that case,the issue will be documented in a TriTech software developmem document and the support ticket will be closed. Priority S- Low Priority issues are fogged by TriTech and There is no guaranteed resolution time for Low Low Priority addressed at the company's discretion according to Priority issues TnTcch's rmWmap planning process. Some problems of a minor nature may be designated for repair during it future technology upgrade of the affected module. In that cane,the issue will be documented in a TriTech softwom development document and the support ticket will be clowd- Vernon Police Department Software Support Apeertent Cupynght G 2014 TriTech Software Syrtrnu-Confidential A Proprietary Vision and tnforrn Applications Unpublished. Rights reserved under the copyright laws of The United States Page 21 of 22 i Special Note Ill: Priority I -Critical Priority issues meeting the previously noted criteria are defined es follows: A. TriTcch ViaionCADm IL The VisionCAD System is down and all wprkatationa will not launch or fime" b. The VisionCAD System Is inoperable due to date corruption caused by TriTech Software c. law enf moment users are unable to sand or receive junice queries(this priority applies if the fuactionabry is available through stone of the available methods). B. TriTech VisimMobila a. The VisionMobik System is down and all unit mobile devices will not kgi!n or function. b. The VisionMobik System is inoperable due to data corruption caused by TnTecb Software. C. TriTceh/Mobile Interfaces: a. A NCIC State Message Server(records check)interface is down(see Special Now Ill section 1.dt D. TriTcic h Inform RMS System a Inform RMS Saver is down and unavailable for queries. b. Inform RMS is inoperable due to data comtption caused by TriTech Software. E. TnTech Inform Jail: a. The Jail System Server is down and unavailable for queries and/or inmate booking and/or releasoa b. The Jail System is inoperabla due to data corruption caused by TriTech Software. F. TriTet:h Inform FOR System: a. The Inform FOR Server is down and unavailable w process reports. b. The Inform FOR Server is inoperable due to data corruption caused byTnTech Software. G. TriTech Inform IQ a. Thera we no Critical Priority(Priority 1)issues for this product. Slxxtal Note N2: Priority 2-[agent Priority issues meeting Iho previously noted criteria are defined a follows: A. TriTech Vi9ionCAD: a. VisionCAn users are severely impacted due to one of the following conditions. i. Unable to enter new requests far service. ii. Unable to assign a unit to an incident, iii. Unable to change a unit's status. iv. Unable to close an incident. v. Unable to view incident information needed to dispatch an incident(using all available methods). b. An ANUALI interface repeatedly fails to process information into an incident. B. TriTech VisioWobilc: a. Mobile users art:severely impacted due to one of the following conditions: i. Unable to receive new requests for service from VisionCAD, ii. Unable to view incident information needed to dispatch an incident. iii. Law enforcement users are unable to send or receive justice queries(using all available methods). C. TdTcch Inform RMS,FOR,and Jail: a. Inform RMS-Inability to create and lava reports b. Inform FOR-Inability to enta and transfer reports into Inform RMS c. Inability to crate UCR/MBRS State Reports d. Inform Jail-inability to book or release an inmate D. TriTech Inform IQ: a. There are Do Urgent Priority(Priority 2)issues for this product. Additional Information: State and Federal mandarea relating to justice queries and reporting change from time to time. The following changes are considered covered support itavis: A. Modifications to installed Uniform Crime Reporting(UCR)Program or National Incident Based Reporting System (NIBRS)facilities within the TriTech Inform RMS Licensed Software as meotmmary to accommodate Government Mandated Changes dilated by State and Federal agencies having authority over these programs. B. Modifications to installed Tn'Tech CAD/Mobile Licensed Software that operates with State and National Criminal Justice Information Systems(State C1IS/NCIC)systems to accommodate Government Mandated Changes dictated by State and Federal agencies having authority over these progranta. Vernon Police Department Software Support Agreement Copyright O 2014"rriTeeh SnRt we Systems Coatldentlai dt Proprietary Vision mW Inform Applkaliuns Untn"ishod: Rights reserved under the copyriaht taws of the United Slates Page 22 of 22 ))) TRITECH TRITECH SOFTWARE SYSTEMS END USER LICENSE AGREEMENT THIS IS A CONTRACT. BY INDICATING YOUR ACCEPTANCE 'Use"means copy"of any portion of software from a storage unit or BELOW,OR BY USING THE SOFTWARE,YOU ACCEPT ALL THE media tarn a computer or Server and execution of the software TERMS AND CONDITIONS OF THIS LICENSE This End User dtersorL License Agreement CEUTA9 constitutes an o8w that may be accepted 'User'mean dhe operator of a CAD Workstation that is oonfgumd to by Vernon Pollm Department (rend ss described above across and/or udtixe the capabilities and (aaturas of the TATerh Acosptance Is expmnly linked to the temp hated and no diflerant or Software. additional terms contained in any purGtave order, confirmation, or -Workstetlon' ensans a dlspakMher station, supendsory station, or other writing with respactt to the aubod mailer haraln shall have any other computer input station that umm the functionality of the TrlTaeh force or effect unless expressly agreed to in writing by TnTech Software.wheowr the software retidse lordly or on A Server. Softeners Systems ('TriTe01). 2.0 License. 10 Definitions 2.1 Subject to the terms and c:ondillorka of this EULA and provided "Documsnitsdon'means any atandwd user marmis or other related Thal the applicable license tees sell forth In ExW A are peld In hall. instructional and/or reference materials provided by TATadh,indudirg TATeeh grants to Client a nonexciuiive. nontransferable. right and on-line help Information and Rels'e Notre Issued In connection wwitih license to use the TdTadt Software fated on Exhibit A and the user Updales In rase of a conlla between wrllim documentation(user dechroentation provided lherewllh and a nonexdusNa,nontransferable manuals or Ralesse NoW in printed or CD-ROM formal)and on-minis right and lransa to seem and use In functionality of the TriTech help informaYon,the printed and CD-ROM documentation will control. Software (coledtvay tie'Licensed SoM we) solettl for the Client's "Object Code" means awry Instnualon or set of Instructions of a own Inlemal use This EULA does not grant Client any We or right of computer program,inducting but not hirifted M tine TriTath Software,in owneraft in the Licensed Software. CIrM may make copies of the machine-madahie form. Licensed Software for backup or archival purpo„ss only "Primary Computer System' meant a local or wide area netwof t 2 2 TnTech raisins ON right and,tMte to the TATec h Software and consisting of one or more servers and multiple computer Workstations. TnTeeh Documentation not expressly granted in No Agreement- 'Some moms a Computer in a Iwa area network that nos 2 2 1 If applicable, third party products providing administrative software which Controls access to all or pan of the supplemental software code to the TdTerh Software and red subjed to nehwo►k and its resources and makes such resourcea available to separate licensing provisions shall be licensad In accordance with the computers acting as wiiorkstitions on the network Such term includes, provisions of No Section 2 AN right and title to such third party without limitation, the Primary Computer System and the Standby software and its associated documentation shall remain with the Computer System vendor thereof. "Software Support'means the providkq by TATech,under an annual 2 3 Each copy of the TrITech software provided under thls Software Support Agreement, of Telephone Support, Softwara Error AWeemarY and Identified in Exhibit A may the used in a standby mode Correction,end Softiwaa Update services with respect to the TnTech on only ores Standby Computer System al any one time as a backup In Software,as more fully dasprbed in the then current annual Software the event of a failure,maW m 2on or other out of service condition of its Support Agreement between the parties. Primary Computer System. In to event its Primary Computer System "Software Support Agreemrnt'means the agreement of net name falls to operate, Me Standby Computsa System miry be enabled to for the rendering of Software Support services entered irrto between function in its dace When the Primary Computer System returns to its the parties coincident with this agreement and renewed from time to normal operational anode. the Standby Computer System and the time thereafter. TATeo software Installed on such system mutt be returned to its "Source Cody'means the original mnemonic or high-level statement standby mode, version of the TdTach Software 2.4 The TATech Software and TATach Documentation may not "Standby Computer System"means a server operating in a standby be used io operate a service bureau, at fife-shertng service, mods used to maintain a duplicate copy of the program and data outsourdng service or other third party services or businesses that contained In the Primary Computer Systeta. provide computer aided cal taking and emergency vehicle dispatching „Third Party Products and Services" means the products and to third parties. Notwithstanding the above.Clint shall he anlRled to services provided by other vendors and/or subcontraelors,as specified use the TnTech Sollware at the Designated Location for itself and In Exhlbil A,if applicabls other agendesfenlibles in the area within Loa Angeles County, "Third Per"Sisitho e"means software packages specified In Fxhlbft California.provided that the TriTadh Software Is Installed arxt operated A of this Agreement if applicable, inclu King operating system and at only ono physical location. database sahvraro rSysiem Saftwore). the copyright to which is 2.5 This EULA does not Include pravhlons for TdToc h's service owned by persons or entitles other am TATech, and support of the Liaansod Software The tams and conditions for "TrIlTach Doewnrntatim"means any standard user manuals or oltwr such services are set forth in the applicable Software Support related instructional and/or reference materish, provided by TATech. Agreement indud nig online help information and Release Napes issued In 2 B Client shall not use the Licensed Saftwere except as provided coneedion with Updales. In case of a canflct between written in this EULA. ViAltrokl limiting the genefailty of the foregoing,Client documentation(user manuals or Release Notes In printed or CD-ROM shell not(a)madly the Licensed Software;(b)copy, rent,lease,sell, formal) and on-lime help Information, the printed and CD ROM suttllcanse, create derivative works from/of, at transfer the Licensed documentation will coned. Software or the user documentation provided therewith,or(c)use the "TATeeh Saflwsre' means the Objitct Code version of the software Liconsad Software to provida call taking or dispatching services to third specified In Exhibit A of We Agreement, and any applicable parties. Third party products providing supplemental software code to MiWillcattions provided hereunder. the TriTech Software and rot subject to separate licensing provisions "Update" means revisions or addbfont to the TriTach SaMware and shall be licensed in accordance with the provisions of Sections 2 0 and the related R"m Notes The term 1lpdala' does not Include 3.0 herein. separate modules or functions that are sapareWly trensed and priced. 2 7 Client acknowledges.that the TrlTarh Software Is subject to or new prpducte that are developed and marketed as separate the export laws and reguletlons of this limed Slates. The TriTech products by TATeclh. Software is dastirwd EAR 99(No License Reciulted). However,said export laws and regulations prohibit or make subject to special controls the export or re-export of the TATach Software or the documentation to certain countries listed In Country Group E in Supplement No. I to Part Vernon Police DepaToncot TnTmh Soitrwuce Syahaoa EULA VS Copyright C 2013 TTi tech Software Syateins-Confideroisl scud Propnetory Unpublished-Right reserved under tho copyright law a of the United State Pxac 1 ore 740 of the U.S. Export Adminlaw ltlon Reguladoris '('PmlYbiud directors,employees. ocnrsaon,sports,or alerted ollcleh.or a third Cdhntries'),to cartsln persons and antes an the Darted Person Lott party.TnTadh will kdmmf*Client therelliorn to the extend indemnilcaron contained In Supplement No. 2 in Part 764 of the RegWallons and to for such Judgment is not gwhied under Clert's ruuranim poldw(uriou certain St J By D&dW%W d Nationals and Blocked Persons Rated by Mimi is aallLinq red In welters case the precedre dam shelf not apply), the U S. Office of Foreign Assets Control (OFAC) (Collectively This section 5 states hurt entire ot[fig-11, of TnTech regarding -Pf&WAW Persons'). Amordingy, Client shag naL directly or Inrkgemert of Midactal property rights, and 4 will suvfve the Indirectly,export,re-export,license.eel,give, loan, Mansion,disclose termYrllon OF llhis EULA_ or otherwise grant access to the TdTadh Software or the 5.2 NolwNhaland rig No above,T(Teeh chat have no duty under that documentation to any Prohibited Country or Prohibited Person,to any section 5 with respect to,and Client shall not bring on action apethst foreign national of a Prohibited Country.to any person&Mated with a TdTech tar ice triikation or other causes d mom with reaped in any Prohibited Person. or ho any person or entity outside this country in Clain arising km or related to hhrhgernats A)by the equipment or w Nch the Designated Site In located wtehourl the expren written opera ft system sof ime upon or with atich the Licensed Software cans, wrisard of TdTech. These prohibltlom shall apply whather said (i)arhirg oat of modilcaN a b Me Licensed Softime not made by of person or entry is a subsidiary,parent.sisiar company or other aMk to under the direction of TdTech. (N) reshc4np from use of the I Amnsed of Client S*mm to pnectloe any.maW of protease which does not occur wholly withal the Licensed Softrere, or(1v)raadrng kam modlkitons to the 3.0 Tom AM Tiliftillificin licensed Solwre prepared pursuant to spedficatlons or other material 3 1 Provided that the looms and conditions of this EULA am 4rmtahed by or on behalf of Cl int compiled with at all times, and eubled to the termination provisions below,to licenses pcovkled hereunder are perpetual. d 0 t-tmitetlbn Of LW)NN. 3 2 Client may surrander the Icansea granted hereunder at arty fi 1 The total Milift of TrlTech for any claim or damage arlaing time by giving written notice In TrlTedh and ceasing use of the under This EULA.whether In contract,tars,by way of lndsmrhilleallon or Licensed Software. under statute shall be limited to (1) direct damages which shag not 3 3 TrlTacdh may termitate the Ilcensw granted hereunder for exceed the kcanse Iw paid harmunder of(it) In the ease of bodiy cause If Clem materially breaches the lafms of this EULA or aMnenhrise catty or property damage for which dalenm and indemnity coverage is Infringes TrnTech's inteilectuY property rights In the Licensed SoRwara, provided by Tt7ech's Insurance carrter(s),the coverage limits of mxh which breach Is not remedied within thirty(30)days after fie dam of Insurance. written notice to Client of such breach 4.2 IN NO EVENT SHALL EITHER PARTY BE LIABLE, 3 4 Upon termination of the Ilcarms granted hereunder, Client WHETHER MI CONTRACT OR IN TORT, FOR LOST PROFITS, shag permanency remove any Llearued SaMware from Cttnt's LOST SAVINGS, LOST DATA, LOST OR DAMAGED SOFTWARE, equipment back-up media, or ocher storage locadons and after (I) OR ANY OTHER CONSEQUENTIAL OR INCIDENTAL DAMAGES return all oopies thereof to TdTech or (1) destroy such copies, as ARISING OUT OF THE USE OR NON-USE OF THE LICENSED TriTach directs, SOFTWARE, OR OTHERWISE RELATED TO THIS EULA, 3 5 The provisions of Section 5, 0. 7, 8, and 10, suvlve the REGARDLESS OF WHETHER THE OTHER PARTY HAD lannlnadon of the licenses granted herein KNOWLEDGE OF THE P0331MUTY OF ANY SUCH L033 OR DAMAGE. WCan 4 1 Unless othharwisa provided in the applicable System 7 0 Conflidentliahly. Client acknowledges that the Licensed Software Purchase Agreement. [he TriTeeh Software licensed hereunder Is and Its assodamd domewlaUon (the 'Confidentat Information] provided'as W.without warranty and will be add to and supported in consthhne the trade secret& and proprietary Information of TdTwA acrardanoe with the Client's existlhg Software Support Agreement Client shall hold So Confidential Information in confidence and shall 4 2 TRITECH MAKES AND CLIENT RECRNES NO OTHER not disclose it b third parties except as necessary to exercise the WARRANTIES. EXPRESS OR IMPLIED, INCLUDING BUT NOT Iloenses granted hereunder and except as required by law of court LIMITED TO THE IMPLED WARRANTIES OF MERCHANTABILITY order, provided Client notifies ToTech In advance and cooperates in OR FITNESS FOR A PARTICULAR PURPOSE. any eftort by TnTach to seek ■ protective order andfor obtain conllderriial treatment of the Confidential Information. Without limiting 5 0 In cal Propety Infrtrhaemenl the gemnsliy of the foregoing.Client shall use reasonable means,not 5A TrlTecth rapresans and warrants Itial, to its aduah, current less than those used to protect its own trade secret and propMtary knowledge, the Lirersed Sorfhms does not infringe the mpyrlphft Information.to safeguard the Confidential Information. Client shall not patents, trade saoela or trademarks (cafiectivey lrteeecbisi Pro " attempt or authortre or permit others to anempt, to imitate the Rlp)lmtsl of any third party In the event of a calm.action or proceeding Licensed Software using the Confidential Inlormation of any put (collerhey 'Clam] brought against Client for infringement by the thereof,or to reverse argmear the Licensed Sollwere by any method. Licensed Sofware of the Inrelledual Property Rights d a third part'. now known or later discovered TrtTach will at its expanse defend apehsl such Claim,provided that CNnt immedlatefy ndillas TnTadh of such Clare and cooperates fully with 6.0 Airigitrailon.Any controversy or claim arl&itp under or related to this TdTach and ite lapel cdur"in to delense thereof TnTedh may in its EULA shall be sealed by binding admiration under the Commercial discretion(i)tautest(R)sent,(It)procure for Client the rod lo continue Rules of tut American.Arbitration Assoaaoan(the'Assocaakonj. The using the Lioefined Software. or (N)madly or replace the Leansed k icatlon of any such arbitration shall be the principal place d business Sofiwere so that it no longer iniinges (while maintaining srbstandaly of Client of THTach,at the option of the party agaln+l whom a demand equivalant lunctlonatty and performance to that described In the user for arbitration is filed with the Association The arbitrator shall be docunentaton) COON may perlk*mo In this delsnse of such Claim M Its selected from the national technology panel of the Amertr8n Arbitration own expense If TrITech concludes in its cols judgment Mat none of the Association Any court having judsdlctlon aver the"Uftr may enter a bragong options are commemiaty,reasonable, and Client's use of the judgment upon cam award of rho arbitrator. Service of a petition to Lioarhsad Software is permananty w**wd as a result of a iudgmew of a confirm the arbitration award may be made by United Stales Mail, court of comperhnt Jurisdiction In meepeH of Such Clain.then I dTech wit postage prepaid, or by any regularly conducted commercial express melurn to Cient the Licensed Sohmm license fees)paid by Client under mail service,to the attorney for Me party of.if not so represented,to this EULA less a portion of said lass(s)for Ciiant's use of the Liewmed the parry at the address set forth herein,or to the party s last-known Solvers, prorated over a period of tree(3)years, and the aoarms business address. The prevailing Awry In any action or proeaadvq granted In thh EULA shall temwnsts. In addklon.in the event with Clain shall be entitled to recover its reasonable atorrmWa fees and crate. rests in a final money Judgment agartet Clint which does not arise, ndudlrg but not limited to arbitration administrative fees and arbitrator w"or in pert from ate actions or orNeslons of Cgw* Its oflrers, few. verwoa Potiee t]epwroher TnToch SoRvre Symems EULA V5 CopyriSk O 2011 TnTech SoRweni Systama-ConfidemW and Propneury Unpublished-Rights mwved wader the copyn&tens of die pored Sups, Peaa 2 or4 &0 EomLAftWm WNW pw+y If"be Iiabfe for debo or 40se CIO prfamaerr. rwsu0ry tram cirammaw"s bows fedr aanYd, wrcAmlrrp wrtad 1 11 -1 . seta of GOCL trargpor- -. dstays ads d wr r lwrarlamti gdrr+mmo npdWmr I tin stir fr des of Ma EULA, ammudesOm fits or COW rrasmofk k0 m. b+lwnrpfom or I I-% ,at paver barase. 10.0 9mKWj1>m 10.1 This EULA raprssM I fre ar W aroomd behw to won I Bic and a and-.0 is n d I%*so -- rrd wilt m and 10 firs Lkwmd Sabra add aupaiaodn ad prim wrfasn mrerrwda. rat Sol$ I W rsprswdaffo % daaalpforrs wxknfrwbw or reegoMaforts w0 regal tit the malls comfed by Ms EUtA Marry mm povism. armsdon or eomnart d f+Is EIILA Is hdd be be . -- void a WW*rmW%ft rest of fee EULA ehal rWnM Im td fares and ~ and rib in no way be alladod pk m or lm ikMod. No arnrdarad to Otis EULA dW be dfecfve unless M Is in wdlreg and migrod by m0wi sd olives of baN prYs.No fum or prorlsba hared atsl be deanad waived and an breeds arrotm0 urhm arch wires a ova"chef be Ia wd ft rd s*W by fef fffil1 elsbnod to ham r W dot cnnssnssd Any oertsotd MY Pamir b a waives d a fmasrJr by a+s silver,rdtmdrr apse r falpMad.ehel sal coratnas■own"6%wehw at,at am"for any Gear dft m or su6so m org bromdt. Nei m lets ELAA nor mM rlphn or obfipadoaa hammmWw shad be signed or erdtarwisa Yaraalswmd by eftm Imb wifrmd fM prior wriasn cannot of fre ad+m pally. This EULA OW be bbrdnp en and WW iame b fhs barsft of dr hobs, m mosias, adninlstraaxf, suaoaswn and ndrn of to pw*o hrno, but notio in Oft peraa o' shag be conriusd 4 a aorrert ra MY eudgm m of Ms ELI A memo no o I I hwfnsbwm. This EL LA may be executed in ores or mare menMrprts,arch of vdtidt In g-I- shM cansdwM ass sod On soma iwb mr nt and a 4t cmimle of On EULA and ft mud I a)m"be used as M aripbtd 10.2 Exempt to Me mmbwrf"iris EULA is yorarrsd by I*law of on Lkdmd Seem, as ELPLA OW be gemmed . I n g m lad and wAmcmd b amuftm a sift are Iws of are Sfds of Colder,th, USA. widmA nowd le Id=Ad elbow provimim a fm Unilsd slow Cowin ifon t r its a m memo eal Sail of Goods 10.3 Al nadoae req I to be¢roe under ftIs EULA shot be made in wrong by(i)bFclan mat,Oostaps prepmid,oa-"I rattan receipt mp*0 d.(0)by repufarfy admk*W Dvm i V dmihmV.(il)by facsfr+ria or metal Mowed lnwsa I 1 1- by i o-cisi s oral, of(ir)by personal dsgrmry, be Its slims on f M horein, or amh oftar alines as provided in wr"L SUah no&=d"fn deonad phirr fee(3)doys attar rimft purswo ro(1)above.or am(1)day aftw di campfsnos wlir{l),Ill)a(iv]above. VERNON POLICE DEPART1dENT T111TECN SOPIWAN SYSTEM 43M Soft Fe Awams 94"Waplr Saeu.Ste 100 vats CA Wm San DImM CA 92121 er "` " Tll, Cit Administrator Talc rIL-f FinaneW CWRcer nom. November Ia_.2015 _ now - � 'T r�• Maria�E. Ayala, ity Clerk APPROVED AS TO FARM., Brian By n, Deputy U ity Attorney V� rr4Kr LmpmFen=L Wrab SsAwas 21 Ell.A VS Copin ghs 0 2013 Tffuh Wkwom Systm-Ca dWwmW and Narwho Urpubiiftd-WON am v mdw*A eapyroo lava of dw Ua+d Sews FW l mf 4 a31NINT A Automated Citation Importer Server l CAD Connection Manager Software License Server 3 CAD License Server 4 CAD Monitor Software License Server 10 CAD Server Software License Server I CAD Tear and Go Printing Software License Server 4 CAD Zetron Model 26 Interface Server l CLETS Interface Server l FHR Server Software License Server I FHR Workstation Software License Workstation 24 Identix Livesean Interface Server t Mobile Law Office Workstation Software License Workstation 3 Mobile Law Vehicle Software License Workstation 25 Mobile Server Software License Server I NCIC Access RMS,Jail,and CAD Server 3 Remote Support Connectivity Workstation I RMS Server Software License Server l RMS Workstation Software License Workstation l0 RMS Citations Workstation l RMS Evidence and Aar Code Workstation l RMS Imaging/Mugshols Workstation l RMS Towing Workstation l RMS Traffic Accidents Workstation 1 City of Van"Polite Depuooeas 4205 Santa Fe A venom Vermn,CA 9N51 Vernon Police Deputment TnTech Software Sy0sm SUEA VS Copyright O 2013 TaTech So*wue Systems-Confidential Lnd Propnetary Unpuhlieited-Righu reserved under the eoMilis foes or the United Suter Post 4 of 4 TRlTECH INVOICE Customer No. CA147 RECEIVED Invoice S VAOODDDD0141 A Date 6/1512017 Con JUL 12 2017 Period 8125/1 7-8124118 Bill To: Vernon Police Department Remit To 4305 Santa Fe Avenue CITY ADMINISTRATION Trltech Software Systems Vernon CA 90058 P.O.Box 203223 Dallas,TX. 75320-3226 (858)799-7401 DESCRIPTION AMOUNT V•VMERM5001 #%0348 RMS Server,10 workstations 13.815.87 V-VME CAD002 21 r211.55 #990348 CAD Server,4 workstation,10 mon and Interface #061 D03 Zetron 0062040 7 GeoRslay #b071074 4 Tear N Go V-VM!E M BLOC 1 26-527.13 #r990348 Mobile Server,3 MLO,19 MLV,2 NCIC, #000179 2 MLV OM1038 1 MLV V-VOT07-iOG? 40000 Remote Support Connectivity(Formerly Go To Assist) APPROVED FOR PAYMENT YLCC I DATE- - �CARLOS R. FANDINO JR. CITY ADMINISTRATOR TOTAL 61,954.58 THANK YOU FOR YOUR BUSINESSI RECEIVED of RECEIVED JUL 2 6 2017 ty tt� JUL 2 5 CITY CLERKS OFFICE CITY ADMINISTRAP ON FIRE DEPARTMENT 4305 Santa Fe Avenue,Vernon,California 90058 Telephone(323)583-8811 Fax(323)826-1407 July 25, 2017 Honorable Mayor and City Council City of Vernon Honorable Members: Attached is a copy of the Vernon Fire Department Activity Report which covers the period of June 16, 2017 through June 30, 2017. Respectfully Submitted, &a/� fl� Bruce K. English Fire Chief BKE:ar Fireletnow F.,cCusiveCy Industrial VERNON FIRE DEPARTMENT COMPANY ACTIVITIES June 16,2017 to June 30, 2017 This Period Last Year This This Year Last Year To Date Period To Date ACTIVITY TYPE FIRE PREVENTION: Regular Inspections{#): 15 761 18 715 Re-Inspections (#): 18 114 7 100 Spec. Haz. Inspections (#}: 4 16 1 79 Total Inspections: 37 891 26 894 Total Man Hours: 40 1077 49 1277 TRAINING(HOURS). Firefighting 114 1042 138 1333 Hazardous Materials 71 409 44 491 Safety 132 1518 135 1577 Apparatus Operations 132 1513 128 1587 Equipment Operations 132 1512 127 1588 CPR 0 36 6 30 First Aid 23 296 26 393 Total Hours: 604 6326 604 6999 PRE-INCIDENT(HOURS Planning 118 1003 83 1039 District Familiarization 95 1063 62 1039 Total Hours: 213 2066 145 2078 PERIODIC TEST(HOURS) Hose Testing 0 3 0 6 Pump Testing 0 3 0 6 Total Hours: 0 0 U 12 Page 1 PUBLIC SERVICE PROGRAMS (HOURS) School Programs 2 23 0 31 Fire Brigades 0 4 0 0 Emergency Preparedness 9 158 18 192 Total Hours: 11 185 18 223 ROUTINE MAINTENANCE (HOURS): Station 126 1472 117 1482 Apparatus 129 1508 118 1518 Equipment 132 1537 120 1569 Total Hours: 387 4517 355 4569 Grand Total Hours: 1255 14177 1171 15158 Tireactivity Page 2 RECEIVED RECEIVED JUL 2 6 2017 of Or JUL 2 5 ton CITY CLERK'S OFFICE 'El tyCITY ADMINISTRATION FIRE DEPARTMENT 4305 Santa Fe Avenue,Vernon,California 90058 Telephone(323)583-8811 Fax(323)826-1407 July 25, 2017 Honorable Mayor and City Council City of Vernon Honorable Members: Attached is a copy of the Vernon Fire Department Activity Report which covers the period of July 1, 2017 through July 15, 2017. Respectfully Submitted, 3u,'e-1 /� . CV4 Bruce K. English Fire Chief BKE:ar Fireletnow Excfusivefy Industrial VERNON FIRE DEPARTMENT COMPANY ACTIVITIES July 1, 2017 to July 15, 2017 This Period Last Year This This Year Last Year To Date Period To Date ACTIVITY TYPE FIRE PREVENTION: Regular Inspections (#): 27 788 38 753 Re-Inspections (#): 15 129 10 110 Spec. Haz. Inspections (#): 1 17 1 80 Total Inspections: 43 934 49 943 Total Man Hours: 54 1131 67 1344 TRAINING(HOURS): Firefighting 106 1148 96 1429 Hazardous Materials 28 437 27 518 Safety 122 1640 129 1706 Apparatus Operations 120 1633 136 1723 Equipment Operations 124 1636 137 1725 CPR 0 36 9 39 First Aid 5 301 40 433 Total Hours: 505 6831 574 7573 PRE-INCIDENT (HOURS Planning 84 1087 81 1120 District Familiarization 98 1161 93 1132 Total Hours: 182 2248 174 2252 PERIODIC TEST(HOURS): Hose Testing 0 3 0 6 Pump Testing 0 3 0 6 Total Hours. (1 6 0 12 Page 1 PUBLIC SERVICE PROGRAMS (HOURS) School Programs 0 23 0 31 Fire Brigades 0 4 0 0 Emergency Preparedness 4 162 9 201 Total Hours: 4 189 9 232 ROUTINE MAINTENANCE(HOURS Station 125 1597 122 1604 Apparatus 120 1628 124 1642 Equipment 126 1663 125 1694 Total Hours: 371 4888 371 4940 Grand Total Hours: 1116 15293 1195 16353 Tireactivity Page 2 D of OU JUL 1. 9 2017 � er RECEIVED CITY CLERK' ZI JUL 17 2417 S CFFICE CITY ADMINISTRATION POLICE DEPARTMENT ?_ta� i 7 Anthony Miranda, Chief of Police 4305 Santa Fe Avenue,Vernon, California 90058 Telephone(323)587-5171 Fax(323)826-1481 July 17, 2017 Honorable City Council City of Vernon Vernon, California Honorable Members: Attached are copies of the Vernon Police Department Activity Log and Statistical Summary of Arrest and Activities which cover the period from 12:01 a.m., July 1, 2017 up to and including midnight of July 15, 2017. Respectfully submitted, VERNON POLICE DE ARTMENT jkl--- — ANTHONY MIRANDA CHIEF OF POLICE AMIar F.xcfurivefy Industrial VERNON POLICE DEPARTMENT Department Activity Report First Date: 07/0112017 Jurisdiction: VERNON Last Date: 07H512017 Department Complaint All Units Prim ary Unit Type Description VPD 10-6 OFFICER IS 10-6 C7,961.962.10-10.WASH,EOUIPA 129 116 10-96H PICK UP THE JAIL PAPER WORK FROM HP JAIL 2 2 10-96M 10-96 MARY(MAIL DETAIL) 6 5 20002 NON-INJURY HIT AND RUN 4 2 20002R NON-INJURY HIT AND RUN REPORT 7 3 207R KIDNAPPING REPORT 1 1 242 BATTERY 7 2 242R BATTERY REPORT 4 2 273.5 DOMESTIC VIOLENCE 3 1 314 INDECENT EXPOSURE 8 2 415 DISTURBING THE PEACE 20 8 417 BRANDISHING A WEAPON 3 1 422R TERRORIST THREATS REPORT 4 3 451 R ARSON REPORT 4 2 459 BURGLARY 4 2 459A AUDIBLE BURGLARY ALARM 140 78 459R BURGLARY REPORT 5 2 459S SILENT BURGLARY ALARM 4 2 476R FRAUD REPORT 3 1 484R PETTY THEFT REPORT 19 8 467R GRAND THEFT REPORT 4 2 586 PARKING PROBLEM 54 48 594 VANDALISM 10 4 594R VANDALISM REPORT 8 6 602 TRESPASS 18 8 602R TRESPASS REPORT 2 2 647F DRUNK IN PUBLIC 2 1 901 UNKNOWN INJURY TRAFFIC COLLISION 3 1 901T INJURY TRAFFIC COLLISION 19 6 902T NON-INJURY TRAFFIC COLLISION 39 27 909C TRAFFIC CONTROL 1 1 909T TRAFFIC HAZARD 3 1 911 911 MISUSE/HANGUP 3 3 911A CONTACT THE REPORTING PARTY 20 13 917A ABANDONED VEHICLE 3 2 920PR LOST PROPERTY REPORT 2 1 925 SUSPICIOUS CIRCUMSTANCES 70 23 927 UNKNOWN TROUBLE 4 1 A451 ATTEMPT ARSON 2 1 A594R ATTEMPT VANDALISM REPORT 1 1 ASTVFD ASSIST VERNON FIRE DEPARTMENT 24 13 BOSIG BROKEN SIGNAL OR LIGHT 2 2 BOVEH BROKEN DOWN VEHICLE 11 10 CITCK CITATION CHECK 7 6 CIVIL CIVIL MATTER 7 4 CODE5 SURVEILLANCEISTAKE-OUT 1 1 COP COP DETAIL 6 5 DEMOSTRA DEMONSTRATION 8 3 07/17/2017 03:28:46 Page I c; 2 VER,VVON POLICE DEPARTMENT Department Activity Report First Date: 07/0112017 Jurisdiction: VERNON Last Date: 0 711 5/2 01 7 Department Complaint All Units Primary Unit Type Description VPD DIET DETECTIVE INVESTIGATION 28 16 DETAIL DETAIL 3 2 DPTAST DEPARTMENTAL ASSIST 8 5 DUI DRIVING UNDER THE INFLUENCE 1 1 FILING OFFICER IS 10-6 REPORT WRITING 55 54 FOUND FOUND PROPERTY REPORT 2 2 FU FOLLOW UP 12 10 GTAR GRAND THEFT AUTO REPORT 13 10 HBC HAILED BY A CITIZEN 12 8 ID THEFT IDENTITY THEFT 3 2 JAILPANIC TEST THE JAIL PANIC ALARM BUTTON 1 1 KTP KEEP THE PEACE 4 2 LOCATE LOCATED VERNON STOLEN VEHICLE 3 3 MISPLOCATE LOCATED MISSING PERSON REPORT 3 1 MISPR MISSING PERSON REPORT 1 1 PANIC ALARM PANIC ALARM/DURESS ALARM 8 2 PAPD PUBLIC ASSIST-POLICE 35 16 PATCK PATROL CHECK 149 112 PEDCK PEDESTRIAN CHECK 87 55 PLATE LOST OR STOLEN PLATES REPORT 4 2 PRSTRAN PRISONER TRANSPORTED 10 9 REC RECOVERED STOLEN VEHICLE 24 8 RECKLESS DF RECKLESS DRIVING(231031 16 6 REPO REPOSSESSION 2 2 RR RAIL ROAD PROBLEM 2 2 SEAACA SEAACA ANIMAL CALLS 2 2 SPEEDTRAILE TO BE USED WHEN THE TRAILERS ARE DEPLOY[ 3 2 TOW ROTATIC CHANGE THE WEEKLY TOW COMPANY 1 1 TRAFFIC STOI TRAFFIC STOP 260 199 UNATTACHED UNATTACHED TRAILER 2 2 VCK VEHICLE CHECK 82 64 VEH RELEASE VEHICLE RELEASE 9 7 VMCVIO VERNON MUNICIPAL CODE VIOLATION 1 1 WARRANT WARRANT ARREST 1 1 WELCK WELFARE CHECK 15 7 WRNTSVC WARRANT SERVICE 10 10 Department: 1583 1066 Overall: 1583 1067 07/17/2017 03:28:46 Page 2 if 2 VERNON POLICE DEPARTMENT Police Activity Report Period Ending: 07/15/17 TRAFFIC COLLISIONS NO. PROPERTY RECOVERED TOTAL 10 VEHICLES: $93,950.00 NON-INJURY 7 INJURY 3 Pedestrian Fatalities City Property Damage 1 Hit& Run(Misdemeanor) 5 Hit& Run (Felony) l Persons Injured 3 VEHICLES STORED PROPERTY RECOVERED FOR Unlicensed Driver 8 OTHER DEPARTMENTS Abandoned/Stored Vehicle 12 VEHICLES: $22,912.00 Traffic Hazard 3 CITATIONS Citations Iss (Prisoner Release) 19 Citations Iss (Moving) 128 Citations Iss (Parking) 90 Citations Iss (Total) 218 Hazardous 112 Non-Hazardous 16 Other Violations CASES CLEARED BY ARREST AR17-305 CR17-1171 11377(A) H&S AR17-309 CR17-1137 422 PC AR17-311 CR17-1183 369I (A) PC AR17-312 CR17-1183 369I (A) PC AR 17-3 l 3 CR 17-1189 242 PC AR17-316 CR17-1216 4574(A) PC AR17-320 CR17-1224 148(A) PC AR17-322 CR17-1228 10851 VC AR 17-324 CR 17-0950 594 PC AR17-325 CR17-1252 11364(A) H&S AR17-329 CR17-1266 11364(A) H&S VERNON POLICE DEPARTMENT REPORT FOR PERSONS ARRESTED PERIOD ENDING 07/15/2017 ADULT FELONY ARRESTS AND DISPOSITIONS MALE FEMALE TOTAL ASSAULT WITH A DEADLY WEAPON GRAND THEFT AUTO 1 1 VANDALISM 1 1 THREATEN CRIME W/INTENT TERRORIZE 1 1 WEAPON/TEAR GAS OFFENSE 1 1 WARRANT(VERNON CASE) WARRANT(OUTSIDE AGENCY) TOTAL FELONY ARRESTS 3 1 1 4 ADULT MISDEMEANOR ARRESTS AND DISPOSITIONS MALE FEMALE TOTAL BATTERY 1 1 CRIMINAL THREATS 1 1 DRIVING UNDER THE INFLUENCE 5 5 POSSESS CONTROLLED SUBSTANCE 1 1 POSSESS CONTROLLED PARAPHERNALIA 1 1 RESIST/DELAY/OBSTRUCT PEACE OFCR 1 1 TRESPASSING 2 2 WARRANT(VERNON CASE) 7 7 WARRANT(OUTSIDE AGENCY) 3 3 TOTAL MISD. ARRESTS 22 0 22 JUVENILES DETAINED --- FELONY AND MISDEMEANOR MALE FEMALE TOTAL BURGLARY MINOR POSS. OF ALCOHOL RUNAWAY VEHICLE THEFT WARRANTS (BENCH', TOTAL JUVENILES DET. 0 0 0 TOTAL FELONY ARRESTS (ADULT)TO DATE: 74 TOTAL MISDEMEANOR ARRESTS (ADULT)TO DATE: 252 TOTAL JUVENILES DETAINED (FELONY AND MISDEMEANOR)TO DATE: 3 TOTAL ARRESTS AND DETAINED JUVENILES (FELONY AND MISDEMEANOR)TO DATE: 329 p v Q U") v (1) v ev �o o 0 0 U O O N O N Go t` Q n (I N r N fi a r r ap o Cl `•.i'�o � �o� �LO �h ro 0 0 0 0 •� � �n �n Zn ,fin �� Q� �C �CD N N N N y OU OU OU O cr U v N CD ch r n r n to N O f`7 N Q r M N N N N Q co to (D Ofil (D Q v n 0 CO Cl) U = CY K7 O N N It M N O O ti O O O (h Q Q Q Gb ti ti OM sa �a 07 n A> O>ED � _ rA Q> LO O ch O Q N •� fi � N O N � f''1 f.• NQ co C7 m Q Q Q z z LP z z LU C z co w W C� �n O z � > > 0 A w w LLJ z ¢ ci cr d j w WLLJ "' � � z "' � � >. 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Find that adopting the proposed resolution is exempt under the California Environmental Quality Act("CEQA"), because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project"as defined by CEQA Guidelines section 15378; and even if it were considered to be a"project,"the activity would be categorically exempt from CEQA review under CEQA Guidelines section 15307, because it is an action taken by a regulatory agency, as authorized by state law,to assure the"maintenance,restoration,or enhancement"of natural resources and includes procedures to protect the environment; and B. Adopt a resolution approving and adopting an amended natural gas rebate program for customers connected to the City's gas distribution system and repealing all resolutions in conflict therewith. Background The City Council approved the original natural gas rebate program by Resolution 2015-54, effective August 4, 2015. The original program is directed only at improvements in natural gas efficiency. To date, one $100,000 rebate has been issued for a large boiler conversion, whereas by the end of 2017, the natural gas rebate fund balance will exceed $1,000,000, and will continue growing if the rebate program is not amended. Consequently, the program needs to be amended to attract participation. Therefore, staff is requesting the approval and adoption of an amended Page 1 of 2 natural gas rebate program for customers connected to the City's gas distribution system and repealing all resolutions in conflict therewith. Amended Rebate Proiratn for Natural Gas Customers After consultation with the California Air Resources Board (CARB) and meeting with a few of Vernon's largest gas customers, staff recommends amending the natural gas customer rebate program to include electric vehicle (EV) charging stations and electric vehicles. Rebates for electric vehicles meet the requirements of CARB regarding greenhouse gas reduction, and the customers express a clear interest in EV charging and electric vehicles too. The proposed EV program will contribute funding for a gas customer up to the amount of surcharge the customer has contributed that is available for energy efficiency over a three-year period. This amount will be calculated for each customer as interest is expressed. Rebates for natural gas projects are proposed to be treated similarly going forward. Previously the rebate limit was $1 per annual therm reduced, up to 50 percent of the project cost. Now the rebate can reach 100 percent of project cost, but not exceed the three-year contribution amount. The amended program will reimburse for the installation of EV charging. Staff is also evaluating using a combination of Vernon and Petrelli personnel to do installations as a service to customers, potentially more cost effectively. Once installed, customers will be responsible for the ongoing electric costs of charging. When adequate funding is available to a customer, the cost of electric vehicles can also be reimbursed by the City; however, one EV charging station must be installed first before funding will be made available for an electric vehicle. Terms and conditions apply, and are shown in the EV Approval Form attached to this report. The amended program also provides for rebates to customers for the recurring cost of boiler efficiency testing, as the result of the efficiency test can result in lower greenhouse gas emissions. Finally,the amended program provides for purchase of clean-air vehicles for use within the City's Gas Division. This, also, was verified with CARB as acceptable to meet program requirements. Language is included limiting department use to 20 percent of annual funds available for the rebate program. Fiscal Impact The fiscal impact of the amended natural gas rebate program will be within the natural gas enterprise only,and specifically,within the accounting for the CARB cap-and-trade program. The intent is to reduce the amount of funds accumulating that are required to be spent in support of the CARB program. Attachment(s) 1. Proposed Resolution 2. Redlined Natural Gas Rebate Program Page 2 of 2 CITY OF VERNON NATURAL GAS REBATE PROGRAM PROGRAM DESCRIPTION: TkueThe purpose of this natural gas p"jsdcustomer rebate i Formatted;ristif ed program is;Rtand d to encourage t reduction of greenhouse gas emissions., primariiy by reduciN nalural92s.q.2nsumplian. bur also I)y im lementi, o r rn wat aren i nt with tfie goals of Assembly Bill 32 AS-32 This can be accomplished by upgrading to high efficiency equipment,but also by an operational change that requires some investment. The City shall be open to any project or process change that can tural gas efiden;y-infrastructure. The City shall also engage with customers to promote projects that qualify The program vWl be is administered through the Vernon's natural gas and"customer service departmentsdivisions. POLICY STATEMENT: The City of Vernon shall allocate revenues to a natural gas rebate program derived from the CA Greenhouse Gas Surcharge approved in Resolution 2015-12,dated March 17,2015,and effective April 1,2015. These revenues are from the sale of"freely allocated greenhouse gas allowances,"less the reasonable cost to administer the program Rebates shall be allocated in a fair and equitable manner, and consistent with Asset-Bill-AB-32 such that funds provided to customers verifiably reduce greenhouse gas emissions to the atmosphere PROGRAM FUNDING: Funding for this gas rebate program is exclusively from greenhouse gas allowances sold at each of the California Air Resource Board (CARE) cap-and-trade auctions. However, allowances sold must be replaced to fulfill the City's allowance requirement. Accordingly,the cost of all allowances purchased is covered by Vernon's gas customers through the CA Greenhouse Gas Surcharge on monthly natural gas billing statements effective April 1, 2015lynwipe ..ri.. .Y.....th to Feach a total .a aPpFGX 0, �6:ly Administrative costs aFe expested le beshall remain 15 percent or less,which will ieincludes the cost of rebate evaluation to customers,third-party verification when needed,and marketing of the program. PROGRAM OBJECTIVES: The objectives of the gas rebate program are to: • Support the statewide goal of reducing greenhouse gas emissions • Provide proceeds from the sale of freely allocated greenhouse gas allowances to Vernon gas customers for the purpose of reducing greenhouse gas emissions • Actively promote the program to gas customers in an equitable manner • Design rebates such that rebate dollars are in proportion to benefit gained • Provide support to customers to facilitate qualifying projects,including application and verification - • Maintain a reasonable cost to administer the program Formatted:Font Arial Formatted:Font Arial Revised July 2017 1 DRAFT. r Formatted:Font Not Bold Fom&tte&Font Anal Faruwavd:Fort:Anal Revised Julv 2017 DRAFT BACKGROUND: The California Global Warming Solution Act of 2006,also known as Assembly Bill 32, requires that California Greenhouse Gas(GHG)emissions in 2020 be at the same levels as that of the year 1990, or an estimated 15% reduction compared to what emissions might otherwise have been in 2020 CARB was authorized to develop regulations to reach this goal, and the cap-and-trade program is one of several tools designed by CARB to do so. Under the terms of the cap-and-trade program, an overall limit enwas set for GHG emissions from capped sectors of the state's economy-was-se#,and covered facilities subject to the cap are able to trade permits,eralso called allowances,to emit GHGs up to the capped amount. CARB's implementation of cap-and-trade program started November 2012 The program was designed to phase in covered entities' participation over three compliance periods. The first period (calendar years 2013 and 2014) included electric distribution companies. At that time. CARB has freely allocated allowances to Vernon for its electric utility. Vernon utilizes the proceeds from the sale of ar*y-allowances not used to meet its compliance obligation exclusively for the benefit of retail electric ratepayers,and also consistent with the goals of AB_32 The City's gas utility cap-and-trade compliance obligations are distinct from those made for the electric utility. For Vernon's electric system, the Council previously approved Resolution No. 2011-184,dated November 15,2011,to implement a surcharge for the electric system In 2015, as the second compliance period has be g+ an, the scope of the cap-and-trade program #expanded such that natural gas suppliers me covered entities with a compliance obligation based on retail gas sales and transportation As was the case with the electric utility,Vernon hasbaer+was given freely allocated allowances for the gas utility for the purpose of mitigating the cost impact of cap-and-trade to retail customers. A set percentage of those allowances must be sold in the open market, and the total of allowances is insufficient to cover Vernon's obligation to CARE. Consequently, Resolution 2015-12 was passed by City Council March 17,2015,effective April 1,2015, implementing Rate Schedule G-CARB,to begin collecting the CA Greenhouse Gas Surcharge from all Vernon gas customers. The purpose of the surcharge is to collect additional funds necessary to cover the cost of allowances sold at auction, and a"to purchase additional allowances necessary to meet the City's compliance requirement for 2015,and beyond. P*oe&e4sAcco;dim to Ih of the CARB Cap and Trade Pmqram, proceeds from all auction sales of Vernon's freely allocated allowances must be used for the benefit of retail gas ratepayers, may not be volumetrically refunded,and must be consistent with the goals of AB_32. The following specific language is from Section 95893, Part(d),of the Final Regulation Order (as of January 2015)issued by the California Air Resources Board (3) Auction proceeds and allowance value obtained by a natural gas supplier shall be used exclusively for the benefit of retail ratepayers of each natural gas supplier, consistent with the goals of A&_32, and may not be used for the benefit of entities of persons other than such ratepayers_ Any revenue returned to ratepayers must be done in a non-volumetric manner (4) Pubic utility gas corporations shall ensure equal treatment of their procurement and delivery customer and delivery-only customers ' Formaned:Font Ar.aI ' Formatted:Fo-ic:Ar al Revised July 2017 3 i DRAFT_ (5) Prohibited Use of Allocated Allowance Value Use of the value of any allowance allocated to a natural gas supplier, other than for the benefit of retail ratepayers consistent with the goals of AS_32,is prohibited. Be orrd the thrgg i in the v d CFIteFla. cap and trade PLOgFaM artici artM h9vie 293 a precedent, also supooited by CARS staff, !halt auction proceeds may be u d for ourposes within a uu*entity that supports reductlan of greenhouse cas emissions,bmt i$not directlygiven to customers. For axarriplg. the Su ri ll 1 tiara ration fAfturas, CA has Feporled to GARB its intent to use al lowatce value to purchase more effi4i9±1t service vehicles for its employees. AnoMer example Is payment to Mnsultanls and altornews for advisory support associated with cap and trade.' REBATES AVAILABLE TO CUSTOMERS: i Formatted:Justified Pipe Insulation: Minimum pipe diameter must be one-half inch. Pipe must transport hot water or steam directly from gas-fired equipment. A minimum of one inch of insulation must be added to the existing bare pipe. Manufacturer's specifications must be included. Pipe Insulation, Hot Water. $2 Ainear foot Pipe Insulation,Steam: $3 Ainear foot Tank Insulation: One or two inches of fiberglass or foam insulation must be added to existing bare liquid tanks One-inch insulation: $2/square foot Two-inch insulation: $3/square foot Process Boilers: Boiler must replace an existing boiler. Application must include the manufacturer's name and model namelnumber for the new boiler. New boilers must have combustion test under full load conditions to document achieving the specified minimum combustion efficiency. The predefined rebates below are only for boilers with input less than or equal to 20,000 MBtuh Larger boiler improvements may be eligible to receive rebates based on the customized rebate calculation, but must have a professional Flue Gas Analysis before, and then after, to determine the improvement in Combustion Efficiency(CE) Water Boilers: $2/MBtuh (>84%CE) Steam Boilers: $2/MBtuh (>83%CE) MBtuh=1,000 Btu per hour CE= 100%-Stack loss in% I Cae@ n •tracle P ram Sumnmory of vintage 01 I ,UmAlry Alkrabed Allowance Value Fonfl VA4:Fwwt Arial R t FormvtEed;FMrt;Anal Revised July 2017 4 DRAFT Steam Traps: Must replace,on a one-for-one basis,existing steam traps that fail to open. Application must include manufacturer's specification sheet for the steam trap that replaces the existing trap,as well as the invoice for the purchase Steam Traps $100 per trap Customized Rebates: Energy savings projects can be customized beyond the predefined rebates. Customized rebates may be used for equipment replacements and improvements of existing processes. cuimo*`+'fed R"`i —The amount of .�' Formatted:Justified,Indent:Lek: 0.5".First line= 0" customized rebate may be the greater of$1 per each annual Therm saved,or three years f rebote opiritribLifiDn paid to City. Tlw rebate contribution Is a ra of titre total G-C Surcharge. Upon request. City shall calculatte the three-Year--ppntribWiori amount available to a customer Customized projects require load history, performance calculations, and a detailed- Formatted:Justified engineering review. City of Vernon may elect to provide technical support for projects that 'T meet the program objectives,depending on funding available. Lease projects may qualify dependent upon the term of the lease. SPECIAL PROVISION FOR OTHER GREENHOUSE-GAS REDUCING REBATES: The first priority of funding associated with this program shall be to qualified projects that result in- f Foro.atto,d_.us'.Eel! Indent Left 0' more efficient combustion of natural gas; however, rebate funds may also be used to support projects that reduce greenhouse gas emissions in other ways that are consistent with AB 32 and .. the .1104FI.WR eqldiiValii rani,,,.r,r A Cif Ga Fb OR d IGN10110441W GARB. 32 and CARB guidelines. In the event funding is available and not otherwise being expended to natural gas projects,non-gas projects may be considered. The rebate amount shall be developed based on the merits of the proposed project,and shall be kweicommensurate with 6 Surcharge contributions received from gas customers proposing non as projects, Formattiii Font Nat Bold �justified aecinn,no in 017. staff shall Drr MW the use of electric vehicles to its lgrYgf natural gas customers. This will be done by offerivHz t ifjglalil e4ectric vehicle (EV) cha[giM Stations at Customer IGG tl40 g' her LISina city personnel or by reimbursing customers.for-pu rchaw and +nstaliation. Addiborially, h ity shall offer to pra4Ade rebabas to cwtornerrp W cover the reasonable cost of elecine vehicles purchased by customem, however. as stated above, the amount paid to a wstomipr py Qtyh ll be cpmmeMrWwith o n of tbg% surcha= contributions available for rebates received from that CustOrflet. Far each elec#ric vehi reguesteQ..itie customer must first install a new EV charging station. Add- liv. t�ginfliiriq in 21317 customers shall be elili for reimbursem nt of costs ini;urred for recurring boiler effiue-1 CY testona mouiredthe Sauth Coast Air Quall Manapennyint (SCAOMO).or other re-gyligi-igry.authofty as applicable. ft. iFik Font Axial farmatuk Font Axial Revised July 2017 _5 DRAFT lJ E OF S HAR F Nd FOR INTERNAL GAS DEPA'RPM DIVISION Pk1R?OBEs CONSISTENT WITH AB32: Reginnrnq In 2017, the Vemon Natural Gin Dhvlsion may e1W X4_use a aorlion of the sufcharge f;,nds for the purchase of enargy afhcienr%Eet vehpdes. ThesE vehges shell be fuelL..0 b}�_natur31 Od5 or 2IeCAti6b. and may inClu42 char girirj,$,Wians_as_approgiate. The amount of surcharge funds spenl fpr intemal purposes shall nut exceed, on average, twenty percent9f the annul{ surcharSle funds avallabhe fpr rebaklrs. formatted:Space After 8 pt pprmattrd Foot IYGL Bald Formatted:Fons_Arial Formatq Font Arial Revised July 2017 ,6 nPAFT REBATE CONDITIONS: - - Formatted:Justified 1 Applicant must allow City of Vemon to be involved from the beginning of the applicant's process,such that Vemon can inspect and audit the equipment to be replaced prior to it being removed. 2. Rebates are contingent upon applicant being an active customer in good standing connected to the City of Vemon gas system and paying the G-CARB surcharge. 3 Rebates are contingent upon customers obtaining the necessary permits from the City of Vemon for all work done associated with the rebate application. 4. All rebates will be paid directly to the customer of record at a given Vemon location 5. Natural gas savings must be quantified using reasonable engineering assumptions and calculations,except for the predefined rebate categories. 6 Equipment or systems installed must be expected to operate for at least five years from the date of installation. 7 Projects that receive incentives from other sources(excluding tax-related incentives)are not eligible B The maximum amount of rebate shall not exceed eFeeak4-the total project cost evefau 9. Available rebate funding shall be allocated based on the timing of application acceptance and approval 10 The maximum rebate amount is , hewewesthree wears of aebate contributi(�n.peid to City by applicant. The rebate contribution is a portrarr of the total G•CARS Sumharge. Upon re�auesl City shall calt<ulate the three r n ri Mpn @mcgint available to a customer However Vemon may allow higher rebates on a case-by-case basis,subject to the amount of total rebate funding accumulated in the City's rebate balancing account. 11 Rebate program is not for new construction,nor is it for replacement, nor for installation where otherwise required by Califomia Building Code or employee safety laws. Formatted:Justified PROGRAM APPLICATION AND CONFIRMATION: 1. Pre-Installation Application f Formatted:Justified,Indent:Left: 0.25' Applicants must submit a pre-installation application before beginning project work. For- Formatted:Space After: 0 pt EV cha[ginQ 5tation5 electric Yehicles and Wile( testing, s1perol a0plicatons are provided). Customer initiated installations poor to City acceptance of the pre-installation application maybe rejected The pre-installation application must contain the information necessary to determine the savings Dr greenhouse gas benefit otherwise and shall be the basis for the rebate. Subject to availability of funds, the City reserves money for the project, pending timely completion of installation. The pre-installation application shall consist of the following: ■ Customer and project site information F,.—tted Left,Indent Left 0.75' * A technical description of the project ■ Documentation of the savings estimated 4or greenhouse gas benefit fincludin(Lan engineering calculation,as applicable) • New/old equipment specification(if applicable) Formatted Font Ariai Fgrrn#ttd,Font:Aria i Revised Julv 2017 7 DRAFT 2. Post-Installation Confirmation FoarAffl kJustified,kdene Left V.25- The post-installation confirmation shall be coordinated by the applicant after the project is+ Formatted:J,,tified installed The confirmation shall be the basis for the actual rebate paid,and shall consist of the following. • Any changes from the pre-installation application • Documentation showing actual Therms saved or greenhouse gas benefit • Original,itemized,paid proof of purchase(sales slip or invoice) • Scheduled site visit(s)for City to verify energy efficiency equipment modifications, installations,and overall efficiency impact Formatted_JuO&Ld MARKETING: Upon appm6vaknodificabon of the program, staff will notify all customers by letter or direct email including the details of the program. Additionally, staff w1l matte persortal contact with the largest aas customers, oic upgrad6tY. iG PROGRAM ADMINISTRATION: Formatted:Justified The Natural Gas Division of Vernon Pu41�G. UtitiUes leads program administration. The Natural Gas Division velCDs and distrib tiflgdistnbutes promotional matenals,se#OAjsets appointments with customers to explain the program, f9km4A9follows up with customers, and fasilitaiiegfaalitates the application, construction,and completion process. The Customer Services Division rocesses the actual paper work and rebate check requests similar to the electric rebate program. The ame-unt -of time Fequired by Guateme; Applications are anticipated at a rate of one per month muGh lass than maximum As-needed rebate evaluation and audit support will be provided by IGService, akea4ywhich is under contract with City of Vernon for natural gas support services. j A reasonable proportionate cost for each person/depadmewt-d vigion supporting the program will NI Geis allocated as administrative cost to the program Formatted:Font'Arial Formatted:Font:Anal Revised July 2017 8 DRAFT. CITY OF VERNON Natural Gas Project Rebate Program Pre-Installation Application To be eligible for rebates,this application must be submitted to the City of Vernon and approved by Vernon before beginning ro'eet work Customer Name/Payee: DB k Mailing Address: Installation Address in Vernon: Customer Contact: Federal Tax ID: Phone: Email: Please describe the energy savings and/or qualifying replacement equipment of your proposed project. For customized projects please provide detailed calculations of expected Therms saved. Include attachments,as needed. Units Installed Rebate Rebate Amount Measure Description or Therms Saved sfunit $ Total Rebate Requested: AGREEMENT CLAUSE: I/We agree as follows: 1)To begin the project within 90 days of initial Vernon inspection and approval and finish within one year of project commencement;2)To allow the Vernon Public Utilities Department to conduct scheduled site visits to verify installation of the hardware specified in this application;3)To provide the original,itemized,paid proofofpurchase(sales slip or invoice)and complete a post-installation confirmation form showing actual installed equipment(as applicable):4) Unless a written exception is provided by City of Vernon,this-Febete Sh" d FORP- .....,,.. d.140- , r dOI'.,. effift _,._..,.Rt a fcombincd M pruWam K41C.s shall nut exited thrc-L;gars of the rs NIA cornribution Uonr customer(a twrtion of the Iota surcharQc_ as calculawd.b%_Ch% of Vernon I ar the paid proof of purchase(sales slip or invoice),whichever is less;5) Rebate will be calculated per the rebate schedule in effect at the time of approval of this application;6)Rebates are subject to availability of funds;7) That the City of Vernon may withhold payment of any rebate until satisfaction of any and all of the above listed conditions are met_ Customer Signature: Title: Print Name: Date: Vernon Public Utilities Department Only Date Pre-inspection: Inspected by: _ Approved by: CITY OF VERNON Natural Gas Project Rebate Program Post-Installation.Confirmation This Post-Installation Confirmation is associated with Pre-Installation Application with Customer dated: Customer Name/Payee: DBA Business Name: Mailing Address: Installation Address in Vernon: Customer Contact: Federal Tax ID: Phone: Please describe any variations from the Pre-Installation Application: Units Installed Rebate Rebate Amount Measure Description as Installed or Therms Saved SJUnit $ Total Rebate Requested: Attachments to be included with this form: A)Installer's statement of actual equipment installation(size and specifications)and/or finalized Thcrm savings computation B)Copies of manufacturer's specifications and performance data C)Original,itemized.paid proof of purchase(sales slip or invoice) Customer Signature: _ Title: Print Name: Date: Vernon Public Utilities Department Only Date Post-Inspection: Inspected by: _ Approved by: CITY OF VERNON NATURAL GAS CUSTOMER REBATE APPLICATION FOR ELECTRIC CHARGING STATIONS SAND ELECTRIC VEHICLES, (GREENHOUSE GAS REDUCTION CAP-AND-TRADE PROGRAM) Applicant must receive written authorization from City of Vernon before beginning EV chargin t llatt work or purchasing an electric vehicle. In response to submission of this application, representatives m Ci Vernon will contact applicant to arrange a site visit and meeting. City of Vernon will also calculate the greenhouse gas surcharge funds available to applicant. Customer Name/Payee: DBA: Mailing Address: A0 IN Installation Address in Vernon: Customer Contact: A Federal Tax ID: -'q%k Phone: E 'l: Number of EV charging stations requested: Description of preferred locatio t our ac-lity: Installation preference le ): Vernon installs Applicant installs Estimated ins i o if applicant installs: Electric i cc(circle one): Additional electric service Existing electric service T e vehicle(s)and estimated cost(if applicable): Applicant: _ _ Title: Print Name: Date: Please submit this application to Anthony Serrano, Customer Service Supervisor, by email to aserrano_,ci.vernon.ca.us, or by fax to 323-826-1431. f CITY OF VERNON NATURAL GAS CUSTOMER REBATE APPROVAL FOR ELECTRIC CHARGING STATIONS AND ELECTRIC VEHICLES (GREENHOUSE GAS REDUCTION CAP-AND-TRADE PROGRAM) Customer Name/Payee- Installation Address in Vernon: Customer Contact: Phone; Number of EV charging stations: Description of location at cus r Description of approach to EV charging station installation: AL _A0 Approved rebate amount for EV charging station installation: $ Description of approved electric vehicle(s) (if applicable Approved rebate amount for electric vehicle( f li le): $ Conditions: 1. Project/purchase must be complete wilt 90 days of approval 2. Proof of completion/pure a mu f be pr�)vided to receive rebate(paid invoices/pink slip,registration) 3. Applicant shall be res si for cost of electricity for EV charging 4. Applicant agrees to ' Ilo for meter/submeter for EV charging 5. Applicant enders ottstruction permit is required for EV charging station b. One new EV g s n must be installed for each electric vehicle 7. Electric vehicle I registered in the name of the Applicant 8. Electric cle s e used for business purposes in/near Vernon 9. For ions,applicable tax credits shall subtracted from paid invoices for EV 10. A t s to use vehicle for at least three years t 1. lic es to allow a discreet decaling on chargers and electric vehicles "Sponsored by City of Vernon h e Gas Reduction Program," or similar Pro ved by City of Vernon: Date: Project accepted by Applicant: 44ti Off' 4� CITY OF VERNON Rebate Application for Recurring Boiler Efficiency Tests Date: Customer Name/Payee: DBA Business Name: Mailing Address: Customer Contact: Falerai Tax ID.. Phone: Emai i; Boiler Information Address of Boiler: Make/Model: Btu I Hr Rating: VIF, Test Date: Test Company: Test Cost($): AGREEMENT CLAUSE: I/We a foil 's: 1)The boiler efficiency test assoc iat wi s rebate application is required by the South Coast Air Quality Management District or other regulatory authority,2)To allow the V ! ;ties Department to conduct scheduled site visits to verify location and operating status of the boiler tested; 3)To attach the original,' d invoice;4)Unless a written exception is provided by City of Vernon,combined gas rebates awarded customer shall not exceed three}'cars c ate contribution from customer(a portion of the total surcharge,as calculated by City of Vernon),or the paid invoice" whichever " less: S es are subject to availability of funds; 6) That the City of Vernon may withhold payment of any rebate until satisfaction ofanv an of above Iistad conditions arc mrt, ,:Y:: 4Cum Title: in ame, Date: Vernon Public Utilities Department Only Verified by: Approved by: RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND ADOPTING AN AMENDED NATURAL GAS REBATE PROGRAM FOR CUSTOMERS CONNECTED TO THE CITY' S GAS DISTRIBUTION SYSTEM AND REPEALING ALL RESOLUTIONS IN CONFLICT THEREWITH WHEREAS, the city of Vernon ("City" ) owns and operates a municipal natural gas distribution system for supplying the City' s municipal electric system with natural gas and providing natural gas to businesses and industries within the City; and WHEREAS, the California Global Warming Solution Act of 2006, also known as Assembly Bill 32 ("AB 32" ) , requires that California Greenhouse Gas ( "GHG" ) emissions in 2020 be at the same levels as in 1990 ; and WHEREAS, on March 17, 2015, the City Council of the City of Vernon adopted Resolution No. 2015-12, approving, establishing, and implementing a natural gas surcharge to fund participation in the California Air Resources Board ( "CARB" ) cap-and-trade allowance program, for gas distributed and supplied by the City within its boundaries; and WHEREAS, on August 4 , 2015, the City Council of the City of Vernon adopted Resolution 2015-54, approving and adopting the natural gas rebate program for customers connected to the City' s distribution system to support energy efficiency consistent with AB 32; and WHEREAS, by memorandum dated July 18, 2017, the General Manager of Public Utilities has recommended the approval and adoption of an amended natural gas rebate program to include installation of electric vehicle charging stations, electric vehicles, and rebates for boiler efficiency testing; and WHEREAS, the City Council desires to adopt the amended natural gas rebate program. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1 : The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct . SECTION 2 : The City Council of the City of Vernon finds that this action is exempt under the California Environmental Quality Act (CEQA) , because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378; and even if it were considered to be a "project, " the activity would be categorically exempt from CEQA review under CEQA Guidelines section 15307, because it is an action taken by a regulatory agency, as authorized by state law, to assure the "maintenance, restoration, or enhancement" of natural resources and includes procedures to protect the environment. SECTION 3 : The City Council of the City of Vernon hereby approves and adopts the amended Natural Gas Rebate Program ( "Program" ) , a copy of which is attached hereto as Exhibit A. SECTION 4 : The City Council of the City of Vernon hereby instructs the City Administrator, or his designee, to take whatever actions are deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the transactions herein approved or authorized, including but not limited to, any non-substantive change to the Program attached hereto. SECTION 5 : All resolutions or parts of resolutions, specifically Resolution No. 2015-54, not consistent with or in conflict - 2 - with this resolution are hereby repealed. SECTION 6 : The City clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this Resolution, and the city Clerk, or Deputy City Clerk, of the City of Vernon shall cause this Resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 1st day of August, 2017 . Name : Title : Mayor / Mayor Pro-Tern ATTEST: City Clerk / Deputy City Clerk APPR.OVE A:5 TO FORM : Brian B , Dep t City Attorney - 3 - STATE OF CALIFORNIA ) } ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, AuSpst 1, 2017, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of August, 2017, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) - 4 - EXHIBIT A CITY OF VERNON NATURAL GAS REBATE PROGRAM PROGRAM DESCRIPTION: The purpose of this natural gas customer rebate program is to encourage the reduction of greenhouse gas emissions, primarily by reducing natural gas consumption, but also by implementing other measures that are consistent with the goals of Assembly Bill 32 (AB-32). This can be accomplished by upgrading to high efficiency equipment, but also by an operational change that requires some investment. The City shall be open to any project or process change that can reduce greenhouse gases, and may include the City investing in its own natural gas infrastructure. The City shall also engage with customers to promote projects that qualify. The program is administered through Vernon's natural gas and customer service divisions. POLICY STATEMENT: The City of Vemon shall allocate revenues to a natural gas rebate program derived from the CA Greenhouse Gas Surcharge approved in Resolution 2015-12, dated March 17, 2015, and effective April 1, 2015. These revenues are from the sale of"freely allocated greenhouse gas allowances," less the reasonable cost to administer the program. Rebates shall be allocated in a fair and equitable manner, and consistent with AB-32 such that funds provided to customers verifiably reduce greenhouse gas emissions to the atmosphere. PROGRAM FUNDING: Funding for this gas rebate program is exclusively from greenhouse gas allowances sold at each of the California Air Resource Board (CARB) cap-and-trade auctions. However, allowances sold must be replaced to fulfill the City's allowance requirement. Accordingly, the cost of all allowances purchased is covered by Vernon's gas customers through the CA Greenhouse Gas Surcharge on monthly natural gas billing statements effective April 1, 2015. Administrative costs shall remain 15 percent or less, which includes the cost of rebate evaluation to customers, third-party verification when needed, and marketing of the program. PROGRAM OBJECTIVES: The objectives of the gas rebate program are to: • Support the statewide goal of reducing greenhouse gas emissions • Provide proceeds from the sale of freely allocated greenhouse gas allowances to Vernon gas customers for the purpose of reducing greenhouse gas emissions • Actively promote the program to gas customers in an equitable manner • Design rebates such that rebate dollars are in proportion to benefit gained • Provide support to customers to facilitate qualifying projects, including application and verification • Maintain a reasonable cost to administer the program Revised July 2017 1 DRAFT BACKGROUND: The California Global Warming Solution Act of 2006, also known as Assembly Bill 32, requires that California Greenhouse Gas (GHG) emissions in 2020 be at the same levels as that of the year 1990, or an estimated 15% reduction compared to what emissions might otherwise have been in 2020. CARB was authorized to develop regulations to reach this goal, and the cap-and-trade program is one of several tools designed by CARB to do so. Under the terms of the cap-and-trade program, an overall limit was set for GHG emissions from capped sectors of the state's economy, and covered facilities subject to the cap are able to trade permits, also called allowances, to emit GHGs up to the capped amount. CARB's implementation of cap-and-trade program started November 2012. The program was designed to phase in covered entities' participation over three compliance periods. The first period (calendar years 2013 and 2014) included electric distribution companies. At that time, CARB allocated allowances to Vernon for its electric utility. Vernon utilizes the proceeds from the sale of allowances not used to meet its compliance obligation exclusively for the benefit of retail electric ratepayers, and also consistent with the goals of AB-32. The City's gas utility cap-and-trade compliance obligations are distinct from those made for the electric utility. For Vernon's electric system, the Council previously approved Resolution No. 2011-184, dated November 15, 2011, to implement a surcharge for the electric system. In 2015, as the second compliance period began, the scope of the cap-and-trade program expanded such that natural gas suppliers became covered entities with a compliance obligation based on retail gas sales and transportation. As was the case with the electric utility, Vernon was given freely allocated allowances for the gas utility for the purpose of mitigating the cost impact of cap-and-trade to retail customers. A set percentage of those allowances must be sold in the open market, and the total of allowances is insufficient to cover Vernon's obligation to CARB. Consequently, Resolution 2015-12 was passed by City Council March 17, 2015, effective April 1, 2015, implementing Rate Schedule G-CARB, to begin collecting the CA Greenhouse Gas Surcharge from all Vernon gas customers. The purpose of the surcharge is to collect additional funds necessary to cover the cost of allowances sold at auction, and to purchase additional allowances necessary to meet the City's compliance requirement for 2015, and beyond. According to the rules of the CARB Cap and Trade Program, proceeds from all auction sales of Vernon's freely allocated allowances must be used for the benefit of retail gas ratepayers, may not be volumetrically refunded, and must be consistent with the goals of AB-32. The following specific language is from Section 95893, Part (d), of the Final Regulation Order (as of January 2015) issued by the California Air Resources Board. (3) Auction proceeds and allowance value obtained by a natural gas supplier shall be used exclusively for the benefit of retail ratepayers of each natural gas supplier, consistent with the goals of AB-32, and may not be used for the benefit of entities of persons other than such ratepayers. Any revenue returned to ratepayers must be done in a non-volumetric manner. (4) Public utility gas corporations shall ensure equal treatment of their procurement and delivery customer and delivery-only customers. (5) Prohibited Use of Allocated Allowance Value. Use of the value of any allowance allocated to a natural gas supplier, other than for the benefit of retail ratepayers consistent with the goals of AB-32, is prohibited. Revised July 2017 2 DRAFT Beyond the three items in the above-stated criteria, cap and trade program participants have set a precedent, also supported by CARB staff, that auction proceeds may be used for purposes within a utility entity that supports reduction of greenhouse gas emissions, but is not directly given to customers. For example, the Surprise Valley Electrification Corporation (Alturas, CA), has reported to CARB its intent to use allowance value to purchase more efficient service vehicles for its employees. Another example is payment to consultants and attorneys for advisory support associated with cap and trade.' REBATES AVAILABLE TO CUSTOMERS: Pipe Insulation: Minimum pipe diameter must be one-half inch. Pipe must transport hot water or steam directly from gas-fired equipment. A minimum of one inch of insulation must be added to the existing bare pipe. Manufacturer's specifications must be included. Pipe Insulation, Hot Water: $211inear foot Pipe Insulation, Steam: $311inear foot Tank Insulation: One or two inches of fiberglass or foam insulation must be added to existing bare liquid tanks. One-inch insulation: $2 /square foot Two-inch insulation: $3 lsquare foot Process Boilers: Boiler must replace an existing boiler. Application must include the manufacturer's name and model name/number for the new boiler. New boilers must have combustion test under full load conditions to document achieving the specified minimum combustion efficiency. The predefined rebates below are only for boilers with input less than or equal to 20,000 MBtuh_ Larger boiler improvements may be eligible to receive rebates based on the customized rebate calculation, but must have a professional Flue Gas Analysis before, and then after, to determine the improvement in Combustion Efficiency (CE). Water Boilers: $2 IMBtuh (> 84% CE) Steam Boilers: $21 MBtuh (> 83% CE) MBtuh = 1,000 Btu per hour. CE = 100% - Stack loss in % Steam Traps: Must replace, on a one-for-one basis, existing steam traps that fail to open. Application must include manufacturer's specification street for the steam trap that replaces the existing trap, as well as the invoice for the purchase. Steam Traps: $100 per trap Cap-and-Trade Program, Summary of Vintage 2013 Electrical Distribution Utility Allocated Allowance Value Reports Revised ,duly 2017 3 DRAFT Customized Rebates: Energy savings projects can be customized beyond the predefined rebates. Customized rebates may be used for equipment replacements and improvements of existing processes. The amount of a customized rebate may be the greater of $1 per each annual Therm saved, or three years of rebate contribution paid to City. The rebate contribution is a portion of the total G-GARB Surcharge. Upon request, City shall calculate the three-year contribution amount available to a customer. Customized projects require load history, performance calculations, and a detailed engineering review. City of Vernon may elect to provide technical support for projects that meet the program objectives, depending on funding available_ Lease projects may qualify dependent upon the term of the lease. SPECIAL PROVISION FOR OTHER GREENHOUSE-GAS REDUCING REBATES: The first priority of funding associated with this program shall be to qualified projects that result in more efficient combustion of natural gas; however, rebate funds may also be used to support projects that reduce greenhouse gas emissions in other ways that are consistent with AB-32 and CARB guidelines. In the event funding is available and not otherwise being expended to natural gas projects, non-gas projects may be considered. The rebate amount shall be developed based on the merits of the proposed project, and shall be commensurate with surcharge contributions received from gas customers proposing non-gas projects. Beginning in 2017, staff shall promote the use of electric vehicles to its larger natural gas customers. This will be done by offering to install electric vehicle (EV) charging stations at customer locations, either using city personnel or by reimbursing customers for purchase and installation. Additionally, the City shall offer to provide rebates to customers to cover the reasonable cost of electric vehicles purchased by customers; however, as stated above, the amount paid to a customer by City shall be commensurate with portion of the surcharge contributions available for rebates received from that customer. For each electric vehicle requested, the customer must first install a new EV charging station. Additionally, beginning in 2017, customers shall be eligible for reimbursement of costs incurred for recurring boiler efficiency testing required by the South Coast Air Quality Management District (SCAQMD), or other regulatory authority as applicable. USE OF SURCHARGE FUNDS FOR INTERNAL GAS DIVISION PURPOSES CONSISTENT WITH AB-32: Beginning in 2017, the Vernon Natural Gas Division may elect to use a portion of the surcharge funds for the purchase of energy efficient fleet vehicles. These vehicles shall be fueled by natural gas or electricity, and may include charging stations as appropriate. The amount of surcharge funds spent for internal purposes shall not exceed, on average, twenty percent of the annual surcharge funds available for rebates. Revised July 2017 4 DRAFT REBATE CONDITIONS: 1. Applicant must allow City of Vernon to be involved from the beginning of the applicant's process, such that Vernon can inspect and audit the equipment to be replaced prior to it being removed. 2. Rebates are contingent upon applicant being an active customer in good standing connected to the City of Vernon gas system and paying the G-CARB surcharge. 3. Rebates are contingent upon customers obtaining the necessary permits from the City of Vernon for all work done associated with the rebate application. 4. All rebates will be paid directly to the customer of record at a given Vernon location. 5. Natural gas savings must be quantified using reasonable engineering assumptions and calculations, except for the predefined rebate categories. 6. Equipment or systems installed must be expected to operate for at least five years from the date of installation. 7. Projects that receive incentives from other sources (excluding tax-related incentives) are not eligible. 8. The maximum amount of rebate shall not exceed the total project cost. 9. Available rebate funding shall be allocated based on the timing of application acceptance and approval. 10. The maximum rebate amount is three years of rebate contribution paid to City by applicant. The rebate contribution is a portion of the total G-CARB Surcharge. Upon request, City shall calculate the three-year contribution amount available to a customer. However, Vernon may allow higher rebates on a case-by-case basis, subject to the amount of total rebate funding accumulated in the City's rebate balancing account. 11. Rebate program is not for new construction, nor is it for replacement, nor for installation where otherwise required by California Building Code or employee safety laws. PROGRAM APPLICATION AND CONFIRMATION: 1. Pre-Installation Application Applicants must submit a pre-installation application before beginning project work. (For EV charging stations, electric vehicles and boiler testing, special applications are provided). Customer initiated installations prior to City acceptance of the pre-installation application may be rejected. The pre-installation application must contain the information necessary to determine the savings or greenhouse gas benefit otherwise and shall be the basis for the rebate. Subject to availability of funds, the City reserves money for the project, pending timely completion of installation. The pre-installation application shall consist of the following: ■ Customer and project site information ■ A technical description of the project ■ Documentation of the savings estimated or greenhouse gas benefit (including an engineering calculation, as applicable) ■ New/old equipment specification (if applicable) Revised July 2017 5 DRAFT 2. Post-Installation Confirmation The post-installation confirmation shall be coordinated by the applicant after the project is installed. The confirmation shall be the basis for the actual rebate paid, and shall consist of the following. • Any changes from the pre-installation application • Documentation showing actual Therms saved or greenhouse gas benefit • Original, itemized, paid proof of purchase (sales slip or invoice) • Scheduled site visit(s) for City to verify energy efficiency equipment modifications, installations, and overall efficiency impact MARKETING: Upon modification of the program, staff will notify all customers by letter or direct email including the details of the program. Additionally, staff will make personal contact with the largest gas customers. PROGRAM ADMINISTRATION: The Natural Gas Division of Vernon Public Utilities leads program administration. The Natural Gas Division develops and distributes promotional materials, sets appointments with customers to explain the program, follows up with customers, and facilitates the application, construction, and completion process. The Customer Services Division processes the actual paper work and rebate check requests similar to the electric rebate program_ Applications are anticipated at a rate of one per month maximum. As-needed rebate evaluation and audit support will be provided by IGService, which is under contract with City of Vernon for natural gas support services. A reasonable proportionate cost for each person/division supporting the program is allocated as administrative cost to the program. Revised July 2017 6 DRAFT CITY OF VERNON Natural Gas Project Rebate Program Pre-Installation Application To be eligible for rebates,this application must be submitted to the City of Vernon and approved by Vernon before beginning proiect work. Customer Namc/Payee: DBA: Mailing Address: Installation Address in Vernon: Customer Contact: Federal Tax ID: Phone: F.Mai I Please describe the energy savings and/or qualifying replacement equipment of your proposed project. For customized projects please provide detailed calculations of expected Therms saved. Include attachments,as needed. Units Installed Rebate Rebate Amount Measure Description or Therms Saved $!Unit S I Total Rebate Requested: AGREEMENT CLAUSE: I/We agree as follows: 1)To begin the project within 90 days of initial Vernon inspection and approval and finish within one year of project commencement;2)To allow the Vernon Public Utilities Department to conduct scheduled site visits to verify installation of the hardware specified in this application;3)To provide the original,itemized,paid proof of purchase(sales slip or invoice)and complete a post-installation confirmation form showing actual installed equipment(as applicable); 4) Unless a written exception is provided by City of Vernon, combined gas program rebates shall not exceed three years of the rebate contribution from customer(a portion of the total surcharge,as calculated by City of Vernon) or the paid proof of purchase(sales slip or invoice), whichever is less; 5)Rebate will be calculated per the rebate schedule in effect at the time of approval of this application; 6) Rebates are subject to availability of funds; 7) That the City of Vernon may withhold payment of any rebate until satisfaction of any and ail of the above listed conditions are met. Customer Signature: Title: Print Name: Date: Vernon Public Utilities Department Onih Date Pre-Inspection: Inspected by: Approved by: CITY OF VERNON Natural Gas Project Rebate Program Post-Installation Confirmation This Post-Installation Confirmation is associated with Pre-Installation Application with Customer dated: Customer Name/Payee: _ DBA Business Name: Mailing Address: Installation Address in Vernon: Customer Contact: Federal-Fax ID: Phone: Please describe any variations from the Pre-Installation Application: Units Installed Rebate Rebate Amount Measure Description as Installed or Tberms Saved VUHit S Total Rebate Requested: Attachments to be included with this form: A)Installer's statement of actual equipment installation(size and specifications)and/or finalized Therm savings computation B)Copies of manufacturers specifications and performance data Q Original,itemized,paid proof of purchase(sales slip or invoice) Customer Signature: Title: _ Print Name: Date: Vernon Public Utilities Department Only Date Post-Inspection: Inspected by: Approved by: CITY OF VERNON NATURAL GAS CUSTOMER REBATE APPLICATION ` 5 16 FOR ELECTRIC CHARGING STATIONS AND ELECTRIC VEHICLES (GREENHOUSE GAS REDUCTION CAP-AND-TRADE PROGRAM) Applicant must receive written authorization from City of Vernon before beginning EV charging installation work or purchasing an electric vehicle. In response to submission of this application, representatives from City of Vernon will contact applicant to arrange a site visit and meeting. City of Vernon will also calculate the amount of greenhouse gas surcharge funds available to applicant. Customer Name/Payee: r DSA: Mailing Address: Installation Address in Vernon: Customer Contact: Federal Tax ID: Phone: Email: Number of EV charging stations requested: Description of preferred location at your facility: Installation preference(circle one): Vernon installs Applicant installs Estimated installation cost, if applicant installs: Electric service preference(circle one): Additional electric service Existing electric service Type of electric vehicle(s)and estimated cost(if applicable): Applicant: Title: Print Name: Date: Please submit this application to Anthony Serrano,Customer Service Supervisor, by email to aserrano�.ci.vemon.ca.us, or by fax to 323-826-1431. CITY OF VERNON NATURAL GAS CUSTOMER REBATE APPROVAL FOR ELECTRIC CHARGING STATIONS AND ELECTRIC VEHICLES (GREENHOUSE GAS REDUCTION CAP-AND-TRADE PROGRAM) Customer Name/Payee: Installation Address in Vernon: Customer Contact: Phone: Number of EV charging stations: Description of location at customer facility: Description of approach to EV charging station installation: _ Approved rebate amount for EV charging station installation: $ Description of approved electric vehicle(s)(if applicable): _ _ _ Approved rebate amount for electric vehicle(s)(if applicable): $ Conditions: 1. Project/purchase must be complete within 90 days of approval 2. Proof of completion/purchase must be provided to receive rebate(paid invoices/pink slip/registration) 3. Applicant shall be responsible for cost of electricity for EV charging 4. Applicant agrees to install/allow for meter/submeter for EV charging 5. Applicant understands that a construction permit is required for EV charging station 6. One new EV charging station must be installed for each electric vehicle 7. Electric vehicle shall be registered in the name of the Applicant 8. Electric vehicle shall be used for business purposes in/near Vernon 9. For rebate calculations,applicable tax credits shall subtracted from paid invoices for EV 10. Applicant agrees to use vehicle for at least three years 1 l. Applicant agrees to allow a discreet decaling on chargers and electric vehicles"Sponsored by City of Vernon Greenhouse Gas Reduction Program,"or similar Project approved by City of Vernon: Date: Project accepted by Applicant: Date: CITY OF VERNON Rebate Application for Recurring Boiler Efficiency Tests Dale: Customer Name/Payee: DBA Business Name: Mailing Address: Customer Contact: Federal Tax ID: Phone: Email: Boiler Information Address of Boiler: Make/ModeL- Btu 1 Hr Rating: Test Date: Test Company: Test Cost($): _ AGREEMENT CLAUSE:I/We agree as follows: 1)The boiler efficiency test associated with this rebate application is required by the South Coast Air Quality Management District or other regulatory authority;2)To allow the Vernon Public Utilities Department to conduct scheduled site visits to verify location and operating status of the boiler tested; 3)To attach the original,itemized,paid invoice;4)Unless a written exception is provided by City of Vernon,combined gas rebates awarded customer shall not exceed three years of the rebate contribution from customer(a portion of the total surcharge, as calculated by City of Vernon),or the paid invoice, whichever is less; 5) Rebates are subject to availability of funds; 6) That the City of Vernon may withhold payment of any rebate until satisfaction of any and all of the above listed conditions are met. Customer Signature: _ _. Tide: Print Name: Date: Vernon Public Utilities Department Only Verified by: Approved by: v RECEIVED . � RECEIVED y JUL 2 6 2017 '` JUL 2 5 2017 CITY CLERICS OFFICF STAFF REPORT CITY ADMINISTRATION PUBLIC UTILITIES DEPARTMENT DATE: August 1, 2017 TO: Honorable Mayor and City Council FROM: Kelly Nguyen, General Manager of Public Utilitiedw/ RE: A Resolution Approving and Authorizing the Execution of an Added Facilities Agreement By and Between the City of Vernon and GT's Living Foods, LLC Recommendation A. Find that the approval of the proposed agreement is exempt under the California Environmental Quality Act ("CEQA"), because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378. As for the possible construction of additional laterals and related meters to deliver electric service, the proposed action is categorically exempt from CEQA review, in accordance with CEQA Guidelines § 15301, because the proposed project consists of the maintenance, repair or minor alteration of an existing facility and involves negligible or no expansion of an existing use; and B. Adopt a resolution approving and authorizing the execution of an Added Facilities Agreement by and between the City of Vernon and GT's Living Foods, LLC. Backeround GT's Living Foods, LLC has developed a new 267,000 square feet building on a property site located at 4415 Bandini Blvd. The building is 881 feet long which qualifies the building to receive two electric services, one electric service on the east and the other on the west side of the building. However, the customer has asked for one service on the east side of the building and two services on the west side of the building. This Added Facilities Agreement only covers the installation of the second electric service on the west side of the building. The City of Vernon Rules for Electric Service "Description of Service" Rule No. 2, has a provision identified as section H, Added Facilities. Where a customer requests and the City agrees to install Added Facilities, the costs thereof shall be borne by the customer. Such costs Page 1 of 2 shall include continuing costs as may be applicable. Unless otherwise provided by the City Rate Schedules, these Added Facilities will be installed, owned and maintained or allocated by the City solely as an accommodation to the Customer. Added Facilities are defined in the City's Rule 2.H, as those which are in addition to, or in substitution for the standard facilities the City would normally install to serve a customer. A customer has options to either request Customer- financed Added Facilities or City-financed Added Facilities. Customers served by the Customer-financed Added Facilities shall pay a monthly charge of 0.33% of the amount advanced. Customers served by City-financed Added Facilities shall pay a monthly charge of 1.0% of the additional costs associated with the Added Facilities. The monthly charges include maintenance and replacement of the facilities allocated for the customer's use. The Customer has opted to pay for the added facilities installation cost, and in addition shall pay a monthly fee of $396 in perpetuity for the City's responsibility to own, maintain and replace as needed the added facilities equipment. The estimated cost of installation of the Added Facilities is $120,000. With the use of totalizing the two meters on the west side of the building the customer receives one-meter monthly charge instead of two meter monthly charges resulting in a $335 monthly savings and potentially can reduce the monthly electric demand on the totalized meter via load management. In addition, the Customer shall pay $396 per month for the added facilities charges in perpetuity. The net result is approximately 1%discount on Customer's monthly bill compared to standard services. The proposed resolution and agreement have been approved to form by the City Attorney's office. Fiscal Impact The fiscal impact to City's gross revenue by serving the Customer via totalizing metering as opposed to standard services is estimated at $6,000 per fiscal year. Attachment(s) 1. Proposed Resolution RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF AN ADDED FACILITIES AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND GT' S LIVING FOODS, LLC WHEREAS, GT' s Living Foods, LLC ( "GT' s Living" ) operates a bottling company in the City of Vernon; and WHEREAS, GT' s Living has developed a new 267, 000 square feet building on a property at 4415 Bandini Blvd, 881 feet long which qualifies to receive two electric services, one electric service on the east and the other on the west side of the building; and WHEREAS, GT' s Living has requested an additional electric service on the west side of the building; and WHEREAS, by memorandum dated August 1, 2017, the General Manager of Public Utilities has recommended that the City enter into an added facilities agreement with GT Living' s to install an additional electric service ( "Added Facilities" ) on the west side of the building, setting forth the terms and conditions under which the City will design, engineer, procure, construct, install, own, operate and maintain the Added Facilities, subject to the appropriate costs being paid by GT' s Living (the "Added Facilities Agreement" ) ; and WHEREAS, the City Council of the City of Vernon desires to approve the Added Facilities Agreement with GT' s Living. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1 : The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct . SECTION 2 : The City Council of the City of Vernon finds that this action is exempt under the California Environmental Quality Act ("CEQA" ) , in accordance with CEQA Guidelines Section 15301 (b) , because this approval will merely lead to the possible construction of additional laterals and related meters to deliver electric service, and such construction is, at most, a negligible expansion of the existing facilities of the City' s electric utility. SECTION 3 : The City Council of the City of Vernon hereby approves the Added Facilities Agreement with GT' s Living Foods, LLC, in substantially the same form as the copy which is attached hereto as Exhibit A. SECTION 4 : The City Council of the City of Vernon hereby authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for, and on behalf of, the City of Vernon and the City Clerk, or Deputy City Clerk, is hereby authorized to attest thereto. SECTION 5 : The City Council of the City of Vernon hereby instructs the City Administrator, or his designee, to take whatever actions are deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the transactions herein approved or authorized, including but not limited to, any non-substantive changes to the Agreement attached herein. SECTION 6 : The City Council of the City of Vernon hereby directs the City Clerk, or the Deputy City Clerk, to send a fully executed Agreement to GT' s Living. - 2 - SECTION 7 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this Ist day of August, 2017 . Name : Title : Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROV AS FORM: Briaiz Byun, Depu 9 City Attorney - 3 STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, August 1, 2017, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of August, 2017, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) - 4 - EXHIBIT A THE CITY OF VERNON ADDED FACILITIES AGREEMENT WITH GT'S LIVING FOODS, LLC 1. PARTIES: The Parties to this Added Facilities Agreement("Agreement") are GT's Living Foods, LLC, a Delaware limited liability company("Customer") and the City of Vernon, a California charter City and California municipal corporation ("City'), hereinafter referred to individually as"Party" and collectively as "Parties." 2. RECITALS: 2.1 Prior to entry into this Agreement, City has provided or will provide electric service to Customer pursuant to that certain application submitted by Customer on or about June 16, 2016 ("Application"). The Parties desire to enter into the instant Agreement with respect to additional or new electric service delivery to the property located at 4415 Bandini Boulevard, Vernon, California(the "Property"). 2.2 Customer wishes to receive one additional electric service on the west side of the building and consolidate the monthly usage of the two 4,000A 277/480V main services into a single point of delivery metered at 480 volts. Both services will be served from the same primary 16KV wireline entering the western portion of the property via underground system. 2.3 Parties agree that, subject to the terms of this Agreement, City shall provide the design, engineering, procurement, construction, installation, ownership, and maintenance of the electric facilities described in Exhibit A(hereinafter referred to as the "Added Facilities"), the cost of which shall be borne by Customer, pursuant to the payment terms set forth in Exhibit B. 3. AGREEMENT: Parties agree to the terms and conditions set forth herein, including Exhibits A through C attached hereto and incorporated herein. 4. EFFECTIVE DATE AND TERM: 4.1 This Agreement shall be effective and binding upon execution by the Parties and approval by the City Council of the City of Vernon. Subject to Customer's fulfillment of the conditions precedent set forth in Section 19 below, City will use its best efforts to have the Added Facilities installed and operational such that electric service under the Agreement may begin by August 30, 2017. 4.2 This Agreement shall continue in effect until Customer gives notice of termination of service in accordance with Vernon's Rules for Electric Service(as amended, the"Electric Service Rules"), or this Agreement is terminated by City due to an Event of Default by Customer or otherwise; provided, however, that if this Agreement is terminated, all unpaid Added Facilities Monthly Charges due through the date of termination, and the Termination Fee, as described in Appendix 1 of Exhibit B, must be paid in full within thirty(30) days following the effective date of termination of this Agreement. No June 2017 election to terminate this Agreement shall be effective unless and until such costs, including the Termination Fee, as described in Appendix 1 of Exhibit B, are paid in full. 5. DEFINITIONS: The following terms, when used herein with initial capitalization, whether in the singular or the plural, shall have the following meanings: 5.1 Added Facilities. The facilities to be constructed as specified in Exhibit A attached hereto and incorporated herein by reference, which are being allocated for the Customer's use and benefit as Added Facilities as well as replacements or betterments associated therewith. 5.2 Added Facilities Installation Cost: All costs associated with the design, engineering, procurement, construction and installation of the Added Facilities. Added Facilities Installation Cost will be equal to such final amounts in Exhibit A, and shall be paid on a monthly basis as set forth in Exhibit B. 5.3 Added Facilities Monthly Rate: The Added Facilities Monthly Rate pursuant to Exhibit B. 5.4 Agreement and Amendments: This Agreement, including all attachments and exhibits hereto, as may be amended from time to time. Modifications and amendments to this Agreement shall be valid and enforceable only if in writing and signed by the Parties. 5.5 Added Facilities Monthly Charge: The charge to Customer for Added Facilities that is payable monthly to City as outlined in Exhibit B. The Added Facilities Monthly Charge recovers the Added Facilities Installation Cost, replacement cost, and operations and maintenance cost. 5.6 Services: The design, engineering, procurement, construction, installation, ownership, operation and maintenance of the Added Facilities. 6. ADDED FACILITIES: 6.1 City shall design, engineer, procure, construct, install, own, operate, and maintain the Added Facilities. Subject to Customer's fulfillment of the conditions precedent set forth in Section 19 below, City will use its best efforts to install the Added Facilities so that they are fully operational by August 30, 2017 (the "Commencement Date"), at which time, the charges outlined in Exhibit B will commence. Added Facilities shall at all times remain the property of City. 6.2 City shall commence performance of the design and construction of the Added Facilities upon full execution of this Agreement and Customer's fulfillment of all conditions precedent set forth in Section 19 below. City shall complete the installation of the Added Facilities per Project Schedule, Exhibit C, after the effective date of this Agreement. However, City shall not be liable for any cost or damage incurred by Customer because of any delay in the completion of the installation of any Added Facilities. Should the Added Facilities not be completed by the Commencement Date, the charges outlined in 2 June 2017 Exhibit B shall be abated until such time as the Added Facilities are installed and operational. 6.3 City shall construct and maintain the Added Facilities diligently and pursuant to all applicable federal, state and local safety codes, regulations, and laws, including but not limited to the requirements of California's General Orders No. 95, 128 and 165. Additionally, and included in the Added Facilities Installation Cost outlined in Exhibit B, Customer shall have the exclusive right of use of the Added Facilities; provided, however, that if City, at its sole cost and expense, makes any improvements or additions to the Added Facilities beyond the scope of the Customer's plans and specifications as described in Exhibit A, then Customer's use of the Added Facilities shall be non- exclusive; provided, however, that City shall in all events be required to provide to the Customer the full use of the Added Facilities as originally constructed pursuant to the Customer's plans and specifications. Such improvements shall be reasonably coordinated with Customer prior to any such improvements made in order to avoid interruption of Customer's operations. 7. CHARGES: 7.1 Customer shall pay to City the charges outlined in and in accordance with Exhibit B as payment for all costs incurred by City for designing, engineering, procuring, constructing, installing, owning, operating, and maintaining the Added Facilities. If at any time Customer requests upgrades to the Added Facilities for Customer's convenience, City shall determine if such upgrades are feasible. If such upgrades are made at Customer's request for Customer's convenience and benefit, the costs shall be paid by Customer at the times and on the basis as agreed to in a separate writing by the Parties at the time. 8. MODIFICATIONS OR REPLACEMENT OF ADDED FACILITIES: Whenever Added Facilities are repaired or replaced due to damage or equipment failure, the work shall be completed at City's sole expense in accordance with good utility practice, unless the damage or equipment failure is caused by or due to action or inaction by the Customer, in which case the Customer shall be solely responsible for the entire cost of repair or replacement. Where an upgrade of Added Facilities is required for City's convenience or necessity, no increase shall be made in the investment amount for Added Facilities or the Added Facilities Installation Cost. City shall be responsible for all routine maintenance and repairs required to maintain the Added Facilities in good operating condition and shall make those capital expenditures (including capital repairs and replacements, as necessary)required to maintain the Added Facilities. 9. RIGHT-OF-WAY: Customer hereby grants to City the right of ingress to and egress from Customer's Property as determined by City in its sole discretion for any purpose connected with the construction, operation, and maintenance of the Added Facilities. Customer agrees to provide right-of-way or easements of sufficient space to provide legal clearance from all structures now or hereafter erected on Customer's Property for any facilities of City. Concurrently with the execution of this Agreement, Customer will June 2017 execute a recordable document evidencing the above described right of ingress and egress and right-of-way or easement, with the recordation costs to be borne by City. 10. BILLING AND PAYMENT: 10.1 City shall prepare and deliver monthly bills to Customer for the Added Facilities Monthly Charge. 10.2 The Customer shall pay City the charges outlined in Exhibit B concurrently with its electric service bills. Late charges will be applied pursuant to the City's Electric Service Rules. NOTICES: Except as otherwise provided in this Agreement, any notice, demand, or request provided for in this Agreement, or served, given, or made in connection with the Agreement, shall be in writing and shall be deemed properly served, given, or made if delivered in person, or sent by United States Mail,postage prepaid, or sent by reputable overnight delivery service, to the address specified below: Company: GT's Living Foods, LLC 4646 Hampton Street Vernon, CA 90058 Attn: Dooman Thorosian Telephone: 323-5 81-7787 Email:dthorosian@drinkgts.com Vernon: City of Vernon Public Utilities Department Attn: General Manager 4305 Santa Fe Avenue Vernon, CA 90058 Copy to: City of Vernon City Attorney's Office Attn: City Attorney 4305 Santa Fe Avenue Vernon, CA 90058 Either Parry may at any time, by notice to the other Party, change the designation or address of the person so specified as the one to receive notices pursuant to this Agreement. Notices shall be deemed given and received on the date of delivery or attempted delivery, if delivery is not accepted. 11. FORCE MAJEURE: Neither Party shall be considered to be in default in the performance of any of its obligations under this Agreement(other than obligations to make payments pursuant to this Agreement) when failure of performance shall be due to uncontrollable forces. The term"uncontrollable forces"means any cause beyond the 4 June 2017 control of the Party failing to perform, including, but not restricted to, failure of facilities, flood, earthquake, storm, lightning, fire, epidemic, war, not, terrorism, civil disturbance or disobedience, labor dispute, labor or material shortage, sabotage, restraint by court order or public authority, and action or non-action by, or inability to obtain the necessary authorizations or approvals from, any governmental agency or authority which by exercise of due diligence such Party could not reasonably have been expected to avoid and which by exercise of due diligence it has not overcome. Either Party rendered unable to fulfill any of its obligations under this Agreement by reason of an uncontrollable force shall give prompt written notice of such fact to the other Party and shall exercise due diligence to remove such liability. Nothing contained herein shall be construed to require a Party to settle any strike or labor dispute in which it may be involved. 12. INDEMNIFICATION AND LIMITATIONS ON LIABILITY: 12.1 Except to the extent of Vernon Public Utilities' gross negligence or willful misconduct, Customer agrees to indemnify, defend, and hold harmless City of and from any and all claims, causes of action, damages and judgments arising out of any act or omission of City, and its respective officers, directors, employees and agents that may have caused injury or damage to any person, or to the equipment, fixtures, goods, products, or other property of the Customer, the Customer's employees, contractors, invitees, customers, or any other person in or about the Property, regardless of cause or whether or not such injury or damage results from conditions arising from Services provided by City hereunder or the installation, operation or maintenance of the Added Facilities or any failure of the Added Facilities to deliver electrical power or any defect in the Added Facilities, or explosion, fire, or steam released from the Added Facilities. 12.2 Notwithstanding either Party's negligence or breach of this Agreement, under no circumstances shall either Party be liable to the other Party for indirect, special, or consequential loss, damage, claim, cost, charge, or expense including, but not limited to, loss of business or any loss of income or profit therefrom, loss of use of a Party's facilities, toss of revenue, cost of replacement power or water, and claims of any third party, including any customer of the other Party. 13. ENTIRE AGREEMENT: This Agreement, including Exhibits A-C, constitutes the complete and final expression of the agreement between the Parties and is intended as a complete and exclusive statement of the terms of their agreement which supersedes all prior and contemporaneous offers, promises, representations, negotiations, discussions, communications, and other agreements which may have been made in connection with the subject matter of this Agreement. 14. RELATIONSHIP OF PARTIES: The covenants, obligations, and liabilities of the Parties are intended to be several and not joint or collective, and nothing contained in this Agreement shall ever be construed to create an association,joint venture, trust or partnership, or to impose a trust or partnership covenant, obligation, or liability on or with regard to either Party. Each Party shall be individually responsible for its own covenants, obligations, and liabilities as provided in this Agreement. Neither Party shall 5 June 2017 be under the control of the other Party. Neither Party shall be the agent of or have a right or power to bind the other Party without such other Party's express written consent. 15. NO THIRD-PARTY RIGHTS: The parties do not intend to create rights in, or to grant remedies to, any third Party as a beneficiary either of this Agreement or of any duty, covenant, obligation, or undertaking established herein. 16. ARBITRATION: The Parties agree that any and all disputes arising out of or in relation to this Agreement, including without limitation any action in tort, shall be resolved exclusively, finally and conclusively by arbitration in Los Angeles County, California under the auspices of and pursuant to the rules of the Judicial Arbitration& Mediation Services, Inc. (JAMS). Each Party will select an arbitrator. Those two arbitrators will then select a third. The three-member panel will make the final decision. All decisions of the arbitrators shall be in writing, and the arbitrators shall provide written reasons for their decision. The arbitration decision shall be final, unappealable and binding on the parties. Notwithstanding the foregoing, the Parties shall be permitted to access the court system to enforce any arbitration award or to obtain injunctive relief. The exclusive jurisdiction and venue for any such action shall be the Superior Court of California, Los Angeles County. 17. ATTORNEYS' FEES: If either Party institutes an action or legal proceeding arising out of or related to this Agreement or the relationship of the Parties or their rights or duties in connection with the matters set forth in this Agreement, whether sounding in tort, contract, or otherwise, the prevailing Party in such action or proceeding shall be entitled to recover from the other party all costs and expenses, including all costs and reasonable attorneys' fees, in addition to any other remedy awarded by the arbitration panel. 18. INSURANCE: The Customer shall, for the duration of this Agreement, obtain and maintain at its own expense, premises liability coverage with a minimum combined single limit of$1,000,000 per occurrence and provide City with proof of insurance providing and maintaining the coverages and endorsements set forth herein. Said proof of insurance shall also provide that said policy or policies shall not be canceled or materially reduced in coverage without giving at least thirty(30) days prior written notice to the City. The insurance coverage as listed herein, shall be properly endorsed to include those contractual obligations which may be identified further within this Agreement and shall be endorsed to provide City all the rights and privileges of an additional insured. Customer shall cause its insurers to issue, including but not limited to, Certificates of Insurance or, upon request, certified copies of the insurance policies evidencing that the coverages and policy endorsements required under this Agreement, are maintained in force. 19. CONDITIONS PRECEDENT. City's obligations under this Agreement are subject to the following conditions: 19.1 By its execution of this Agreement, Customer agrees to pay all costs incurred by City for the design and construction of the Added Facilities according to the terms of this Agreement. If Customer terminates this Agreement in writing during the design and 6 June 2017 construction process, Customer shall be obligated to reimburse City for all costs incurred and committed to date, including, without limitation, costs of design and construction and demolition and removal, which costs shall include costs of employees of Vernon and costs paid to or owed to third party vendors for any and all Services provided to date. 19.2 Prior to the date on which City provides electrical service, Customer shall have obtained and paid for all necessary local and state licenses and permits for operation of its business including Vernon building, electrical and mechanical permits, health permit, certificate of occupancy, business license, etc. 19.3 City shall not provide electrical service under this Agreement until Customer has notified City in writing of its date of commencing operations, which shall not occur prior to the date on which Customer has obtained all of the licenses and permits described in Section 19.2 above. 20. EVENTS OF DEFAULT: Any default described herein that is not cured by the Customer within ten(10) days of delivery of notice of default shall constitute an"Event of Default",- provided, however, that such default shall not constitute an Event of Default if Customer commences to cure the default within such ten(10) day period and diligently prosecutes the cure to completion. City shall have the right, at its option, to terminate this Agreement and to demand payment as described herein upon the occurrence of an "Event of Default." Upon demand by City following an Event of Default, Customer shall immediately pay all accrued and unpaid amounts of the Monthly Charges as of the date of termination and the Termination Fee, as described in Appendix 1 to Exhibit B, calculated as of the date of termination. Customer shall be given ten(10) days written notice of any Event of Default with a request that Customer cure said default. The termination of the obligations of City will not terminate the obligations of Customer until Customer has repaid City for any costs incurred pursuant to this Agreement. Each of the following shall constitute an Event of Default: 20.1 Customer relocates outside Vernon prior to the date on which the Added Facilities Installation Cost has been paid in full. 20.2 Customer breaches or defaults under any term, condition, provision, representation, or warranty in this Agreement, if that breach or default shall continue for ten(10) days after notice of the breach or default to Customer from Vernon Public Utilities. 20.3 Occurrence of any of the following: (1) the making of any general arrangement or assignment for the benefit of creditors; (ii)becoming a "debtor" as defined in 11 U.S.C. §101 or any successor statute thereto (unless, in the case of an involuntary petition filed against Customer, the same is dismissed within 60 days); (ill)the appointment of a trustee or receiver to take possession of substantially all of Customer's assets located at the Property, where possession is not restored to Customer within 30 days; or(iv) the attachment, execution or other judicial seizure of substantially all of Customer's assets located at the Property, where such seizure is not discharged within 30 days; provided, however, in the event that any provision of this subparagraph is contrary to any 7 June 2017 applicable law, such provision shall be of no force or effect, and not affect the validity of the remaining provisions. 21. ASSIGNMENT: This Agreement shall bind and inure to the benefit of the Parries and their respective successors and assigns; provided however, that Customer shall not assign this Agreement or any of its rights, duties, or obligations without the prior written consent of Vernon Public Utilities, which consent shall not be unreasonably withheld. 22. NO WAIVER: No delay or omission to exercise any right, power or remedy accruing to a Party on any breach or default of the other Party under this Agreement shall impair any such right, power, or remedy, nor shall it be construed to be a waiver of any such breach or default, or any acquiescence in such breach or default occurring later; nor shall any waiver of any single breach or default be considered a waiver of any other prior or subsequent breach or default. Any waiver, permit, consent, or approval of any kind by a party of any breach or default under this Agreement, or any waiver of any provisions or condition of this Agreement, must be in writing and shall be effective only to the extent specifically set forth in that writing. 23. REMEDIES: All remedies, either under this Agreement or by law or otherwise afforded to a Party, shall be cumulative and not alternative. 24. HEADINGS NOT BINDING: The use of headings in this Agreement is only for ease of reference, shall have no legal effect and are not to be considered part or a term of this Agreement. 25. SEVERABILITY: If any portion of this Agreement shall be held by a court of competent jurisdiction to be invalid, void or otherwise unenforceable, the remaining provisions shall remain enforceable to the fullest extent permitted by law. Furthermore, to the fullest extent possible, the provisions of this Agreement(including, without limitation, each portion of this Agreement containing any provision held to be invalid, void, or otherwise unenforceable that is not itself invalid, void, or enforceable) shall be construed so as to give effect to the intent manifested by the provision held invalid, void, or unenforceable. 26. GOVERNING LAW. This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of California, without regard to its conflict of laws rules. 27. COUNTERPARTS: This Agreement may be executed in counterparts, each of which shall be deemed to be an original, but all of which, taken together, shall constitute one and the same agreement. 28_ In the event of a conflict between this Agreement and any other rules or agreements issued by the City of Vernon governing the Added Facilities, this Agreement shall control. 8 June 2017 29. SIGNATURE CLAUSE: The signatories hereto represent that they have been appropriately authorized to enter into this Agreement on behalf of the Party for whom they sign. This Agreement is hereby executed as of August 1, 2017. THE CITY OF VERNON GT'S LIVING FOODS, LLC By: By: Name: Name: Title: Title: ATTEST: By: Name: Maria E. Ayala, City Clerk Title: APPROVED AS TO FORM: Brian Byun, Deputy City Attorney 9 June 2017 EXHIBIT A ADDED FACILITIES PLANS AND SPECIFICATIONS Service Address: 4415 Bandini Boulevard Facilities [4415 Bandini Boulevard] Total Added Facilities(1): Investment a. New Facilities $85,000 b. Existing Facilities 50 c. Calculated Replacement Cost $35,000 d. Total cost of Added Facilities $120,000 (1) Labor: $ 18,000 (2) Equipment: $ 9,000 Material: $ 93,000 Total: $120,000 PADMOUW ISOLATING SWFTCH Pw-9 256WVA ,� A4ied tac WLi 1 1 # 277 4egV k. 0 TOTALONG MTER , 2500KVA 16KV 277'4WV MVP City's 1 6kV Circuit 10 June 2017 EXHIBIT B ADDED FACILITIES MONTHLY CHARGE Customer shall pay a monthly added facilities charge at the rate set below. The rate is based on a percentage of the Added Facilities Installation Cost. Added Facilities Monthly Rate(1)0.33% (multiplied by) Added Facilities Installation Cost(2) $120.000 Added Facilities Monthly Charge S396 (1) Pursuant to Rule 2.14 (2) Pursuant to Exhibit A to this Agreement 11 June 2017 APPENDIX 1 TO EXHIBIT B TERMINATION FEE If this Agreement is terminated for any reason, Customer shall pay City in full the Termination Fee calculated as set forth below: • Remaining principal balance of Added Facilities Installation Cost. • Plus: Cost of Upgrades made at Customer's request for Customer's convenience(if any). • Plus: Demolition and Removal cost(if applicable). • Plus: Other documented costs actually incurred by City(such as insurance, taxes, cancellation fees, etc., if any), 12 June 2017 EXHIBIT C PROJECT SCHEDULE City Council Approval: August 1, 2017 Construction Start Date: August 14, 2017 Construction Completion date: August 30, 2017 13 June 2017 RECEIVED RECF-Ik 'ED JUL 2 6 Z017 JUL 12 2017 CITY CLERK'S OFFICE CITY ADMINISTRATIONSTAFF REPORT PUBLIC WORKS DEPARTMENT DATE: July 10,2017 TO: Honorable Mayor and City Council FROM: Samuel Kevin Wilson,Interim Director of Public Works Department Originator: Wendy Herrera,Permit Technician RE: MONTHLY BUILDING DEPARTMENT REPORT Enclosed herewith is the Monthly Building Report for the month of June 2017.Thank you. - a , City of Vernon Building Department Syr. Monthly Report from 611/2017 to 6/30/2017 •a: Type Value #of Permits Demolition $91,300.00 1 Electrical $390,414.71 10 Industrial -Addition $720,000.00 1 Industrial - Remodel $282,800.00 7 Mechanical $242,659.00 5 Miscellaneous $536,013.00 Is Plumbing $33.870.00 8 Roof $187,539.00 5 June 2017 TOTALS PERMITS: $2,484,595.71 55 PREVIOUS MONTHS TOTAL $40,856,329.12 229 YEAR TO DATE TOTAL $43,340,924.83 284 July2016 TOTALS PERMITS: $31,797,767.00 83 PREVIOUS MONTHS TOTAL $46,334,205.84 344 PRIOR YEAR TO DATE TOTAL $78,131,972.84 427 m/Kvir,IC son Interim Director of Public Works t City of Vernon Building Department Major Projects from 6/1/2017 to 6/30/2017 l Valuations>20,000 Permit No. Project Address Tenant Description Job Demolition B-2017-1980 2716 VERNON AVE Demo Bldg 30,000 sf. Demo 91300 APN 6308005018 concrete/pavement 32,300 sf. Diversion (weight)totals for all recyclable materials shall be submitted to the city prior to final inspection. 1 Record(s) $91,300.00 Electrical B-2017-1950 2336 38TH ST Electrical upgrade 38000 APN 6302015010 B-2017-1845 5252 ALAMEDA ST TI for noodle factory 130000 APN 6308016038 B-2017-1905 2140 25TH ST Solar PV on roof mount 200000 APN 6302008007 DC:47.8KW. 3 Record(s) $368,000.00 Industrial -Addition B-2017-1672 4401 DOWNEY RD New 15,000 s.f. of storage room 720000 APN 6303017022 and new parking lot. 1 Record(s) $720,000.00 Industrial - Remodel B-2017-1817 3003 LEONIS BLVD Installation of walk-in cooler,walk-in 50000 APN 6303021010 freezer process room &test kitchen. B-2017-1751 5580 ALAMEDA ST Demo existing entry ramp & stairs, 147500 APN 6308017039 constuct new ramp, patio, stairs and new fence B-2017-1757 6180 ALCOA AVE New insulated wall&ceiling panels 45000 APN 6310027036 for walk in storage cooler 3 Record(s) $242,500.00 Mechanical B-2017-1891 4380 AYERS AVE (4) 5-TON UNITS, (1) 10-TON 25000 APN 6304001018 UNIT and Spiral ducting B-2017-1930 3501 VERNON AVE Replace(7) refrigeration coils, like 118205 APN 6303009021 for like B-2017-1938 4305 SANTA FE AVE Remove& replace existing air 49954 APN 6302017901 conditioning unit B-2016-1579 4415 BANDINI BLVD Mechanical - New HVAC (52), 40000 APN 5243018013 production heaters and ventilation systems 4 Record(s) $233,159.00 Miscellaneous B-2017-1979 2651 45TH ST Demo concrete slab and pavement. 34100 APN 6308005021 134,300 sf. B-2017-1981 2716 VERNON AVE Asbestos abatement 82800 APN 6308005018 B-2017-1772 1946 46TH ST Voluntary seismic upgrade of 90000 APN 6308014032 concrete tiR-up building B-2017-1918 2640 37TH ST Storage racks —see fire permit F- 25000 APN 6302020039 2017-0707 for high pile storage information B-2017-1902 4633 DOWNEY RD 5 new 10'X10'truck door openings 40000 APN 6303019015 in existing industrial building. B-2017-1929 3200 SLAUSON AVE installation of storage racks in 129490 APN 6310027023 existing warehouse--see fire permit F-2017-0709 for high pile storage requirements 6 Record(s) $401,390.00 Roof B-2017-1983 2301 51 ST ST Low slop roof area 5700 sq.ft. 37600 APN 6308015015 Remove existing roof layers. Install new torch down system. B-2017-1969 4305 SANTA FE AVE City hall roof repairs. 94179 APN 6302017901 B-2017-2011 5819 SANTA FE AVE Roof replacement with tear-off. 24130 APN 6308019011 B-2017-2006 2848 LEONIS BLVD New R19 polyurethnne foam roof. 24900 APN 6303023006 4 Record(s) $180,809.00 22 Permit(s) Total $2,237,158.00 Sar,<Gq i�vin Wilson Interim Director of Public Works f r. City of Vernon Building Department New Buildings Report-June 2017 None Samue1j4vfvvil5on Interim'Director Public Works City of Vernon 17 Building Department * Demolition Report-June 2017 OLTMANS CONSTRUCTION CO 2716 Vernon Ave 30,000 sq. ft. „Z Samv6l-Kevin Wilson Interim Director of Public Works City of Vernon Building Department a ' " Status of Certificates of Occupancy Requests • Month of June 2017 Request for Inspection 27 Approved 29 Pending 334 Temporary Occupancies 21 Sam ev nn Wilson Int 'm Director of Public Works 7/5/2017 City of Vernon Certificate of Occupancy Applications Date From 6/1/2017 to 6/30/2017 Issued Permit No. Project Address Tenant Description Fees Paid Square Feet Certificate of Occupancy C-2017-0715 2947 44TH ST Eloges Inc. Warehouse and 689.00 10144 APN 6303013049 distr women's apparel C-2017-0716 2325 38TH ST Vernon Central Warehouse 300.00 19678 APN 6302014013 Inc.dba Sweetener Products Company C-2017-0717 2050 38TH ST Vernon Central Warehouse 300.00 99340 APN 6302017050 Inc.dba Sweetener Products Company C-2017-0718 4181 ROSS ST Vernon Central Warehouse 300.00 12800 APN 6302017046 Inc.dba Sweetener Products Company C-2017-0719 2309 38TH ST Vernon Central Warehouse 300.00 10800 APN 6302014013 Inc. dba Sweetener Products Company C-2017-0720 2322 37TH ST Vernon Central Warehouse 300.00 5910 APN 6302014020 Inc. dba Sweetener Products Company C-2017-0721 2305 38TH ST Vernon Central Warehouse 300.00 4000 APN 6302014015 Inc. dba Sweetener Products Company C-2017-0723 2650 LEONIS BLVD Incremento, Inc dba Peach Womens Clothing 689.00 22969 APN 6308003009 Love California Manufacture C-2017-0724 2670 LEONIS BLVD Incremento, Inc. dba Peach Womens Clothing 689.00 26080 APN 6308003010 Love California Manufacture C-2017-0725 2110 37TH ST Premium Citrus Inc Citrus Storage 689.00 13500 APN 6302013044 C-2017-0726 4458 PACIFIC BLVD L.A. Closeout Inc. General 689.00 20000 APN Merchandise Storage C-2017-0727 1935 55TH ST Kimmy Valentine Inc Wholesale Clothing 689.00 16810 APN 6308016027 C-2017-0728 2770 LEONIS BLVD Luppins, LLC Showroom and 300.00 960 APN 6308002009 Office C-2017-0729 5563 ALCOA AVE The Mochi Ice Cream Ice Cream 300.00 106328 APN 6310008008 Company Manufacturing C-2017-0730 3480 26TH ST Reflex Clothing import 689.00 39000 APN 6303001004 storage and in and out C-2017-0731 3480 26TH ST Kan Can USA Inc. DBA Clothing storage& 689.00 39000 APN 6303001004 Nature Denim, Standard office. Regime C-2017-0732 3314 FRUITLAND AV Apparel Science, Inc Marking and 300.00 1096 APN 6310002017 Grading and cutting of apparel C-2017-0733 4651 PACIFIC BLVD A&O Intemabional Receiving and 689.00 8800 APN 6308009029 shipping cloth and Accessories C-2017-0734 1844 27TH ST Shagal Ltd. 689.00 28750 APN 6302009028 C-2017-0735 4871 SANTA FE AVE Beauty Star Inc Storage and 689.00 42740 APN 6308015044 Distribution of rugs, drapes, etc C-2017-0736 4633 DOWNEY RD 99 Cents Only Stores, LLC Receiving and 940.00 190359 APN 6303019015 shipping of full plates C-2017-0737 4334 SANTA FE AVE Monocracy Apparel 689.00 9189 APN 6308006004 Manufacturing C-2017-0738 5825 SANTA FE AVE BGOD Design Studio Garment and 300.00 3200 APN 6308019011 Desing Manufacture C-2017-0739 5525 SOTO ST Home Furniture Distribution and 940.00 416580 APN 6309026019 International, LLC warehousing of furniture C-2017-0740 5166 ALCOA AVE SYB Automotive Group DBA wholesale office 300.00 150 APN 6310002036 Family Car Buyers space C-2017-0741 4575 MAYWOOD AV Universal Enterprises, Inc Warehousing and 689.00 20772 APN 6304028033 distribution of Household products C-2017-0722 3398 LEONIS BLVD KNG Brands, INC dba Office Use 300.00 1500 APN 6303026016 Pistola 27 Record(s) Total for Certificate of Occupancy: 14,437.00 1,170,455.00 27 Permits(s) Total Fees 14,437.00 2 7/5/2017 City of Vernon Certificate of Occupancy Issued Date From 6/1/2017 to 6/30/2017 Issued Permit Project Address Tenant Description Fees Square Certificate of Occupancy 6/7/2017 C-2015-0185 2827 SANTA FE AVE Blueprint Studios Trends, Warehousing of 689.00 32027 APN 6302006025 Inc. dba Blueprint Studios Furniture for Rental 6/7/2017 C-2015-0005 4722 EVERETT AVE Ying Hua, LLC Warehousing of 0.00 38440 APN 6304025005 Paintings 6/7/2017 C-2017-0641 4100 BANDINI BLVD Giumarra Bros. Fruit Co., Office use 300.00 1400 APN 6304005019 Inc 6/7/2017 C-2017-0648 4592 48TH ST BTG Textiles, Inc. Warehousing of 300.00 3357 APN 6304018023 Textiles 6/7/2017 C-2017-0689 2770 LEONIS BLVD Guaranteeing 100 Percent, Office use 300.00 470 APN 6308002009 LLC 6/7/2017 C-2017-0619 2231 49TH ST Emperia Inc, dba Emperia Warehousing of 300.00 36293 APN 6308015044 Handbag Handbags 6/7/2017 C-2017-0629 3320 FRUITLAND AVE Possible Productions Inc. Warehousing of 300.00 9323 APN 6310002016 Props 6/7/2017 C-2017-0625 2550 ALAMEDA JM Foods, Inc. dba Jersey Restaurant 300.00 1194 APN 6302009043 Mikes 6/7/2017 C-2017-0636 4555 PACIFIC BLVD Dorin Realty Company Office use 300.00 1893 APN 6308008017 6/12/2017 C-2016-0395 5925 ALCOA AVE Goldberg and Solovy Food Processing 815.00 64000 APN 6310027056 Foods dba Palisades Ranch 6/12/2017 C-2016-0465 2150 37TH ST Bender CCP, Inc. Machine shop 815.00 86545 APN 6302013038 6/12/2017 C-2017-0704 3701 SANTA FE AVE 3701 Stafe LLC Warehousing of 300.00 3000 APN 6302014006 Garments 6/12/2017 C-2016-0556 2139 52ND ST Nikibiki LLC Manufacturing of 0.00 24150 APN 6308016039 Garments 6/12/2017 C-2015-0251 4726 LOMA VISTA AVE L.A. Brands, LLC Warehousing of 689.00 23932 APN 6304019025 Garments 6/12/2017 C-2015-0178 6180 ALCOA AVE Monach Trading, LLC Office Use 689.00 7000 APN 6310027036 6/12/2017 C-2017-0675 5510 SOTO ST Resourceful Connection Manufacturing of 300.00 4347 APN 6310015021 Inc. Garment/Embroider y 6/12/2017 C-2017-0666 3616 SOTO ST CNS Food Service Inc. dba Restaurant 300.00 1300 APN 6303004039 Enzo Restaurant 6/19/2017 C-2015-0177 6180 ALCOA AVE Fishco Seafood, Co. Food Processing 689.00 7000 APN 6310027036 6/19/2017 C-2016-0506 5010 LOMA VISTA AVE Jenin Home Fashion Inc Warehousing of 815.00 58881 APN 6304013027 Household Goods 6/19/2017 C-2015-0215 6152 BOYLE AVE Alejandra's Fashion Inc. Manufacturing of 689.00 20000 APN 6310027037 Garments/Sewing 6/19/2017 C-2017-0714 3520 VERNON AVE King Transportation Warehousing of 300.00 89690 APN 6303010038 New Vehicles/Parking Lot 6/21/2017 C-2017-0702 2829 SANTA FE AVE Blueprint Studios Trends Warehousing of 689.00 32027 APN 6302006025 Inc DBA Blueprint Studios Furniture for Events 6/21/2017 C-2016-0505 4540 50TH ST Jenin Home Fashion Inc. Warehousing of 689.00 17258 APN 6304013015 Household Goods 6/27/2017 C-2017-0588 3003 LEONIS BLVD Alcon Wholesale& Warehousing of 300.00 11300 APN 6303021010 Distribution, Inc. general merchandise 6/27/2017 C-2017-0722 3398 LEONIS BLVD KNG Brands, INC dba Office Use 300.00 1500 APN 6303026016 Pistola 6/28/2017 C-2017-0692 4561 MAYWOOD AVE La Monica's Pizza Dough Accessory 689.00 10241 APN 6304028033 International Co LLC Warehousing for a pizza dough mfg 6/28/2017 C-2017-0580 3120 SLAUSON AVE La Fiesta,WS Warehousing of 689.00 11900 APN 6310027037 party supplies 6/28/2017 C-2017-0676 2770 LEONIS BLVD American Golden Season Showroom 300.00 570 APN 6308002009 dba AGS 6/28/2017 C-2017-0697 2101 51ST ST Silverdust Industries, LLC., Art Warehousing 689.00 10500 APN 6308015040 DBA Main Field Projects and distribution Inc 29 Record(s) Total for Certificate of Occupancy: 13,535.00 609,538.00 29 Permits(s) Total Fees 13,535.00 ,. .. RECEIVED wtlt,xaS* T JUL 2 6 2017 STAFF REPORT CITY CLERK'S OFFICE CITY ADMINISTRATION DATE: August 1,2017 TO: Honorable Mayor and City Council FROM: Carlos R. Fandino Jr., City Administrator T 2� Originator: Diana Figueroa,Administrative Analys RE: Award of Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Services Agreement to Jemmott Rollins Group, Inc. Recommendation A. Find that approval of the services agreement proposed in this staff report is exempt from the California Environmental Quality Act ("CEQA"), because it is a government fiscal activity that will not result in direct or indirect physical changes in the environment and, therefore, does not constitute a "project" as defined by CEQA Guidelines section 15378; and B. Approve a Services Agreement with Jemmott Rollins Group, Inc. ("JRG"), in substantially the same form as submitted herewith, for a three-year term in an amount not-to-exceed $174,500 per year for administrative management assistance of the Vernon CommUNITY Fund and related Grant Committee activities; and C. Authorize the City Administrator to execute a Services Agreement with JRG with an effective date of August 1, 2017. Background As one of the key elements of the City's good governance reforms, the City Council created the Vernon CommUNITY Fund ("VCF") to provide grants to charitable and governmental entities for projects and programs that benefit those residing and working in Vernon. Given the exclusively industrial nature of Vernon, the City Council determined that the VCF was in the best interest of the City and its residents, businesses, and workers. The City requires a third party firm to provide consultation, guidance, research and support to the City in managing the Vernon CommUNITY Fund and VCF Grant Committee. Under the direction of the City Administrator, the firm shall assist the City in developing policies and procedures related to grantmaking activities. Since its inception, the Vernon CommUNITY Page 1 of 2 Fund Grant Committee ("Grant Committee") has awarded over fifty-three (53) grants totaling over $2 million to non-profit community-based organizations serving neighboring communities in the Vernon area. In acknowledgement of the success of the Vernon CommUNITY Fund thus far, City staff recommends utilizing the expertise of a knowledgeable firm to maintain this momentum. In order to select an appropriate firm to provide the aforementioned services, a Request for Proposals ("RFP") was issued on or around June 28, 2017 via the City website and the Vernon Sun; and was also mailed directly to a total of nine (9) organizations. Responses were required by July 13, 2017. A panel was comprised of internal staff from various departments to evaluate two (2) proposals from qualified respondents in order to determine the agency best suited to provide the services requested. A comprehensive, fair, and impartial evaluation of proposals was conducted in accordance with the specifications set forth within the RFP document. Established criteria were used in reviewing and comparing the proposals to determine the most suitable firm. At the conclusion of the assessment, it was determined that JRG was the most compatible choice and should be awarded the services agreement for Administrative Management of Vernon CommUNITY Fund Grant Activities. It is, therefore, recommended that City Council approve and authorize the City Administrator to execute a services agreement with JRG. The proposed agreement has been reviewed and approved by the City Attorney's Office. Fiscal Impact The total not-to-exceed value of the agreement with JRG is $174,500 per year for a three-year term, equating to a total contract value of $523,500. Administrative costs associated with the management of the VCF shall be paid from the VCF fund appropriation approved by the City Council. Thus, the annual expense for the proposed services agreement with JRG shall be charged to the VCF allocation budgeted for FY 2017/2018, and shall be anticipated for each subsequent year. Attachment(s) 1. Services Agreement with Jemmott Rollins Group, Inc. i i i i i I Page 2 of 2 SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND JEMMOTT ROLLINS GROUP, INC FOR GRANT MANAGEMENT AND ADMINISTRATIVE SERVICES RELATED TO THE VERNON COMMUNITY FUND GRANT COMMITTEE ACTIVITIES COVER PAGE Contractor: Jemmott Rollins Group, Inc. Responsible Principal of Contractor: Frances E. Jemmott Notice Information - Contractor: Jemmott Rollins Group, Inc. 5443 Overdale Drive Los Angeles, CA 90043 Attention: Frances E. Jemmott Phone: (323) 293-7074 franiemmotta-memmottrollinsgroup.net Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: Carlos R. Fandino, Jr. City Administrator Phone: (323) 583-8811 cfandinoaci.vernon.ca.us Commencement Date: August 1, 2017 Termination Date: July 31, 2020 Consideration: Total not to exceed $174,500 per year (includes all applicable sales tax); and more particularly described in Exhibit C Records Retention Period Three (3) years, pursuant to Section 10.20 1 SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND JEMMOTT ROLLINS GROUP, INC FOR GRANT MANAGEMENT AND ADMINISTRATIVE SERVICES RELATED TO THE VERNON COMMUNITY FUND GRANT COMMITTEE ACTIVITIES This Contract is made between the City of Vernon ("City"), a California charter City and California municipal corporation ("City"), and Jemmott Rollins Group, Inc., a California corporation ("Contractor"). The City and Contractor agree as follows: 1.0 EMPLOYMENT OF CONTRACTOR. City agrees to engage Contractor to perform the services as hereinafter set forth as authorized by the City Council on August 1, 2017. 2.0 SCOPE OF SERVICES. 2.1 Contractor shall perform all work necessary to complete the services set forth in the Request for Proposals issued on or about June 28, 2017, Exhibit "A", and Contractor's proposal to the City ("Proposal") dated July 13, 2017, Exhibit "B", both of which are attached to and incorporated into this Contract, by reference. 2.2 All services shall be performed to the satisfaction of City. 2.3 All services shall be performed in a competent, professional, and satisfactory manner in accordance with the prevailing industry standards for such services. 3.0 PERSONNEL. 3.1 Contractor represents that it employs, or will employ, at its own expense, all personnel required to perform the services under this Contract. 3.2 Contractor shall not subcontract any services to be performed by it under this Contract without prior written approval of City. I 3.3 All of the services required hereunder will be performed by Contractor or by City-approved subcontractors. Contractor, and all personnel engaged in the work, shall be fully qualified and authorized or permitted under State and local law to perform such services i and shall be subject to approval by the City. i 2 4.0 TERM. The term of this Contract shall commence on August 1, 2017, and it shall continue until July 31, 2020, unless terminated at an earlier date pursuant to the provisions thereof. 5.0 COMPENSATION AND FEES. 5.1 Contractor has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. For satisfactory and timely performance of the services, the City will pay Contractor in accordance with the payment schedule set forth in Exhibit "C" attached hereto and incorporated herein by reference. 5.2 Contractor's grand total compensation for the entire term of this Contract, including change orders, shall not exceed $523,500 without the prior authorization of the City Council and written amendment of this Contract. 5.3 Contractor shall, at its sole cost and expense, furnish all necessary and incidental labor, material, supplies, facilities, equipment, and transportation which may be required for furnishing services pursuant to this Contract. Materials shall be of the highest quality. The above Contract fee shall include all staff time and all clerical, administrative, overhead, insurance, reproduction, telephone, air travel, auto rental, subsistence, and all related costs and expenses. 5.4 City shall reimburse Contractor only for those costs or expenses specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Contractor: 5.4.1 The actual costs of subcontractors for performance of any of the services that Contractor agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. 5.4.2 Approved reproduction charges. 3 5.4.3 Actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Contractor in the performance of this Agreement. 5.5 Contractor shall not receive any compensation for extra work performed without the prior written authorization of City. As used herein, "extra work" means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the time of execution of this Agreement. Compensation for any authorized extra work shall be paid in accordance with the payment schedule as set forth in Exhibit "C," if the extra work has been approved by the City. 5.6 Licenses, Permits, Fees, and Assessments. Contractor shall obtain, at Contractor's sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and which arise from or are necessary for the performance of the Services by this Agreement. 6.0 PAYMENT. 6.1 As scheduled services are completed, Contractor shall submit to the City an invoice for the services completed, authorized expenses, and authorized extra work actually performed or incurred according to said schedule. 6.2 Each such invoice shall state the basis for the amount invoiced, including a detailed description of the services completed, the number of hours spent, reimbursable expenses incurred and any extra work performed. 6.3 Contractor shall also submit a progress report with each invoice that describes in reasonable detail the services and the extra work, if any, performed in the immediately preceding calendar month. i I 4 6.4 Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned and not processed for payment. 6.5 City will pay Contractor the amount invoiced within thirty (30) days after the City approves the invoice. 6.6 Payment of such invoices shall be payment in full for all services, authorized costs, and authorized extra work covered by that invoice. 7.0 CHANGE ORDERS. The City Administrator shall have the authority to issue change orders for administrative and non-material changes to the scope of services and to the time for performance as long as the change orders do not increase the compensation due to Contractor under this Contract and as long as the time is not extended beyond three years. 8.0 CITY'S RESPONSIBILITY. City shall cooperate with Contractor as may be reasonably necessary for Contractor to perform its services; and will give any required decisions as promptly as practicable so as to avoid unreasonable delay in the progress of Contractor's services. 9.0 COORDINATION OF SERVICES. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants, and other staff at all reasonable times. 9.1 INDEMNITY. Contractor agrees to indemnify City, its officers, elected officials, employees and agents against, and will hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein "claims or liabilities"), including but not limited to professional negligence, that may be asserted or claimed by any person, firm or entity arising out of or in connection with the work, operations or activities of Contractor, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the acts or omissions of Contractor hereunder, or arising from Contractor's performance of or failure to perform any term, provision, covenant or condition of this Agreement, except to the extent such I i ti 5 I claims or liabilities arise from the gross negligence or willful misconduct of City, its officers, elected officials, agents or employees. 9.2 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. i. Automobile Liability with minimum limits of at least $1,000,000 combined single limit, including owned, hired, and non-owned liability coverage. ii. Contractor agrees to subrogate automobile liability resulting from performance under this agreement by agreeing to defend, indemnify and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorney's fees ("Claims"), which are attributable to any act or omission by the City under the performance of the services. iii. General Liability with minimum limits of at least $1,000,000 per occurrence and $2,000,000 aggregate written on an Insurance Services Office (ISO) Comprehensive General Liability "occurrence"form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents, and volunteers must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Contract. (1) If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth herein. (2) Contractor agrees to subrogate General Liability resulting from 6 performance under this agreement by agreeing to defend, indemnify and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorney's fees ("Claims"), which are attributable to any act or omission by the City under the performance of the services. iv. Professional Errors and Omissions coverage in a sum of at least $1,000,000, where such risk is applicable. Applicable aggregates must be identified and claims history provided to determine amounts remaining under the aggregate. Contractor shall maintain such coverage for at least one (1) year after the termination of this Agreement. V. Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. In addition, Contractor shall require each subcontractor to similarly maintain workers' compensation insurance in accordance with the laws for California for all of the subcontractor's employees. Compliance is accomplished in one of the following manners: (1) Provide copy of permissive self-insurance certificate approved by the State of California; or (2) Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit of $1,000,000 per accident. The policy shall be endorsed to waive all rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this Contract; or (3) Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. vi. Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. 7 vii. Insurance shall be placed with insurers with a Best's rating of no less than A- VIII. viii. Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. ix. Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due to Contractor, at City's option; (b) immediately terminate this Contract and seek damages from the Contract resulting from said breach; or (c) self-insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due to Contractor. 10.0 GENERAL TERMS AND CONDITIONS. 10.1 INDEPENDENT CONTRACTOR. 10.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent, officer or employee of City and shall furnish such services in its own manner and method except as required by this Contract, or any applicable statute, rule, or regulation. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. City assumes no liability for Contractor's actions and performance, nor assumes responsibility for taxes, bonds, payments, or other commitments, implied or explicit, by or for Contractor. Contractor shall be solely responsible for, and shall indemnify, defend and save 8 City harmless from all matters relating to the payment of its employees, subcontractors and independent contractors, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 10.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 10.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 10.3 OWNERSHIP OF WORK. All documents and materials furnished by the City to Contractor shall remain the property of the City and shall be returned to the City upon termination of this Agreement. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets, and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be delivered to City whenever requested at no additional cost to the City. Contractor shall keep such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 10.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy, or incompleteness. 9 10.5 RESPONSIBILITY FOR ERRORS. Contractor shall be responsible for its work and results under this Agreement. Contractor, when requested, shall furnish clarification and/or explanation as may be required by the City, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Contractor occurs, then Contractor shall, at no cost to City, provide all necessary design drawings, estimates and other Contractor professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction. 10.6 WAIVER. The City's waiver of any term, condition, breach, or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. 10.7 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors, and/or assigns. 10.8 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties from their obligations or otherwise constitute a novation. 10.9 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof, including but without limitation, the Vernon Living Wage Ordinance. Violation of any law material to performance of 10 this Contract shall entitle the City to terminate the Contract and otherwise pursue its remedies. Further, if the Contractor performs any work knowing it to be contrary to such laws, rules, and regulations Contractor shall be solely responsible for all costs arising therefrom. 10.10 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs, and necessary disbursements in addition to any other relief to which such party may be entitled. 10.11 INTERPRETATION. 10.11.1 Applicable Law. This Contract shall be deemed a contract and shall be governed by and construed in accordance with the laws of the State of California. Contractor agrees that the State and Federal courts which sit in the State of California shall have exclusive jurisdiction over all controversies and disputes arising hereunder, and submits to the jurisdiction thereof. 10.11.2 Entire Agreement. This Contract, including any exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation, and agreements (written or oral). 10.11.3 Written Amendment. This Contract may only be changed by written amendment signed by Contractor and the City Administrator or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 10.11.4 Severability. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 11 10.11.5 Order of Precedence. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Contract shall strictly prevail. The terms of the City's Request for Proposals shall control over the Contractor's Proposal. 10.11.8 Duplicate Originals. There shall be two (2) fully signed copies of this Contract, each of which shall be deemed an original. 10.11.9 Construction. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 10.12 TIME OF ESSENCE. Time is strictly of the essence of this contract and each and every covenant, term, and provision hereof. 10.13 AUTHORITY OF CONTRACTOR. The Contractor hereby represents and warrants to the City that the Contractor has the right, power, legal capacity, and authority to enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 10.14 ARBITRATION OF DISPUTES. Any dispute for under $25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach, or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 10.15 NOTICES. Any notice or demand to be given by one party to the other 12 must be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: City of Vernon Attention: Carlos R. Fandino, Jr. 4305 Santa Fe Avenue Vernon, CA 90058 If to the Contractor: Jemmott Rollins Group, Inc. Attention: Frances E. Jemmott 5443 Overdale Drive Los Angeles, CA 90043 Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if mailed, upon receipt, or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 10.16 NO THIRD PARTY RIGHTS. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right or remedy in, under, or to this Agreement. 10.17 TERMINATION FOR CONVENIENCE (Without Cause). City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the ! effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. i I 13 10.18 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. In case of default by Contractor, the City reserves the right to procure the goods or services from other sources and to hold the Contractor responsible for any excess costs occasioned to the City thereby. Contractor shall not be held accountable for additional costs incurred due to delay or default as a result of Force Majeure. Contractor must notify the City immediately upon knowing that non-performance or delay will apply to this Contract as a result of Force Majeure. At that time Contractor is to submit in writing a Recovery Plan for this Contract. If the Recovery Plan is not acceptable to the City or not received within 10 days of the necessary notification of Force Majeure default, then the city may cancel this order in its entirety at no cost to the City, owing only for goods and services completed to that point. 10.19 TERMINATION FOR CAUSE. Termination for cause shall relieve the terminating party of further liability or responsibility under this Contract, including the payment of money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of (1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute performance. If this Agreement is terminated as provided herein, City may require, at no additional cost to City, that Contractor provide all finished or unfinished documents, data, and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 14 10.19.1 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 10.20 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. The Contractor shall maintain and preserve all such records for a period of at least three (3) years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals, and overhead. 10.21 CONFLICT. Contractor hereby represents, warrants, and certifies that no member, officer, or employee of the Contractor is a"director, officer, or employee of the City of Vernon, or a member of any of its boards, commissions, or committees, except to the extent permitted by law. 10.22 HEADINGS. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement. 10.23 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the respective 15 Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1'/2 times the basic rate of pay. 10.24 LIVING WAGES. Contractor, and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in Exhibit "D". Upon the City's request, certified payroll records shall promptly be provided to the City. 10.25 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this Contract, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit "E". [Signatures Begin on Next Page]. 16 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the Commencement Date stated on the cover page. City of Vernon, a California charter City Jemmott Rollins Group, Inc., a California and California municipal corporation corporation By: By: Carlos R. Fandino, Jr. City Administrator Name: Title: ATTEST: By: Maria E. Ayala Name: City Clerk Title: APPROVED AS TO FORM: Zaynah Moussa Senior Deputy City Attorney 17 EXHIBIT A REQUEST FOR PROPOSALS i 18 i City of Vernon Request for Proposals (RFP) Administrative Management of Vernon CommUNITY Fund Grant Committee Activities tti Fob C# •1 } �� Kb .4tp Gsl � b ��LY lip City of Vernon City Administration 4305 Santa Fe Avenue, Vernon, CA 90058 Phone: (323) 583-8811 June 2017 1. INTRODUCTION AND PROJECT The City of Vernon is requesting proposals for grant management and administrative services to assist City Administration with the Vernon CommUNITY Fund Grant Committee activities. The City will select one firm, based on demonstrated competence and a cost effective approach to design,conduct, and assist in the grant making and grant administration activities of the Vernon CommUNITY Fund Grant Committee. 2. BACKGROUND The City of Vernon was founded in 1905, is approximately 5.2 square miles in size and is located approximately 5 miles southeast of downtown Los Angeles California. Over its long history, Vernon has been developed as an industrial community. At the turn of the 20t"century the lands that make up Vernon were comprised largely of farmlands. The presence of three major rail lines in the area led influential business and property owners to encourage the railroad companies to run spur lines onto the farmlands. These rail extensions enabled the creation of an "exclusively industrial"city. By the 1920's, Vernon was attracting large stockyards and meatpacking facilities. In the 1930's, Vernon became the location of choice for many heavy industrial plants. As economic conditions changed over the decades, these large scale industrial operations have relocated out of Southern California and Vernon has attracted smaller, lighter industrial facilities. The City's business friendly environment, low cost utilities and key location for trucking and rail transport continue to position Vernon as an ideal location for industrial uses. City Government: The City Council consists of five members, elected at-large, who serve five- year staggered terms. The City Council annually appoints a Mayor and a Mayor Pro Tern from its own membership to serve one-year terms. Labor Force: Vernon has approximately 280 employees, and its departments include a Fire Department, Police Department, Finance Department, Public Works Department, Public Utilities Department and Health and Environmental Control Department. Present bargaining units recognized include the Vernon Police Officers Benefit Association, Vernon Police Management Association, Vernon Firemen's Association, the Vernon Fire Management Association, International Brotherhood of Electrical Workers Local 47, and Teamsters Local 911. 3. MANAGEMENT AND COORDINATION OF VERNON COMMUNITY FUND ACTIVITIES As one of the key elements of the City's good governance reforms, the City Council created the Vernon CommUNITY Fund ("VCF") to provide grants to charitable and governmental entities for projects and programs that benefit those residing and working in Vernon. Given the primarily industrial nature of Vernon, the City Council determined that the VCF was in the best interest of the City and its residents, businesses, and workers. The VCF Grant Committee meets on a quarterly basis to award grants and discuss other relevant matters pertaining to the VCF. The City requires the partnership of a qualified firm to provide consultation, guidance, research and specialized administrative support services to the City Administrator and City staff related to the VCF. The firm should have extensive experience in the areas of non-profit grant-making and grants management, and specialized knowledge of ethics and principles governing the grant- making process. June 2017 City of Vernon Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Request for Proposals Under the direction of the City Administrator, the firm should support staff while adhering to the basic guidelines and operational procedures for the VCF Grant Committee and its officers, including those related to the allocation of funds and the processes for reviewing and ranking applications and awarding grants. 4. SCOPE OF SERVICES REQUIRED The City of Vernon is seeking the services of a highly qualified consulting firm to assist City staff in the following areas(when applicable): Strategic Planning • Work toward satisfying directives of VCF Grant Committee and their related goals and objectives • Target areas for improvement of processes and procedures and work to implement changes accordingly • Identify and resolve challenges as they arise • Assess the extent to which VCF is meeting the goals to improve relationships with other municipalities, leaders, and policy makers Management and Coordination • Facilitate advisory meetings with internal City staff to discuss VCF related matters • Prepare materials for staff and City Council Manage due diligence through vetting and evaluation of criteria (as established by VCF guidelines) to effectively recommend grant applicants to City staff and the Grant Committee respectively Monitor grant awards and provide results in written reports to appropriate parties Public Relations and Communications • Plan and execute communications with prospective grantees, grant awardees, and external stakeholders • Conduct outreach and informational sessions on the VCF Grant Program when appropriate • Maintain communication with City staff on community events related to VCF grantmaking efforts • Continuing outreach and on-going updates to designated communities and potential applicant organizations Information Technology and Technical Assistance • Maintain web-based platform to assist in all aspects of grants management • Oversee software systems that aid in the grantmaking efforts of the Grant Committee • Manage and update community contact list for announcements 5. QUALIFICATIONS & CRITERIA I A. Qualifications: The City of Vernon will select one firm for all of the outlined Scope of Service on the basis of qualifications, experience, and cost. The following are the minimum qualifications to be used to evaluate responses to this Request for Proposals: I I June 2017 i City of Vernon Administrative Management of Vernon CommLTN1TY Fund Grant Committee Activities Request for Proposals ✓ Extensive experience in the administration of grantmaking activities ✓ Ability to fairly and thoroughly evaluate grant applicants using established criteria and conduct appropriate follow up reporting ✓ Demonstrated success in developing effective strategy and/or systems for grant awarding ✓ Sufficient resources/personnel to successfully assess grant applicants and complete associated reports ✓ A trustworthy reputation and effective approach for establishing relationships amongst the non-profit community in the Southeast area ✓ Knowledge of scholarship grantmaking desirable, but not required B. Selection Criteria: The City will conduct a comprehensive, fair, and impartial evaluation of proposals received in response to this RFP. All proposals received will be reviewed and evaluated by a committee of qualified personnel. The name, information, or experience of the individual members will not be made available to any proposer. The Evaluation Committee will first review and screen all proposals submitted, except for the cost proposals, according to the minimum qualifications set forth above. The following criteria will be used in reviewing and comparing the proposals and in determining the highest scoring bid: ✓ 40% Qualifications, background and prior experience of the firm in the Service Area(s) being proposed, experience of key staff assigned to oversee services provided to Vernon, evaluation of size and scope of similar work performed and success on that work. ✓ 30% Cost and fees to the City for handling matters. Cost is not the sole determining factor but will be taken into consideration. Proposer must offer services at a rate comparable to the rate proposer offers to other governmental entities for similar work. Offering a higher rate to the City than the comparable rate is grounds for disqualification of the Proposer. If rates differ for different types or levels of service, or for different Service Areas, the Proposer should so state. ✓ 10% Responsiveness to the RFP, and quality and responsiveness of the proposal. ✓ 20% References including past performance of proposer. 6. FORMAT AND DELIVERY OF RESPONSE Respondents are asked to submit one 1 unbound original, four 4 hard copies and one 1 electronic copy (via email to dfigueroa@ci.vernon.ca.us) of their proposals in sufficient detail to allow for a thorough evaluation and comparative analysis. The proposal should include, at a minimum, the following information in sectionalized format addressing all phases of the work in the RFP. A. Format: Limit your proposal to 20 typed 8.5"X 11" pages, or fewer, on white bond paper of at least 20-pound weight single sided (excluding cover letter and attachments). You may attach a firm brochure if you wish, but it must be as a separate attachment and independent from the required elements noted above. 1. Use a conventional typeface with a minimum font size of 12 points. Use a 1" margin on all boarders. June 2017 City of Vernon Administrative Management of Vernon CommUMTY Fund Grant Committee Activities Request for Proposals 2. Organize your submittal in the order described above. 3. Prominently label the package: "Administrative Management of Vernon CommUNITY Fund Grant Committee Activities" and include the name of the primary contact for the respondent. Deliver the response to: City of Vernon Attention: Carlos R. Fandino, Jr., City Administrator 4305 Santa Fe Avenue Vernon, CA 90058 4. Responses are due on or before 5:00 p.m. on July 13, 2017. Late responses will not be accepted. 5. If you have any questions about this RFP, please contact Diana Figueroa at dfigueroa@ci.vernon.ca.us. Please note that any questions asked and any response provided by Vernon will be sent to every person who will be submitting a proposal, to the extent the City is aware of them. B. Cover Letter: All proposals shall include a cover letter which states that the proposal shall remain valid for a period of not less than ninety(90) days from the date of submittal. If the proposal contemplates the use of sub-contractors, the sub-contractors shall be identified in the cover letter. If the proposal is submitted by a business entity, the cover letter shall be signed by an officer authorized to contractually bind the business entity. With respect to the business entity, the cover letter shall also include: the identification of the business entity, including the name, address and telephone number of the business entity; and the name, j title, address and telephone number of a contact person during the proposal evaluation period. I C. Introduction: Present an introduction of the proposal and your understanding of the assignment and significant steps, methods and procedures to be employed by the proposer to ensure quality deliverables that can be delivered within the required time frames and your identified budget. i D. General Scope of Work: Briefly summarize the scope of work as the proposer perceives or envisions it for each Service Area proposed. E. Work Plan: Present concepts for conducting the work plan and interrelationship of all projects. Define the scope of each task including the depth and scope of analysis or research proposed. F. Fees and costs: Although an important aspect of consideration, the financial cost estimate will not be the sole justification for consideration. Negotiations may or may not be conducted_ with the proposer; therefore, the proposal submitted should contain the proposer's most favorable terms and conditions, since selection and award may be made without discussion with any firm. All prices should reflect "not to exceed" amounts per item. Proposer must offer services at a rate comparable to the rate proposer offers to other governmental entities June 2017 City of Vernon Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Request for Proposals for similar work. Offering a higher rate to the City than the comparable rate is grounds for disqualification of the Proposer. G. Ability of the Proposer to Perform: Provide a detailed description of the proposer and his/her/its qualifications, including names, titles, detailed professional resumes and past experience in similar work efforts/products of key personnel who will be working on the assignment. Provide a list of specific related work projects that have been completed by the proposer which are directly related to the assignment described in this RFP. Note the specific individuals who completed such project(s). Identify role and responsibility of each member of the project team. Include the amount of time key personnel will be involved in the respective portions of the assignment. Respondents are encouraged to supply relevant examples of their professional product. Provide a list of references. The selected firm shall not subcontract any work under the RFP nor assign any work without the prior written consent of the City. H. Affidavit of Non-Collusion. Proposer must submit a completed and signed, "Affidavit of Non-Collusion." (Copy attached as Exhibit A). 7. ADDENDA, CHANGES, AND AMENDMENTS TO THIS SOLICITATION At any time prior to the due date for responses, the City may make changes, amendments, and addenda to this solicitation, including changing the date due to allow respondents time to address such changes. Addenda,changes,and amendments, if made,will be posted on the City's website (www.cityofvernon.org), which is deemed adequate notice. A proposer may make a request to the City's project coordinator to be placed on a list of persons to receive notice of any such addenda, changes, or amendments. The preferred manner of communications is via e-mail due to its timeliness. 8. CONDITIONS FOR RESPONSES TO RFP The following conditions apply to this RFP process: A. Nothing contained in this RFP shall create any contractual relationship between the respondent and the City. B. This RFP does not obligate the City to establish a list of service providers qualified as prime contractors, or award a contract to any respondent. The City reserves the right to amend or cancel this RFP without prior notice, at any time, at its sole discretion. C. The City shall not be liable for any expenses incurred by any individual or organization in connection with this RFP. D. No conversations or agreements with any officer, agent, or employee of the City shall affect or modify any terms of this RFP. Oral communications or any written/e-mail materials provided by any person other than designated contact staff of City shall not be considered binding. I June 2017 i i i City of Vernon Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Request for Proposals E. The City reserves the right, in its sole discretion, to accept or reject any or all Proposals without prior notice and to waive any minor irregularities or defects in a Proposal. The City reserves the right to seek clarification on a Proposal with any source. F. The dates, times, and sequence of events related to this RFP shall ultimately be determined by the City. The schedule shown above is subject to change, at the sole discretion of the City, although the City will attempt to follow it and, if it must be altered, will attempt to provide reasonable notice of the changes. G. Respondents shall not issue any news release pertaining to this RFP, or the City without prior written approval of the City. H. All submitted proposals and information included therein or attached thereto shall become public record upon delivery to the City. 9. RIGHT BY THE CITY TO WITHDRAW THIS REQUEST The City may, at its sole discretion and for any reason whatsoever, withdraw this solicitation at any time. 10. LIVING WAGE ORDINANCE The selected consultant shall pay qualifying employees a wage of not less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. The consultant shall also provide qualifying employees at least twelve days off per year for sick leave, vacation or personnel necessity, and an additional ten days a year of uncompensated time for sick leave. There shall be a prohibition on an employer retaliation against an employee's complaining to the City with regard to the employer's compliance with the living wage ordinance. Contractor, and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in Exhibit "D" of the standard form contract, attached hereto as Exhibit B. Upon the City's request, certified payroll records shall promptly be provided to the City. 11. STANDARD TERMS AND CONDITIONS Prior to the award of any work hereunder, City and proposer shall enter into the written contract for services attached hereto as Exhibit B. Proposers responding to this RFP are strongly advised to review all the terms and conditions of the Contract. The term of the Contract shall not exceed three (3)years. i June 2017 I t City of Vernon Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Request for Proposals EXHIBIT A AFFIDAVIT OF NON-COLLUSION i i I i i June 2017 AFFIDAVIT OF NON-COLLUSION BY CONTRACTOR STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) being first duly sworn deposes and says that he/she is (Insert"Sole Owner",'Par(ner',"President,"Secretary",or other proper title) of (hsert name of bidder) who submits herewith to the City of Vernon a bid/proposal; That all statements of fact in such bid/proposal are true; That such bid/proposal was not made in the interest of or on behalf of any undisclosed person, partnership,company,association,organization or corporation; That such bid/proposal is genuine and not collusive or sham; That said bidder has not,directly or indirectly by agreement,communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon, or of any other bidder or anyone else interested in the proposed contract;and further That prior to the public opening and reading of bids/proposals,said bidder: a. Did not directly or indirectly, induce or solicit anyone else to submit a false or sham i bid/proposal; b. Did not directly or indirectly, collude, conspire, connive or agree with anyone else that said bidder or anyone else would subunit a false or sham bid/proposal, or that anyone should refrain from bidding or withdraw his/her bid/proposal; C. Did not, in any manner,directly or indirectly seek by agreement, communication or conference with anyone to raise or fix the bid/proposal price of said bidder or of anyone else,or to raise or fix any overhead,profit or cost element of his/her bid/proposal price,or of that of anyone else; d. Did not, directly or indirectly, submit his/her bid/proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof,or to any individual or group of individuals,except the City of Vernon,or to any person or persons who have a partnership or other financial interest with said bidder in his/her business. i I certify under penalty of perjury that the above information is correct Date: March 2013 City of Vernon Administrative Management of Vernon CommUNITY Fund Grant Committee Activities Request for Proposals EXHIBIT B STANDARD FORM CONTRACT I i i i June 2017 I i SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S NAME] FOR [BRIEF DESCRIPTION OF SERVICES] COVER PAGE Contractor: [insert name of contractor] Responsible Principal of Contractor: [insert name, title] Notice Information - Contractor: [insert name of contractor] [insert street address] [insert city, state, zip code] Attention: [insert name, title] Phone: [insert phone number] Facsimile: [insert fax number] Notice Information - City: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attention: [insert department head] [insert department head title] Telephone: (323) 583-8811 ext. [insert] Facsimile: [insert fax number] Commencement Date: [insert commencement date] Termination Date: [insert termination date] Consideration: Total not to exceed $[insert amount] (includes all applicable sales tax); and more particularly described in Exhibit C Records Retention Period Three 3 ears, pursuant to Section 10.20 ( ) Y i i June 2017 SERVICES AGREEMENT BETWEEN THE CITY OF VERNON AND [CONTRACTOR'S NAME] FOR [BRIEF DESCRIPTION OF SERVICES] This Contract is made between the City of Vernon ("City"), a California charter City and California municipal corporation ("City"), and [Contractor's Name], a [State incorporated in] corporation ("Contractor"). The City and Contractor agree as follows: 1.0 EMPLOYMENT OF CONTRACTOR. City agrees to engage Contractor to perform the services as hereinafter set forth as authorized by the City Council on 2.0 SCOPE OF SERVICES. 2.1 Contractor shall perform all work necessary to complete the services set forth in the Request for Proposals dated Exhibit"A", and Contractor's proposal to the City("Proposal") dated Exhibit "B", both of which are attached to and incorporated into this Contract, by reference. 2.2 All services shall be performed to the satisfaction of City. 2.3 All services shall be performed in a competent, professional, and satisfactory manner in accordance with the prevailing industry standards for such services. 3.0 PERSONNEL. 3.1 Contractor represents that it employs, or will employ, at its own expense, all personnel required to perform the services under this Contract. 3.2 Contractor shall not subcontract any services to be performed by it under this Contract without prior written approval of City. 3.3 All of the services required hereunder will be performed by Contractor or by City-approved subcontractors. Contractor, and all personnel engaged in the work, shall be fully qualified and authorized or permitted under State and local law to perform such services and shall be subject to approval by the City. 4.0 TERM. 2 June 2017 The term of this Contract shall commence on [state date], and it shall continue until [state date which may not be more than three years from the commencement date], unless terminated at an earlier date pursuant to the provisions thereof. 5.0 COMPENSATION AND FEES. 5.1 Contractor has established rates for the City of Vernon which are comparable to and do not exceed the best rates offered to other governmental entities in and around Los Angeles County for the same services. For satisfactory and timely performance of the services, the City will pay Contractor in accordance with the payment schedule set forth in Exhibit "C" attached hereto and incorporated herein by reference. 5.2 Contractor's grand total compensation for the entire term of this Contract, including change orders, shall not exceed [state amount] without the prior authorization of the City Council and written amendment of this Contract. 5.3 Contractor shall, at its sole cost and expense, furnish all necessary and incidental labor, material, supplies, facilities, equipment, and transportation which may be required for furnishing services pursuant to this Contract. Materials shall be of the highest quality. The above Contract fee shall include all staff time and all clerical, administrative, overhead, insurance, reproduction, telephone, air travel, auto rental, subsistence, and all related costs and expenses. 5.4 City shall reimburse Contractor only for those costs or expenses i j specifically approved in this Agreement, or specifically approved in writing in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Contractor: i 5.4.1 The actual costs of subcontractors for performance of any of the services that Contractor agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. i 5.4.2 Approved reproduction charges. 3 June 2017 5.4.3 Actual costs and/or other costs and/or payments specifically authorized in advance in writing and incurred by Contractor in the performance of this Agreement. 5.5 Contractor shall not receive any compensation for extra work performed without the prior written authorization of City. As used herein, "extra work" means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the time of execution of this Agreement. Compensation for any authorized extra work shall be paid in accordance with the payment schedule as set forth in Exhibit"C," if the extra work has been approved by the City. 5.6 Licenses Permits Fees and Assessments. Contractor shall obtain, at Contractor's sole cost and expense, such licenses, permits, and approvals as may be required by law for the performance of the services required by this Agreement. Contractor shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and which arise from or are necessary for the performance of the Services by this Agreement. 6.0 PAYMENT. 6.1 As scheduled services are completed, Contractor shall submit to the City an invoice for the services completed, authorized expenses, and authorized extra work i actually performed or incurred according to said schedule. 6.2 Each such invoice shall state the basis for the amount invoiced, including a detailed description of the services completed, the number of hours spent, reimbursable expenses incurred and any extra work performed. � 6.3 Contractor shall also submit a progress report with each invoice that i describes in reasonable detail the services and the extra work, if any, performed in the i immediately preceding calendar month. 4 June 2017 6.4 Contractor understands and agrees that invoices which lack sufficient detail to measure performance will be returned and not processed for payment. 6.5 City will pay Contractor the amount invoiced within thirty (30) days after the City approves the invoice. 6.6 Payment of such invoices shall be payment in full for all services, authorized costs, and authorized extra work covered by that invoice. 7.0 CHANGE ORDERS. The Director of the Department of[identify department] shall have the authority to issue change orders for administrative and non-material changes to the scope of services and to the time for performance as long as the change orders do not increase the compensation due to Contractor under this Contract and as long as the time is not extended beyond three years. The City Administrator, shall have the authority to issue administrative change orders to increase the compensation due to Contractor under this Contract, but the combined total amount of such change orders shall not exceed [insert amount]. 8.0 CITY'S RESPONSIBILITY. City shall cooperate with Contractor as may be reasonably necessary for Contractor to perform its services; and will give any required decisions as promptly as practicable so as to avoid unreasonable delay in the progress of Contractor's services. j 9.0 COORDINATION OF SERVICES. Contractor agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants, and other staff at all reasonable times. 9.1 INDEMNITY. Contractor agrees to indemnify City, its officers, elected officials, employees and agents against, and will hold and save each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities (herein "claims or liabilities"), including but not limited to professional negligence, that may be asserted or claimed by any person, firm or entity arising out of or in connection with the work, operations or activities of Contractor, its agents, 5 June 2017 employees, subcontractors, or invitees, provided for herein, or arising from the acts or omissions of Contractor hereunder, or arising from Contractor's performance of or failure to perform any term, provision, covenant or condition of this Agreement, except to the extent such claims or liabilities arise from the gross negligence or willful misconduct of City, its officers, elected officials, agents or employees. 9.2 INSURANCE. Contractor shall, at its own expense, procure and maintain policies of insurance of the types and in the amounts set forth below, for the duration of the Contract, including any extensions thereto. The policies shall state that they afford primary coverage. i. Automobile Liability with minimum limits of at least$1,000,000 combined single limit, including owned, hired, and non-owned liability coverage. ii. Contractor agrees to subrogate automobile liability resulting from performance under this agreement by agreeing to defend, indemnify and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorneys fees ("Claims"), which are attributable to any act or omission by the City under the performance of the services. iii. General Liability with minimum limits of at least$1,000,000 per occurrence and $2,000,000 aggregate written on an Insurance Services Office (ISO) Comprehensive General i Liability "occurrence" form or its equivalent for coverage on an occurrence basis. Premises/Operations and Personal Injury coverage is required. The City of Vernon, its directors, commissioners, officers, employees, agents, and volunteers must be endorsed on the policy as additional insureds as respects liability arising out of the Contractor's performance of this Contract. (1) If Contractor employs other contractors as part of the services rendered, Contractor's Protective Coverage is required. Contractor may include all subcontractors as insureds under its own policy or shall furnish separate insurance for each subcontractor, meeting the requirements set forth 6 June 2017 herein. (2) Contractor agrees to subrogate General Liability resulting from performance under this agreement by agreeing to defend, indemnify and hold harmless, the City, and its respective employees, agents, and City Council from and against all claims, liabilities, suits, losses, damages, injuries and expenses, including all costs and reasonable attorney's fees ("Claims"), which are attributable to any act or omission by the City under the performance of the services. iv. Professional Errors and Omissions coverage in a sum of at least $1,000,000, where such risk is applicable. Applicable aggregates must be identified and claims history provided to determine amounts remaining under the aggregate. Contractor shall maintain such coverage for at least one (1)year after the termination of this Agreement. V. Contractor shall comply with the applicable sections of the California Labor Code concerning workers' compensation for injuries on the job. In addition, Contractor shall require each subcontractor to similarly maintain workers' compensation insurance in accordance with the laws for California for all of the subcontractor's employees. Compliance is accomplished in one of the following manners: (1) Provide copy of permissive self-insurance certificate approved by the State of California; or (2) Secure and maintain in force a policy of workers' compensation insurance with statutory limits and Employer's Liability Insurance with a minimal limit `s of$1,000,000 per accident. The policy shall be endorsed to waive all i rights of subrogation against City, its directors, commissioners, officers, employees, and volunteers for losses arising from performance of this i Contract; or (3) Provide a "waiver" form certifying that no employees subject to the Labor Code's Workers' Compensation provision will be used in performance of this Contract. 7 June 2017 vi. Each insurance policy included in this clause shall be endorsed to state that coverage shall not be cancelled except after thirty (30) days' prior written notice to City. vii. Insurance shall be placed with insurers with a Best's rating of no less than A-Vill. viii. Prior to commencement of performance, Contractor shall furnish City with a certificate of insurance for each policy. Each certificate is to be signed by a person authorized by that insurer to bind coverage on its behalf. The certificate(s) must be in a form approved by City. City may require complete, certified copies of any or all policies at any time. ix. Failure to maintain required insurance at all times shall constitute a default and material breach. In such event, Contractor shall immediately notify City and cease all performance under this Contract until further directed by the City. In the absence of satisfactory insurance coverage, City may, at its option: (a) procure insurance with collection rights for premiums, attorney's fees and costs against Contractor by way of set-off or recoupment from sums due to Contractor, at City's option; (b) immediately terminate this Contract and seek damages from the Contract resulting from said breach; or(c) self-insure the risk, with all damages and costs incurred, by judgment, settlement or otherwise, including attorney's fees and costs, being collectible from Contractor, by way of set-off or recoupment from any sums due to Contractor. 10.0 GENERAL TERMS AND CONDITIONS. i 10.1 INDEPENDENT CONTRACTOR. 10.1.1 It is understood that in the performance of the services herein provided for, Contractor shall be, and is, an independent contractor, and is not an agent, officer or employee of City and shall furnish such services in its own manner and method except as required by this Contract, or any applicable statute, rule, or regulation. Further, Contractor has and shall retain the right to exercise full control over the employment, direction, compensation and discharge of all persons employed by Contractor in the performance of the services hereunder. City assumes no liability for Contractor's actions and performance, nor assumes responsibility for taxes, bonds, payments, or other commitments, implied or explicit, by or for 8 June 2017 Contractor. Contractor shall be solely responsible for, and shall indemnify, defend and save City harmless from all matters relating to the payment of its employees, subcontractors and independent contractors, including compliance with social security, withholding and all other wages, salaries, benefits, taxes, exactions, and regulations of any nature whatsoever. 10.1.2 Contractor acknowledges that Contractor and any subcontractors, agents or employees employed by Contractor shall not, under any circumstances, be considered employees of the City, and that they shall not be entitled to any of the benefits or rights afforded employees of City, including, but not limited to, sick leave, vacation leave, holiday pay, Public Employees Retirement System benefits, or health, life, dental, long-term disability or workers' compensation insurance benefits. 10.2 CONTRACTOR NOT AGENT. Except as the City may authorize in writing, Contractor and its subcontractors shall have no authority, express or implied, to act on behalf of or bind the City in any capacity whatsoever as agents or otherwise. 10.3 OWNERSHIP OF WORK. All documents and materials furnished by the City to Contractor shall remain the property of the City and shall be returned to the City upon termination of this Agreement. All reports, drawings, plans, specifications, computer tapes, floppy disks and printouts, studies, memoranda, computation sheets, and other documents prepared by Contractor in furtherance of the work shall be the sole property of City and shall be I delivered to City whenever requested at no additional cost to the City. Contractor shall keep j such documents and materials on file and available for audit by the City for at least three (3) years after completion or earlier termination of this Contract. Contractor may make duplicate copies of such materials and documents for its own files or for such other purposes as may be authorized in writing by the City. 10.4 CORRECTION OF WORK. Contractor shall promptly correct any defective, inaccurate or incomplete tasks, deliverables, goods, services and other work, without additional cost to the City. The performance or acceptance of services furnished by Contractor 9 June 2017 shall not relieve the Contractor from the obligation to correct subsequently discovered defects, inaccuracy, or incompleteness. 10.5 RESPONSIBILITY FOR ERRORS. Contractor shall be responsible for its work and results under this Agreement. Contractor, when requested, shall furnish clarification and/or explanation as may be required by the City, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Contractor occurs, then Contractor shall, at no cost to City, provide all necessary design drawings, estimates and other Contractor professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction. 10.6 WAIVER. The City's waiver of any term, condition, breach, or default of this Contract shall not be considered to be a waiver of any other term, condition, default or breach, nor of a subsequent breach of the one waived. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. I 10.7 SUCCESSORS. This Contract shall inure to the benefit of, and shall be binding upon, the parties hereto and their respective heirs, successors, and/or assigns. 10.8 NO ASSIGNMENT. Contractor shall not assign or transfer this Contract or any rights hereunder without the prior written consent of the City and approval by the City Attorney, which may be withheld in the City's sole discretion. Any unauthorized assignment or transfer shall be null and void and shall constitute a material breach by the Contractor of its obligations under this Contract. No assignment shall release the original parties from their obligations or otherwise constitute a novation. 10.9 COMPLIANCE WITH LAWS. Contractor shall comply with all Federal, 10 June 2017 State, County and City laws, ordinances, rules and regulations, which are, as amended from time to time, incorporated herein and applicable to the performance hereof, including but without limitation, the Vernon Living Wage Ordinance. Violation of any law material to performance of this Contract shall entitle the City to terminate the Contract and otherwise pursue its remedies. Further, if the Contractor performs any work knowing it to be contrary to such laws, rules, and regulations Contractor shall be solely responsible for all costs arising therefrom. 10.10 ATTORNEY'S FEES. If any action at law or in equity is brought to enforce or interpret the terms of this Contract, the prevailing party shall be entitled to reasonable attorney's fees, costs, and necessary disbursements in addition to any other relief to which such party may be entitled. 10.11 INTERPRETATION. 10.11.1 Applicable Law. This Contract shall be deemed a contract and shall be governed by and construed in accordance with the laws of the State of California. Contractor agrees that the State and Federal courts which sit in the State of California shall have exclusive jurisdiction over all controversies and disputes arising hereunder, and submits to the jurisdiction thereof. 10.11.2 Entire Agreement. This Contract, including any exhibits attached hereto, constitutes the entire agreement and understanding between the parties regarding its subject matter and supersedes all prior or contemporaneous negotiations, representations, understandings, correspondence, documentation, and agreements (written or oral). 10.11.3 Written Amendment. This Contract may only be changed by written amendment signed by Contractor and the City Administrator or other authorized representative of the City, subject to any requisite authorization by the City Council. Any oral representations or modifications concerning this Contract shall be of no force or effect. 11 June 2017 10.11.4 Severability. If any provision in this Contract is held by any court of competent jurisdiction to be invalid, illegal, void, or unenforceable, such portion shall be deemed severed from this Contract, and the remaining provisions shall nevertheless continue in full force and effect as fully as though such invalid, illegal, or unenforceable portion had never been part of this Contract. 10.11.5 Order of Precedence. In case of conflict between the terms of this Contract and the terms contained in any document attached as an Exhibit or otherwise incorporated by reference, the terms of this Contract shall strictly prevail. The terms of the City's Request for Proposals shall control over the Contractor's Proposal. 10.11.8 Duplicate Originals. There shall be two (2)fully signed copies of this Contract, each of which shall be deemed an original. 10.11.9 Construction. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement. 10.12 TIME OF ESSENCE. Time is strictly of the essence of this contract and each and every covenant, term, and provision hereof. 10.13 AUTHORITY OF CONTRACTOR. The Contractor hereby represents I and warrants to the City that the Contractor has the right, power, legal capacity, and authority to I enter into and perform its obligations under this Contract, and its execution of this Contract has been duly authorized. 10.14 ARBITRATION OF DISPUTES. Any dispute for under$25,000 arising out of or relating to the negotiation, construction, performance, non-performance, breach, or any other aspect of this Contract, shall be settled by binding arbitration in accordance with the Commercial Rules of the American Arbitration Association at Los Angeles, California and judgment upon the award rendered by the Arbitrators may be entered in any court having 12 June 2017 jurisdiction thereof. The City does not waive its right to object to the timeliness or sufficiency of any claim filed or required to be filed against the City and reserves the right to conduct full discovery. 10.15 NOTICES. Any notice or demand to be given by one party to the other must be given in writing and by personal delivery or prepaid first-class, registered or certified mail, addressed as follows. Notice simply to the City of Vernon or any other City department is not adequate notice. If to the City: City of Vernon Attention: 4305 Santa Fe Avenue Vernon, CA 90058 If to the Contractor: i i Any such notice shall be deemed to have been given upon delivery, if personally I delivered, or, if mailed, upon receipt, or upon expiration of three (3) business days from the date of posting, whichever is earlier. Either party may change the address at which it desires to receive notice upon giving written notice of such request to the other party. 10.16 NO THIRD PARTY RIGHTS. This Agreement is entered into for the sole benefit of City and Contractor and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right or remedy in, under, or to this Agreement. 10.17 TERMINATION FOR CONVENIENCE (Without Causel. City may terminate this Contract in whole or in part at any time, for any cause or without cause, upon fifteen (15) calendar days' written notice to Contractor. If the Contract is thus terminated by City for reasons other than Contractor's failure to perform its obligations, City shall pay Contractor a prorated amount based on the services satisfactorily completed and accepted prior to the 13 June 2017 effective date of termination. Such payment shall be Contractor's exclusive remedy for termination without cause. 10.18 DEFAULT. In the event either party materially defaults in its obligations hereunder, the other party may declare a default and terminate this Contract by written notice to the defaulting party. The notice shall specify the basis for the default. The Contract shall terminate unless such default is cured before the effective date of termination stated in such notice, which date shall be no sooner than ten (10) days after the date of the notice. In case of default by Contractor, the City reserves the right to procure the goods or services from other sources and to hold the Contractor responsible for any excess costs occasioned to the City thereby. Contractor shall not be held accountable for additional costs incurred due to delay or default as a result of Force Majeure. Contractor must notify the City immediately upon knowing that non-performance or delay will apply to this Contract as a result of Force Majeure. At that time Contractor is to submit in writing a Recovery Plan for this Contract. If the Recovery Plan is not acceptable to the City or not received within 10 days of the necessary notification of Force Majeure default, then the city may cancel this order in its entirety at no cost to the City, owing only for goods and services completed to that point. 10.19 TERMINATION FOR CAUSE. Termination for cause shall relieve the j terminating party of further liability or responsibility under this Contract, including the payment of i money, except for payment for services satisfactorily and timely performed prior to the service of the notice of termination, and except for reimbursement of(1) any payments made by the City for service not subsequently performed in a timely and satisfactory manner, and (2)costs incurred by the City in obtaining substitute performance. If this Agreement is terminated as provided herein, City may require, at no additional cost to City, that Contractor provide all finished or unfinished documents, data, and other information of any kind prepared by Contractor in connection with the performance of Services under this Agreement. Contractor shall be required to provide such document and other information within fifteen (15) days of the request. 14 June 2017 10.19.1 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 10.20 MAINTENANCE AND INSPECTION OF RECORDS. The City, or its authorized auditors or representatives, shall have access to and the right to audit and reproduce any of the Contractor's records to the extent the City deems necessary to insure it is receiving all money to which it is entitled under the Contract and/or is paying only the amounts to which Contractor is properly entitled under the Contract or for other purposes relating to the Contract. The Contractor shall maintain and preserve all such records for a period of at least three (3)years after termination of the Contract. The Contractor shall maintain all such records in the City of Vernon. If not, the Contractor shall, upon request, promptly deliver the records to the City of Vernon or reimburse the City for all reasonable and extra costs incurred in conducting the audit at a location other than the City of Vernon, including, but not limited to, such additional (out of the City) expenses for personnel, salaries, private auditors, travel, lodging, meals, and overhead. 10.21 CONFLICT. Contractor hereby represents, warrants, and certifies that no i member, officer, or employee of the Contractor is a director, officer, or employee of the City of Vernon, or a member of any of its boards, commissions, or committees, except to the extent permitted by law. 10.22 HEADINGS. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be i a full or accurate description of the content thereof and shall not in any way affect the meaning ! or interpretation of this Agreement. 10.23 ENFORCEMENT OF WAGE AND HOUR LAWS. Eight hours labor constitutes a legal day's work. The Contractor, or subcontractor, if any, shall forfeit twenty-five dollars ($25)for each worker employed in the execution of this Agreement by the respective 15 June 2017 Contractor or subcontractor for each calendar day during which the worker is required or permitted to work more than 8 hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Sections 1810 through 1815 of the California Labor Code as a penalty paid to the City; provided, however, work performed by employees of contractors in excess of 8 hours per day, and 40 hours during any one week, shall be permitted upon compensation for all hours worked in excess of 8 hours per day at not less than 1'/2 times the basic rate of pay. 10.24 LIVING WAGES. Contractor, and any Subcontractor(s), shall comply with the City's Living Wage Ordinance. The current Living Wage Standards are set forth in Exhibit "D". Upon the City's request, certified payroll records shall promptly be provided to the City. 10.25 EQUAL EMPLOYMENT OPPORTUNITY PRACTICES. Contractor certifies and represents that, during the performance of this Contract, it and any other parties with whom it may subcontract shall adhere to equal employment opportunity practices to assure that applicants, employees and recipients of service are treated equally and are not discriminated against because of their race, religion, color, national origin, ancestry, disability, sex, age, medical condition, sexual orientation or marital status. Contractor further certifies that it will not maintain any segregated facilities. Contractor further agrees to comply with The Equal Employment Opportunity Practices provisions as set forth in Exhibit"E". [Signatures Begin on Next Page]. i I i i 16 June 2017 IN WITNESS WHEREOF, the Parties have signed this Agreement as of the Commencement Date stated on the cover page. City of Vernon, a California charter City [CONTRACTOR'S NAME, a [State and California municipal corporation incorporated in] corporation By: By: [Insert Name and Title] Name: Title: ATTEST: By: Maria E. Ayala, City Clerk Name: Title: APPROVED AS TO FORM: Hema Patel, City Attorney i i I i i 17 June 2017 EXHIBIT A REQUEST FOR PROPOSALS i i i i i i I 18 June 2017 EXHIBIT B PROPOSAL 1 C i if I 19 June 2017 EXHIBIT C SCHEDULE i I I I I i i 20 June 2017 EXHIBIT D LIVING WAGE PROVISIONS Minimum Living Wages: A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. I i i I i i i i 21 June 2017 EXHIBIT E EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. I I I I I 22 June 2017 EXHIBIT B PROPOSAL 19 TABLE OF CONTENTS I. Proposal B. Cover Letter.........................................................................2 C. Introduction........................................................................3 D. Scope of Work.....................................................................4 E.Work Plan (see Exhibit A, page 9)....................................6 F. Fees and Costs......................................................................6 G. Ability of the Proposer to Perform...................................6 II. Attachments A. Exhibit A: Work Plan.........................................................9 B. Exhibit B: Affidavit of Non-Collusion..............................1.2 C. Exhibit C: Staff and Sub-Contractor Resumes................14 D. Exhibit D: Writing Sample,Fran Jemmott......................25 E. Exhibit E: Writing Sample,Ann-Marie Jones .................29 F. Exhibit F: Work Sample, Transmittal Report...................33 G. Exhibit G: Work Sample, Grantee Ma 36 i B. Cover Letter stJemmott Rollins "Iuup,fiie. 5443 Overdale Drive,Los Angeles,CA 90043 1 Tel.323-293-7074 I www.jemmottrollinsgroup.net July 13, 2017 City of Vernon, California Attn: Carlos R. Fandino, Jr. 4305 Santa Fe Ave Vernon, CA 90058 Dear Mr. Fandino, On behalf of Jemmott Rollins Group, Inc. I am pleased to submit a proposal in response to your RFP for"Administrative Management of Vernon CommUNITY Fund Grant Committee Activities."This proposal will remain valid for a period of 90 days through October 13, 2017, Please feel free to contact our office using the contact information provided below. If I am not available, our Senior Program Associate, Maya Cacavas, will assist you. Thank you for your consideration. Sincerely, Frances E. Jemmott (213) 509-1032 Jemmott Rollins Group,Inc.I Vernon RFP Response 2 of 38 C. Introduction With this proposal the Jemmott Rollins Grot►p, Inc. (JRG) intends to present our deep understanding of the City of Vernon Administrative Management of Vernon CommUNITY Fund Grant Committee Activities. The Vernon CommUNITY Fund (VCF) is unique among municipal grant-making operations which typically provide support to non-profit organizations to carry out the work of government or provides grants from a fund that has been contributed to a city often by entities with ties to elected officials. VCF is distinguished by its grounding in an ordinance that clearly expresses the charitable intent of the City of Vernon to support non-profits and other municipalities as a commitment of good government. The Ordinance No. 1218 speaks to the importance of the City's commitment to share with residents of other co►mnunities the benefits derived from the nature and history of Vernon, an industrial city founded in 1905. In undertaking the commitment to assist City of Vernon in its efforts, JRG understands the need to provide best in class support that assures the VCF funds will be put to their best and highest purposes. Our approach to management assistance is to share our knowledge of best practices in organized philanthropy with City of Vernon staff. The methods and procedures outlined in the proposal assures a level of effort that efficiently and effectively organizes tasks and meets schedules that support regular meetings of the Vernon Community Fund Grants Committee, the needs of the City Administration to receive accurate and well-documented information upon which the grants management process rests, the needs of community residents that seek resources and want assurances that those reviewing their applications have a genuine understanding of community needs and experiences. JRG proposes to maintain an effective platform for receiving and sharing information with applicants, VCF Grants Committee members, the general public and City of Vernon staff. Information about the find and its decision making processes will be available to the public on the VCF website and otherwise, in accordance with the Brown Act, to assure the highest level of transparency. City of Vernon staff will have access to our staff during regular business hours and for scheduled meetings of the Fund, committees of the Fund and preparatory meetings of the Grants Committee. Written materials will be submitted in draft form to City of Vernon staff well j in advance of their release to the public in a form that promotes effective decision making. The proposed budget in support of this operation will provide outreach to the community to: encourage qualified applicants to consider support from the find; ensure due diligence and site visits to applicants to certify funds requested will be used for their designated purpose; conduct grantseeker workshops to provide technical assistance to applicants; create a level playing field and inclusive approach to screening applicants; deliver assessments that outline the benefits of the proposed grant, as well as any risks associated with it; provide copy editing; offer expert consultation for applications involving capital grants and specialized knowledge; promote efforts that provide public recognition of the City of Vernon and its businesses in support of charitable efforts; and ensure a high level of collaboration with all City of Vernon officials, staff and commissioners involved in the Vernon CommUNITY Fund effort. We will strive to demonstrate at all times the privilege and honor it is for JRG to support this very worthy effort. Jemmott Rollins Group,lnc. I Vernon RFP Response 3 of 38 D. General Scope of Work JRG fully intends to support the City of Vernon staff by providing comprehensive Administrative Management of tile Vernon ComrnUNITY Fund Grant Committee Activities. The subsequent work plan will detail our approach to the work, which is driven by preparation and participation in the Quarterly Grants Meetings of the VCF Grant Conunittee. To assure comprehensive support and services, JRG conducts business during the normal wort:week from 9:30 am to 6:00 pm in a designated and staffed office with a direct line for handling inquiries and other matters for the Vernon CommUNITY Fund. We assume an average level of effort of 45% of time for 2.5 FTE, which includes the staff members indicated in this proposal. Past experience indicates that an increase from 40% (14 hours per week) to 45% (closer to 16 hours) is needed to work on activities such as two planned grantmaking workshops. Our approach to deliverables and quality assurance for the scope of work is driven by the Quarterly Grants Meeting dates, planning the time and activities needed to prepare for the meetings, following up on the grant awards and monitoring the progress on those awards. We are fully staffed and prepared to support the work of the City of Vernon in the following service areas: Strategic Planning Assuring that each grant docket has been meticulously prepared and includes essential information for the Grants Committee to make effective decisions; Review each grant received to determine that recipient meet basic qualifications: has legitimate non-profit status or fiscal sponsorship by a qualified non-profit; serves residents of the designated VCF catchment area; provides evidence of capacity to plan and implement work supported by the grant application; distinguishes between project and core operating fund requests and provides valid reasons; and meets the priorities set forth in the Ordinance establishing the Fund. Operate with understanding and flexibility of the dynamics of operating a municipal find that may require changes in funds available; desire for special funds expressed by Grants Committee members; conditions (such as disasters or emergencies) that may require a timely response; and input from the City Cleric, City Attorney, Finance Officer or others that may influence an award. Establish a system for collecting feedback from applicants and grant award recipients to engage in continuous improvement of the Vernon CommUNITY Fund. Manaizement and Coordination: Maintain open and clear lines of communications with City of Vernon staff with assurances for complete transparency in our operations and rationale for recommendations; Develop and adhere to schedules that are responsive to public notices, calendars of individuals with whom we most closely work; I i Jennnott Rollins Group,Inc. Vernon RFP Response 4 of 38 I i I i Hold ourselves accountable to the highest levels of trust and discretion in all aspects of our work with the City of Vernon and its constituents in all matters regarding the VCF; Provide high quality forward-facing materials for distribution to the public and on the website; Plan and implement quarterly meetings of the Vernon Grants Committee; Prepare all materials related to the grants docket; Thoroughly vet each recommended grant to assure qualifications including financial documents, legal standing as charitable entity, board of directors, conflicts of interest, areas served and populations served, value to the community and value added to the VCF; Weigh each recommended grant to amount of request, finds available in VCF, activities to be supported and support from other funders and organizational fundraising efforts; Encourage grant applicants to consider appropriate ways of recognizing City of Vernon contribution to their efforts; Participation by JRG staff to explain and respond to all matters related to the Grants docket; Understand and practice appropriate protocols in all public meetings relative to our role as management assistants to City of Vernon staff, Prepare and update a handbook on operations of the VCF to document developments and changes in operations as they occur and are needed. Public Relations and Communications: i Assist City of Vernon Public Information Officer in efforts to promote grantees and their work; Assist grantees in their understanding of City of Vernon and a community supporter and messages appropriate to describing COV as a good neighbor; Assist community organizations and Grants Committee members in learning about opportunities to meet, attend events and put a personal face on the VCF throughout the catchment area; Represent the City of Vernon and speak on behalf of the VCF at significant events. Information Technology and Technical Assistance: Act as principal custodian for Vernon Community Fund web page; Maintain licenses and contracts with FluidReview service provider; Provide assistance for VCF Grants Committee in accessing information about grants and using the FluidReview platform; Jenunor[Rollins Group,rnc. I Vernon RFP Response 5 of 38 Prepare and provide visual aids for meetings of Grants Committee; Collaborate with IT personnel at City of Vernon to support meetings; Manage data base of applicants, grantees, and key contacts. F. Worlc Plan See attached Exhibit A F. Fees and Costs Full cost of the contract to JRG: $165,000 Annual $495,000 Three Year Total Licensing for Fluid Review Grants Management $9,500 per year G. Ability of the Proposer to Perform Project Team (Resumes attached,see attached Exhibit C) Fran Jemmott/ Project Leader 20 hours per month Overall management responsibility; develop grantmaking practices and standards; engage organizations and leaders; provide due diligence and site visits; brief VCF Chair; facilitate meetings (See attached Exhibit D for ivriting sample) Maya Cacavas/ Senior Program Associate 30 hours per month Coordination and quality control of deliverables and calendars; process invoices and payroll; monitor consultant contracts; organize team meetings; troubleshoot with grantees; prepare materials and manage VCF meeting requirements with City of Vernon Staff James HuIV IT Manager 30 hours of month Data management for all VCF collection and dissemination; maintain grantee map; develop quarterly reports for VCF; monitor grantee reports; manage designated phone line for VCF LaTeesha Pinkney/Program Assistant 20 hours per month Assists Project Leader and team by scheduling site visits; receive calls when IT is j not available; assist in preparation of materials; prepare local travel j reimbursements i Anne Marie Jones/Grants Consultant 20 hours per month Jemmott Rollins Group,Inc. I Vernon RFP Response 6 of 38 High level support in reviewing and conducting due diligence on applications, prepare grant write-ups for grant dockets, participate in VCF team meetings and meetings of VCF (See attached Exhibit E for•ii riting sample) Michel Dory/Interior Architect Flat fee - TBD Review capital grant applications and monitor implementation of awards Jemmott Rollins Group, Inc. offers extensive experience in grantmaking and administration of activities. Our staff and long-term consultant team provide a deep bench in all aspects of reviewing grant applications; capacity to fairly and thoroughly evaluate applicants using standards and best practices of high performing grant making organizations; undertake due diligence on applicants, including follow up reporting on grants awarded. For almost four years we have provided assistance to the City of Vernon in implementing the current VCF operations. We assisted the original Vernon City Administration and legal consultants in developing the Ordinance and operating procedures, provided support to develop the website portal for applications/tracking grants and in making necessary modifications to accommodate conditions that arose with financial management, capital grants and incorporating recommendations of the VCF Grants Committee. Our consultation experience with large grantmaking operations includes assisting in the design and implementation with the $30 million Strong Field Project Initiative of the Blue Shield of California Foundation (2007—2014); providing strategic planning and technical assistance to the California Endowment's Building Healthy Communities Initiative---a $100 million 10-year investment that included experience with non-profits in the community of Boyle Heights; and providing assistance to the California Community Foundation's Preparing Achievers for Tomorrow that supported arts, athletics and after school programs in a $12 million, 5-year effort. We understand and make every effort to make grant recommendations that address guidelines provided by the Ordinance and recommendations of the VCF Grants Committee. We also plan to use our expertise and networks to further innovative approaches to grants management and to undertake areas of focus like establishing a scholarship find. Je ninott Rollins Group is a highly respected and trustworthy member of the philanthropic and larger non-profit communities in California. Through membership and board service we support a range of non-profits including: the California Association of Non-Profits; Southern CA Grantmakers; President's Advisory Council of Charles Drew University of Medicine and Science; African American Board Leadership Institute and Urban Council of the YMCA of Greater Los Angeles. Through our affiliate non-profit, Social Action Partners, we provide pro j bono support to build capacity and technical assistance to non-profits throughout the region. JRG is a minority and woman owned for profit S corporation with a staff of four full time employees and annual revenue of$500,000. Our staff is supported by consult experts with one j or more providing expertise to the Administrative Management of Vernon Comm UNITY Fund Grant Committee Activities. We provide a living wage with a minimum of$15.00 per hour to fenunott Rottins Group,►nc. I Vernon RFP Response 7 438 all staff. We are equal opportunity employers and do not discriminate on the basis of race, ethnicity, religion, gender or gender preference. (See attached Exhibit F) References: Peter V. Long, President/CEO Blue Shield of California Foundation 50 Beale Street San Francisco, CA 94105 Peter.Long_na,blueshieldcafoundation.org Shane Goldsmith, President/CEO Liberty Hill Foundation 6420 Wilshire Blvd Los Angeles, CA 90048 SGoldsmith(&libertyhill.org Victor Dominguez, Senior Vice President YMCA Metropolitan Los Angeles 625 S. New Hampshire Avenue Los Angeles, CA 90005 Victorpominguez(a)ymcaLA.org H. Affidavit of Non-Collusion See attached Exhibit B Jemmott Rollins Group,Inc.I Vernon RFP Response 8 of 38 CAD O CD O p C p Cr �i -� v a p N 00 (DOt �y O 00 M Z Z Zv O� N R N 0 O O_ sb CD 00 CD CD O O � `mod O G n W O C7 C7 O b n CA ca o o r✓ �+ o ° `. sv CDCD o c 43 p ° o 0 ° :✓ o o �n CD �- ao cro ° < W. w CD � sv CD o ° o na --0 a w o c o cD ti a ° ° cD 3 cD Gq '0 'vCA CD o �, w a CD CD CD ai CD CD on p. o o n. CD = rn `a - ° (D -" G O- CD cD aCD 0 �. CY ° o CD �,' v o o 0 -r CP cn W c�' ' ° CD CD b CD p — : O ID ° b CD ° v taD N' CD In- v) ° A� -el u p iD �. o C o C CDa rr E3 CD 0 0 � p � no tD J na o O CJ -� oC`D, C7 �v tv �' �_, CD CD 00 GO CD ' < c v ° CD n �, cr4 0 n o ° CD ° o 3 ° `� 3 ., < crc O cr �' CD - N � o v UO o CD CD Jemmott Rollins Group,Inc. Vernon RFP Response 10 of 38 � I � o rn � ti o 0 0 �, o �.Ua :z -a UQ (D o ° o �.CD CD sy c¢o CD 0 'C3- o N m chi a o N w cD aC� i — `° w '2 = w -, . o a. �v � �� wo UaQ � CD tro D a U yo' CsDo _ ,1 � 6 pC Ln -, a °0 � UQ UQ CD 0� -o � a• � � CD CD W 0 .� > p a S a N w UQ Uo o o (JQ 0 o O -s O- -• R -c UQ NCD CD w 9 o ° . _ CDO CP o N � a m N 6 p � C a ?�. ^c O p n `C O CD W •� n CA r. UQ CD � ,� ,ti, �• UQ (D w �' At 2 p p� U� CD CD CD v r- CD -p CAD a• o c CDCD ry CD w U -� UQ w U� w N N a N W n 7 UQcr CL p 6' W O tv UQ p p' CA UQ CD 0 Jemmott Rollins Group,Inc. Vernon RFP Response 11 of 38 EXHIBIT B R AFFIDAVIT OF NON-COLLUSION BY CONTRACTOR STATE OF CALIFORNIA ) )SS COUNTY OF LOS ANGELES ) ��/`�/� -�jr ►/Cf`—I I`'f D! / J ,being first duly sworn deposes and says that h she is (Insert"Sol.Own. ',"Partner","President,' ecretary",or other proper title) of OLL /J_S G ko-0U Id (Insert narne of bidder) who submits herewith to the City of Vernon a bid/proposal; That all statements of fact in such bid/proposal are true; That such bid/proposal was not made in the interest of or on behalf of any undisclosed person, partnership,company,association,organization or corporation; That such bid/proposal is genuine and not collusive or sham; That said bidder has not,directly or indirectly by agreement,communication or conference with anyone attempted to induce action prejudicial to the interest of the City of Vernon, or of any other bidder or anyone else interested in the proposed contract;and further That prior to the public opening and reading of bids/proposals,said bidder: a. Did not directlyor indirectly, induce or solicit anyone else to submit a false or sham Y Y bid/proposal; i b. Did not directly or indirectly, collude, conspire, connive or agree with anyone else that said j bidder or anyone else would submit a false or sham bid/proposal,or that anyone should refrain from bidding or withdraw his/her bid/proposal; C. Did not, in any manner,directly or indirectly seek by agreement,communication or conference with anyone to raise or fix the bid/proposal price of said bidder or of anyone else,or to raise or fix any overhead,profit or cost element of his/her bid/proposal price,or of that of anyone else; d. Did not, directly or indirectly, submit his/her bid/proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof,or to any individual or group of individuals,except the City of Vernon,or to any person or persons who have a partnership or other financial interest with said bidder in his/her business. I certify under penalty of pe 'ury that the above information is correct B . ° Title: Arl Date: �7 3 7 March 2013 Jeniniott Rollins Group,Inc.I Vernon RFP Response 13 of 38 i JEMM©TT 5443 Overdale Drive-Los Angeles,CA 90043 AMLLIIWM Tel. (323)293-6646•Fax(323)293-7074 ��P' AMC. Email:jemmroll@worldnet.att.net Consulting on the cutting edge Website:jemmottrollinsgroup.net Frances E.Jemmott Principle/CEO Summary: I have more than forty years in innovative policy and program development in the non-profit sector including grassroots community-based organizations; university-based research and policy centers; philanthropy and large associations. Currently: Since May, 2003, principal of woman/minority owned consulting practice specializing in organizational development and strategic planning, to foster progressive social change;technical assistance and customized training materials; board and staff development and group facilitation planning and implementation. 4.5FTE staff and four consultant associates Clients.- 0 BIL e Shield California Foundation, San Francisco • California Association of Non-Profits, Los Angeles • California Community Foundation • Casey Family Programs, Seattle • City of Vernon • Conuliunity Coalition, Los Angeles • Liberty Hill Foundation • Public Health Foundation Enterprises, City of Industry, CA • The California Endowment • The Twenty First Century Foundation,NY • US Department of Health and Human Services, Office of Regional Health Administrator, San Francisco Employment History: 1996-2003 The California Wellness Foundation, Woodland Hills,CA Program Director: Women's Health, Sr. Program Officer: Cornlliunity Health 1989- 1996 UCLA Psychology Department, Los Angeles Director, California Self-Help Center 1983- 1989 New York City Self-l-lelp Clearinghouse, Inc. Founder, Executive Director 1973 -- 1983 City University of New York, Graduate School and University Center Center for Advanced Studies in Education, National Self-Help Center Master trainer and research associate, 1968— 1973 New York University, New Careers Development Centel- Master trainer, project director 1963— 1968 Volunteer and paid positions in various organizations Civil rights activist and commLulity organizer Edateation: Howard University, Washington, DC 1961- 1963 Certificate: Anderson School/UCLA Program for Mid-Level Managers; i National Society for Training Development i Affiliations: 2013 Seniof•Fellow, UCLA Laskin School of Public Affairs 2015 Humanitarian Award for Social Justice, Peace Over Violence, Los Angeles 2016 Founders Award, Liberty Hill Foundation, Upton Sinclair Dinner, Los Angeles I Jemmott Rollins Group,[nc.I Vernon RFP Response 15 of 38 I� Frances E.Jemmott Page 2 Publications, references and additional employment detail argon request 2007-2012 Led the program design and implementation for the Strong Field Project, a signature effort of Blue Shield of California Foundation to end domestic violence in California. The four-year multi-million dollar project includes leadership development,organizational development,field building and strengthening organizations, individuals and communities to better prevent domestic violence and support those affected by it. 2009- ' Founded Social Action Partners, an independent 501(c)(3) to fortify the non- profit infrastructures in low-come communities of color. The organization is the South Los Angeles Hub Convener for Building Healthy Communities, 2004-2006 SCOPE: Strategic Concepts in Organizing and Policy Education Assisted the President/CEO as the interim managing director for social justice organization with annual budget of$2million; 23 staff-,five direct reports to establish/update financial, personnel and other internal systems and strengthen Board of Directors; initiate strategic plan; provide leadership to Coalition for Health and.IUStice in strengthening policy advocacy at community level to improve public health infrastructure in LA County; transition to new ED 2003 -2006 Casey Family Programs Consultant to Powerful Families Program designed to strengthen families at risk for out of home placement of children through development of advocacy and community leadership curricular materials; I provided technical support to CFP staff in design and implementation of pilot program in 35 sites across the US; trained 500+ local agency staff 2003--2004 United States Department of Health and Human Services, Office of the Regional Health Administrator, Region IX Led the planning team and implemented Regional Conference on Overweight and Obesity Prevention 200+ participants from 5 states and Pacific Territories 1996-2003 The California Wellness Foundation Senior Program Officer and Program Director for Community Health and Women's Health involving annual grant making of$3 million and design and implementation of the Children and Youth Comnunity Health Initiative(1996-2002), a 5 year$20 million investment in ten communities across California; provided leadership to local and national affinity groups and co-chaired 1999 Conference of Grantmakers for Children Youth and Families 1988 -1996 California Self-Help Center, UCLA Psychology Department Management responsibility for a research and demonstration project funded by the CA Department of Mental Health to promote self-help mutual support groups in preventing emotional dysfunction arising from a range of life predicaments; maintain a database of self help groups statewide and 800 toll free lines that referred 30k callers each year, trained group facilitators, provided coordination and communications to support local efforts. AnnLial budget of$1 million; 17 staff--students and volunteers Jemmott Rollins Group,Inc.I Vernon RFP Response 16 of 38 MAYA T. CACAVAS Los Angeles,CA 90042 1 (323) 253-8102 1 mcacavas@gmail.com SUMMARY OF QUALIFICATIONS:Exceptional Administrative experience focusing on task prioritization, time management,attention to detail and organizational skills. Able to manage multiple projects,deadlines and priorities and work well tinder pressure.Possesses excellent written and verbal communication skills. Entrusted with a full spectrum of daily operations and client relations. Understands and maintains sensitive and confidential information pertaining to the company and its clients. ADMINISTRATION CLERICAL CUSTOMER SERVICE • Ensure effective day-to-day • Project Management and • Develop and nurture client operations management logistics relationships • Complete required reports • Keep files,records and • Strong Time Management • Coordinate email and mail information organized and skills communications updated • Strong written and verbal • Efficient in technical skill • Type 85 wpm communication skills methods,procedures& • 10 Key proficient • Strong interpersonal skills processes 0 Attend meetings, take notes • Excellent problem solve& • Evaluation&Reconciliation • Reconcile client orders to of Inventory billing system identify resolutions to address • Considerable attention to a Manage multiple projects customer needs detail • Consistent follow-up • Efficient in Microsoft Office • Exceptional organizational (Word, Excel, PowerPoint) & throughout order process skills Oracle ERP system • Patient and attentive • Computer literate(PC& Mac) PROFESSIONAL EXPERIENCE JEMMOTT ROLLINS GROUP,INC. Los ANGELES,CA 3/2017-PRESENT Senior Program Associate Apply strong project management and technical assistance skills to carry out contracts,including Grants and Program Management. Primary focus of position devoted to providing service and fulfilling deliverables for City of Vernon's Vernon CommUNITY Fund. • VCF client support to assure rapid response to questions,needs and client relations matters • Act as an internal coordinator and lead for grants management projects with an emphasis on the VCF • Track VCF deliverable progress/ due dates • Assist with compiling and preparing materials for Vernon Staff meetings/ Grant Committee Reviews • Coordinate JRG internal staff meetings as well as/ in support of meetings with contract clients • Provide technical assistance to clients of the Vernon CommUNITY Fund/ Vernon City Staff as required • Develop content for,edit,copy and utilize new and creative forms of communications Display excellent verbal and customer service skills in all dealings CHASE BRASS AND COPPER Co.LLC I Los Angeles,CA 2012-3/2017 Administrative Assistant/Customer Account Representative Provide exemplary communication with customers/clients,management and corporate offices to ensure they are in line with company guidelines. Customer satisfaction is of the utmost importance and is j attained through consistent and ongoing order status updates and handling/ensuring that all logistics are smooth and seamless. j . Contact clients on a daily basis and maintain records of communications and timelines. i Iemmott Rollins Group,Inc.I Vernon RFP Response 17 of 38 • Contact contract vendors to facilitate processing of client orders. • Facilitate and process orders for high-volume clients exceeding$2,000,000 per month. • Manage 50 unique accounts for company recycling program. • Provide detailed attention to order specification,creating customized accounts for individual clients,balancing client and company needs and maintain more than 20 consecutive months without order errors. • Manage entire office operations on a weekly basis in the absence of management personnel, including day-to-office procedures,managing on-site contract workers,overseeing next day's orders and deliveries and interfacing with Ohio headquarters as needed. • Responsible for ensuring compliance of all required documents,adhering to rules&regulations and overseeing bimonthly/monthly audits conducted by external auditors. RICHARD RIORDAN PRIMARY CENTER I Los Angeles,CA 2008-2012 Administrative Assistant/Teacher Assistant Administered excellent support for a multitude of miscellaneous tasks to support not just the organization and administrators,but the teachers and students as well. Coordination of projects with attention to minor details to ensure successful events. • Utilize PAL(Process Assessment of the Learner) instrument for intervention-based analysis of student reading&writing performance for kindergarten and 1•�grade children. • Develop and implement daily plan,organize materials and record student progress. • Maintain organizational records and compile worksheets for the various duties performed. • Coordinator and facilitator of major student/school functions and special events. • Supervise children inside classroom and on the playground. • Maintain professional communication with administration and classroom faculty. SMARTEQUITY HOME LOANS Los Angeles,CA 2005-2008 Loan Processor/Receptionist Provided clerical support to the staff of the company which included,but no limited to,answering j phones,handling mail,office filing,and order of supplies. • Interface with bank representatives,clients,real estate/mortgage professionals regarding loan programs,rates and special offers. • Create new client files consisting of applications,credit reports,financial records and debts. • Worked with 20-30 lenders on a regular basis and was responsible for packaging and processing client loans/ mortgage refinances from start to finish. • Determine required documents and work with clients to generate outstanding items. • Maintained the Customer Relations Management database both electronically and manually. • Trusted with highly confidential and sensitive customer information and mediated such information with financial institutions and real estate officers. j • Manage smooth running of the office,inventorying and ordering supplies,troubleshooting office equipment malfunctions,contacting service-vendors,ordering food for company staff meetings. • Answer and log phones calls,transfer calls to appropriate personnel,and troubleshoot client issues as needed. EDUCATION Latin American Studies,B.A. I California State University,Los Angeles,CA Honors &AP Student I San Gabriel Mission& Ramona Convent High School,Los Angeles,CA VOLUNTEER&SOCIAL CHANGE WORK Building a Brighter Future for Abandoned&Vulnerable Children Volunteer 1 Unity40rphans Homeless Volunteer Monday Night Mission Prepare a Meal Volunteer Downtown Women s Center Students Together Organizing PEACE Peace Over Violence Youth Self-Defense&Safety Instructor Peace Over Violence Jenunou Rollins Group,Inc.I Vernon RFP Response 18 of 38 JAMES HULL (562) 235-0786 a Jehull@gmail.com a 2120 Magnolia St. a Los Angeles, CA 90806 QUALIFICATIONS: Creative and innovative Customer Support Representative with IT experience.Ability to convey, interpret and resolve complex problems while maintaining professionalism and customer confidence. Excellent communication and problem solving skills with proven results in high intensity situations. Proficient in multiple operating systems including Windows based architecture (XP, Vista, 7, NT), Mac OS and Linux.Adept in learning and assimilating new technologies and procedures quickly and effectively. Software Knowledge: • Microsoft Office Suite • Microsoft Access • MS Information Server • MS FrontPage • MySQL • Adobe Design Suite • Flash (MX, 8, 9) • Apache Web Server Programming Languages: • C/C++ PHP XML/XHTML ASP • JavaScript • CSS PROFESSIONAL EXPERIENCE: JEMMOTT ROLLINS GROUP, INC. Los Angeles, CA 7/12 - Present IT Support Technician • Maintain grant application website and grantee database for Vernon CommUNITY Fund (VCF) • Provide technical support and guidance to VCF applicants via phone and email • Consolidate and prepare documents and materials • Website update and maintenance • Network and systems installation and maintenance 3/10 —8/10 US CENSUS BUREAU, Lynwood, CA Field Operations Clerk • Assembled and prepared materials for enumerators and crew leaders • Used Federal Operations Control System to print reports and necessary paperwork for field enumeration j • Catalogued and processed return data provided by field crew • Assisted in quality control and material maintenance for assignment preparation MASS MOVEMENT INCORPORATED, Gardena, CA 8/05 —6/09 Administrative Support/Consumer Sales Liaison • Determined routing and delivery schedule for orders in Northern and Southern California • Primary party responsible for the maintenance and accuracy of inventory database including database management and report generation • Acted as liaison between first party manufacturers and regional manager to coordinate high profile orders for delivery • Oversaw quality assurance program and was primary proponent in revised quality control process LOKER UNIVERSITY STUDENT UNION, Carson, CA 9/99 —6/04 Graphic Artist • Conceptualized and composed artwork for advertising and marketing campaigns • Responsible for coordinating layout, design and typesetting for University Union newsletter • Developed and maintained University Student Union web site • Used various applications to fulfill duties: Windows XP, Photoshop, Illustrator, InDesign, PageMaker, Dreamweaver, Flash MX, FrontPage • Performed routine maintenance, upgrading and reparation of computer systems and networks EDUCATION: • CALIFORNIA STATE UNIVERSITY DOMINGUEZ HILLS, Carson, California Bachelor of Science, Computer Science, 2005 • LOS ANGELES SOUTHWEST COLLEGE, Los Angeles, CA Coursework towards Associates Degree: Computer Science, 1996-1998 femmott Rollins Group,fnc.I Vernon RFP Response 19 of 38 LaTeesha Pinkney 1226 West Imperial Hwy. I Los Angeles, CA 90044 1 (323)413-5353 1 ms.lpinkney@gmail.com Hiehlip-lit of Onalifications ■ Provides some leadership carrying out contracts including Grants and Project Management, Communications and Program Development; ■ Ability to contribute ideas on a variety of contemporary sociopolitical issues; ■ Ability to work on multiple projects while remaining focused on specific details associated with each Internal coordinator and lead for-grants management project Conducts follow up on assignments associated with fulfilling client needs Schedule and coordinate details related to meetings,conference calls, retreats, conferences,workshops, travel,sub-contracts and reports; ■ Assists with compiling and preparing materials for contracts and subcontracts;draft consultant contracts and invoices,as needed ■ Excellent verbal and customer service skills; active and empathic listening skills;reflective and analytical contributor ■ Excellent computer and internet skills,including experience with Microsoft Office integrated software including Word,Excel,PowerPoint,and Outlook,etc. ■ Provides administrative and logistical support for current projects ■ Receives and responds to requests for services,requests for proposals or qualifications by determining if requests fit within the company's business model; overall areas of competence and values Writes routine agendas and notes for meetings for distribution to participants and clients ■ Performs administrative functions such as filing,copying, mailing and directing calls and other necessary office support. ■ Maintains database of consultants,vendors and contacts of the Executive Director ■ Maintains all electronic and hard copies of financial documents for tax purposes. Monitors general and program related inventory on a monthly basis. ■ Deliver checks payable Education CALIFORNIA STATE UNIVERSITY, LOS ANGELES Los Angeles,CA Bachelor of Arts,Social Work 06/2016 SANTA MONICA COLLEGE Santa Monica,CA Associate of Arts, Liberal Arts, certificate in Social and Behavior Science 06/2012 Professional Experience JEMMOTT ROLLINS GROUP, INC. Los Angeles,CA Program Assistant 09/2016-Present ■ Assist CEO in fulfilling deliverables for clients who are primarily high-end nonprofit organizations including foundations, municipal government and large independent non-profits; ■ Receives and responds to requests for services, requests for proposals or qualifications by determining if requests fit within the company's business model; overall areas of competence and values; ■ Handles details related to meetings, retreats, conferences,workshops, travel,sub-contracts and reports; ■ Drafts contracts, budgets and reports to clients; agendas for meetings,and takes/publishes notes for participants ■ Prepares invoices, tracking expenses and reports ■ Assists in workshop facilitation and note taking Jemmott Rollins Group,Inc. I Vernon RFP Response 20 of 38 LaTeesha Pinkney 2 THE RIGHTWAY FOUNDATION Los Angeles,CA Social Work Intern 10/2015—07/2016 ■ Developed, recommended,and implemented programs and processes to further agency goals ■ Evaluated needs, identified and created solutions, managed resources, and met critical needs and deadlines ■ Organized, monitored and coordinated training programs and services ■ Conducted initial intake interviews for possible agency participants ■ Tracked participant improvement, assessed progress, and general case management of participants • Set goals that helped promote self and team sufficiency ■ Worked with clients of diverse backgrounds ■ Maintained, input and logged every contact and service for each student with accuracy SECURITAS Victorville,CA Security Guard 02/2012—06/2014 • Submitted daily reports of activities and irregularities, such as equipment and property damage,theft, presence of unauthorized persons and unusual occurrences. ■ Answered alarms and investigative disturbances SANTA MONICA COMMUNITY COLLEGE, Scholarship Office Santa Monica,CA Student Worker/File Clerk 06/2009—09/2011 ■ Sorted incoming materials to determine how and where they should be classified. • Kept record and Input data such as: file numbers and new or updated information. ■ Performed general office duties such as typing,answering multiple phone lines, operating office machines, processing incoming and outgoing mail. Skills ■ Very successful at multitasking, punctuality, and time management ■ Exceptional critical thinking skills, leadership skills, and organizational skills ■ Strong ability to effectively supervise, mentor, and evaluate employees ■ Ability to maintain effective working relationships with City employees, outside agencies,and members of the public ■ Works effectively with minimal supervision and when faced with frequent interruptions. ■ Knowledge of specific populations,departments, non-profit organizations, and resources within Los Angeles County ■ Provides thought partnership ■ Excellent oral and written communication skills ■ Calm demeanor even under significantly stressful situations ■ Working knowledge of non-profit management ■ Culturally sensitive and competent ■ Clerical/Administrative duties including but not limited to: Filing, making copies, processing mail, answering multiple phone lines, preparing and mailing or emailing correspondence ■ Strong ability to work with speed, efficiency and accuracy while paying close attention to detail ■ Ability to accomplish multiple and rigorous tasks as well as prioritize deadlines ■ Proficient in Microsoft Office Applications and web browsers;type 35 wpm Jemmott Rollins Group,Inc.I Vernon RFP Response 21 of 38 Anne-Marie Jones 4128 Somers Avenue •Los Angeles, CA • 90065 hellomissjones .amail.com 323-828-4188 EXECUTIVE SUMMARY • Veteran professional with deep understanding of philanthropic operations, organizational and programmatic planning,and institutional strategy implementation • Proven track record in development of facilities,operational planning and organizational transition • Strong negotiation, project management and analytical skills PROFESSIONAL EXPERIENCE Consultant(7/14-present) • Principal of a consulting practice focusing on the effective implementation and integration of organizational strategy and tactics. Recent client projects have included:facilitated a headquarters relocation strategy for a$1 billion private foundation;conducted grantmaking for a multi-billion dollar family foundation;developed recommendations to improve and align grant making for a$150 million private foundation;managed the strategic planning process for a newly elected city official; coordinated a transition planning process for a 5-year program initiative for a community foundation JEMMOTT ROLLINs GROUP(4/15—present) Consultant • Serve as one of the lead team members for a consulting practice that supports public and nonprofit sector clients in creating positive social change in their communities,through the provision of a range of services,including strategic planning and program design, Responsible for leading the grant making on behalf of a$1 million local municipal fund. THE CALIFORNIA ENDOWMENT Director,Center for Healthy Communities(8/10-3/14) Oversaw The Endowment's public programs,statewide Health Exchange Academy and neighborhood affairs for the Los Angeles offices.Specific responsibilities included:establishing relationships with key neighborhood stakeholders;implementing neighborhood-oriented small grants program;participating in local civic groups as The Endowment's representative;directing the development of public program series and events;guiding the delivery of The Endowment's capacity- building training program Project Manager(8/07-7/10) • Managed the implementation of multi-departmental and organization-wide projects. Specific responsibilities include:developing,recommending and tracking project milestones;ensuring the integration of programmatic and operational planning efforts;conducting analyses and providing recommendations on organizational structure,internal communications,operational integration. • Provided guidance on real estate development,as well as planned and managed a comprehensive leasing program and leasehold improvements.Specific responsibilities included:establishing and renegotiating agreements for regional/satellite offices;managing the relocation of regional offices, including overseeing tenant improvements,furniture procurement,and operational transition; establishing policies and procedures for co-location partnerships and shared operations functions Special Assistant to the Executive Vice President&Chief Operating Officer (6/01-8/07) • Served as the primary project liaison for the development of an$80 million headquarters, conference and resource center. Specific responsibilities included: coordinating the finalization of building programming and core/shell and interior design;working with a team to develop conference center program;managing and monitoring the transition from construction to operations;analyzing the project budget and schedule;serving as the day- to-day liaison between the development consultants and executive management Jemmott Rollins Group,Inc.I Vernon RFP Response 22 of 38 Anne-Marie Jones 4128 Somers Avenue•Los Angeles,CA • 90065 hellomissionesna.gmail.com 323-828-4188 PROFESSIONAL EXPERIENCE (continued) BEYOND SHELTER(1/99—5/01) Director,Contracts Administration • Responsible for:monitoring,reporting,and compliance for 20 government contracts totaling approximately$3.5 million dollars annually;negotiated new government contracts; conducted detailed fiscal analysis on contract budgets;wrote and coordinated successful proposals for public funding Director,Collaborations and New Initiatives Managed the development of $1.3 million childcare and family services center and a $1,2 million emergency shelter for families,including monitoring project budgets, coordinating the involvement of partner agencies,and serving as the owner's representative at project meetings EDUCATIONXERTIFICATIONS Master of Public&International Affairs University of Pittsburgh,Graduate School of Public and International Affairs Concentration:Economic and Social Development Bachelor of Arts University of Southern California Major: International Relations Project Management Professional(PMP) Project Management Institute (Original Certification:February 2010) Approved Candidate-United States Foreign Service United States Department of State (2003-2005) AFFILIATIONS -Founding Member,Angelenos for Los Angeles Giving Circle -Member,Alumni Association,University of Southern California -Member,GSPIA Alumni Association,University of Pittsburgh -Member,Southern California Blacks in Philanthropy -Current Member and former Steering Committee Member,The Nonprofit Centers Network Jemmott Rollins Group,Inc.I Vernon RFP Response 23 of 38 h0d DORY AS. NOU DORY • MDOPYDESIOS@GMCIIL.COM • (310) 948-9118 PROFILE EDUCATION Experienced facilities and design professional. California State Polytechnic University Pomona Master of Interior Architecture, March 2012 FACILITIES, CONSTRUCTION UCLA Extension & DESIGN EXPERIENCE Foundation Level Interior Design Certificate Program (82 units), Winter 2011 Jemmott Rollins Group Consultant New Jersey Institute of Technology -Reviewed capital grant applications for Vernon Bachelor of Science-Computer Science CommUNITY Fund. -Conducted site visits and interview project staff. -Produced preliminary readiness assessment Asian Pacific Health Care Venture Inc. (APHCV) summarizing key factors including: Member of facilities team managing renovation to a multi-site community health center - Basic building and site characteristics. including LAUSD school-based health clinics. Experience with construction project in scope .Created preliminary space plans and interior - Status of permitted building plans and bids. elevations for exam rooms, offices, labs and - Possible need for hazard materials remediation various interim clinic spaces using AutoCAD. based on observation, building age and •Prepared and managed FF&E lists. renovation history. -Managed acquisition of FF&E estimates, j - Potential ADA issues not captured in the project procurement, delivery and installs. j scope documents. -Monitored FF&E budget against total project spend; approved invoices for payment. BASE Architecture, Planning & Engineering Facility Assessment Planner assigned to AECOM. Windsor Smith Home •Assess deferred maintenance deficiencies -Determined program requirements; created observed in LA County buildings. furniture plans; researched furniture, fixtures •Lead interviews with building staff to document and accessories for online design clients. existing building issues and prior renovations. •Expedited memos, delivery installs, purchase -Work with electrical and mechanical orders and invoices. engineering team members to establish -Assisted with coordination of installs and individual assessment plan for each building. photo shoots. •QA deficiencies gathered by field teams and prepare preliminary project packaging for cost Los Angeles World Airports (LAWA) - CASW analysis. Construction Maintenance Services (CMS) -Updated Access database queries and Wiehle-Carr Architecture reports used to track construction contracts. Member of design team managing tenant -Reviewed uniform invoices, identified billing improvements to chiropractic offices, issues and created escalation recommendation -Coordinated vendor and contractor meetings. -Performed requirements definition and cost -Created as-built drawings. Updated space, analysis for uniform contract services bid. reflected ceiling plans and power plans. Jemmott Rollins GrouP,Inc. I Vernon RFP Response 24 of 38 EXHIBIT 1 VERNON COMMUNITY FUND gee NOTICE OF FUND AVAILABILITY(NOFA) �h COS' CAPITAL GRANTS The Vernon CommUNITY Fund is pleased to announce the availability of funds for capital expenditures, Potential applicants are encouraged to review the City of Vernon web site (www.ci ofvernon.org)and click on the Vernon CommUNITY Fund button. The following general information appears on the web site as well as more details about the history of grants awarded Background: Founded in 1905 as the first exclusively industrial city in the Southwestern United States the City of Vernon is an industrial city of 5.2 square miles located several miles to the southeast of Downtown Los Angeles in Southern California.Vernon currently houses more than 1,800 businesses that employ approximately 50,000 people,serving as a vital economic engine in the region.Vernon maintains strong philanthropic ties with the neighboring communities where much of its workforce lives, providing significant financial support for public services including health care and education. The Vernon CommUNITY Fund (VCF) contributes to the health,well-being and quality of life in surrounding communities.The Fund is administered by a diverse group of appointed volunteers serving as the Grant Committee which reviews and approves applications from community and faith-based organizations as well as local governments, VCF Mission: The Vernon CommUNITY Fund provides charitable contributions to community-based organizations and governmental agencies in support of efforts to improve the quality of life, strengthen families and affirm Vernon's ties with neighboring communities in pursuit of bright futures. Goals: • To strengthen and support non-profit organizations that benefit residents and neighborhoods; • To improve the built environment of Vernon and nearby communities; • To encourage and inspire positive social development in Vernon and neighboring communities; • To support and assist organizations that expand opportunities for training and development of residents for potential employment in businesses located in Vernon and surrounding communities; • To promote positive social development of children,youth,families and senior residents in Vernon and surrounding areas; • To promote effective and responsible leadership at every level of society Values: • Shared responsibility for the well-being of our neighbors now and into the future; • Integrity and accountability for fair decisions using high ethical standards; • Unity of purpose and commitment to succeed at fulfilling our mission Jemmott Rollins Group,Inc.I Vernon RFP Response 26 of 38 Definition and Funds Available: Capital Grants are specific one-time funding awards that are most often time limited and related to physical acquisition,repurposing and improvement of property that supports an organization's charitable involvement in the community. Capital grants typically do not support personnel, general operating costs or programs. The Vernon CommUNITY fund will award up to$750,000 for one or more capital grant(s) in 2016/2017 and no less than 25%of the total CommUNITY fund annual budget in subsequent fiscal years. Consideration will be given for the following purposes with useful life of 10 years or more: • Equipment,furnishing,and other major material purchases • Renovations,refurbishment, remodeling,rehabilitation,etc. for outdated facilities • Construction or purchase of new facilities • Land purchases • Capital campaigns (formal approaches to major construction projects) • Matching/challenge grants for capital campaigns Eligibilityand nd application process: Capital Grants are for projects located in the area served by the Vernon CommUNITY Fund. All eligibility criteria for the general fund will apply for consideration of a Capital Grant,as well as additional criteria outlined here. The application for a capital grant is different than the typical operating or project support grant. The application process is initiated with a formal letter of interest(LOI) signed by the Executive Director and the Chair of the Board of DiI ectors. This is not the formal proposal. Rather this letter requests the VCF to consider capital grants funding for a specific purpose that is outlined in the letter. Required Information for the LOI (2 pages maximum): • Description of the purpose for which an award would be used; { • Estimated cost of the total project; • Time period in which funds will be spent; • Site Readiness Information (Please see explanation below for more detail.) • Description of final product and value added to Vernon and the surrounding community. Additional requirements: • A copy of the organization's IRS determination letter; • Most recent Form 990 • Most recent financial audit • List of the board of directors • List of other funding partners Site Readiness: The letter of intent for a capital project must contain an accurate physical description of the location for which funds will be used if the applicant is awarded a grant. I 711812016 Jemniott Rollins GroUp,Inc.I Vernon RFP Response 27 of 38 The VCF grant review will include a full review of the following: Site control: Who owns and has title to the property? If not the applicant,what is the relationship between the property owner and applicant? If the applicant non-profit is a tenant of the property, what are the length and terms of the lease? Is the applicant able to assure ten or more years of continuous tenancy? Why is the tenant and not the owner applying for funds? Proposed use of funds: The letter of interest must demonstrate intent well beyond the idea stage of development. Is transparency and approval evident in records of the Board of Directors,its committees and planning meetings? Are other funders of the organization supportive of the capital project,even if they will not be direct contributors? Why does the applicant believe the use of capital grants is feasible to achieve its goals? What is the proposed total estimate of costs and how was it derived? Project Management: What is the proposed plan for managing capital expenditures? What key staff/personnel will be involved? What is their experience with capital grants? What consultant expertise will be used? How will consultants be chosen? Ongoing Maintenance: Is there a plan and budget developed for ongoing maintenance of the capital project?Who will maintain the capital project after completion? Request for Proposal (RFP): The VCF Grant Committee will select the most promising applications to advance to the RFP stage. Applicants may expect site visits,meetings with City of Vernon consultants and Administrative Staff of the City. Timeline: Monday,July 18 Release of Notice of Fund Availability Thursday,Sept 8 Bidders conference (time and place to be determined by 8/25/16) i Monday,Oct 17 Deadline to submit LOI I Monday,Nov 14 Notification of successful bid&Request for Proposal issued i Monday,Jan 30, 2017 Deadline for submission of proposal i May 2017 Presentation for approval by VCF Grants Committee Grant Agreement Letter issued I June 2017 Grant funded i i For additional information,please contact vernoncommunityfund@ci.vernon.ca.us or call (323) 351-1198. I i 'i. I i 711 812 01 6 lenunott Rollins Group,Inc. Vernon RFP Response 28 of 38 I GRANT RECOMMENDATION FORM ' on Como General Applicant Information Applicant Organization: I Jovenes Inc Type of Organization: Community Based(health/Human Services) Year Founded: IJan 199I Annual Budget: $1483,403 No. of Board Members: 8 Amount Requested: $100,000 Recommended Amount: $50,000 Type of support 1Z General Operating requested: F.Project/Program Brief Narrative description of the organization " Jovenes Inc. helps young adults, ages 18-25, leave homelessness behind. Jovenes provides an innovative program of stable housing options, compassionate care, life skills training, and employment support to young adults seeking a path to life change. (The) mission is to help homeless and at-risk youth become productive and integrated members of our community. Many of youth come from group homes, foster care, or the probation department; others are simply no longer able to live with their families nor can they afford to live by themselves. These youth have the desire to turn their lives around but frequently lack the skills and support mechanisms necessary for self-sufficiency. Jovenes empowers youth to develop healthy relationships and make meaningful contributions to the community everyone shares." Organizational strengths: -Strong history and reputation in the community -Proven track record of success with this hard to reach population -Organizational leadership that has expertise in this program area -Relationships with other service providers, elected officials, public agencies, and community residents that support the work Jovenes carries out and that helps to connect youth to needed resources in their communities -Appointed as the lead agency for the Los Angeles County Coordinated Entry System (CE S) in SPA 7, to address the needs of unsheltered people in the region Jemniott Rollins Group,Inc.I Vernon RFP Response 30 of 38 What previous projects has the applicant successfully implemented? -Jovenes has been a leader in providing services to and advocating for youth in the Vernon Community Fund area for almost 30 years. -In the last four years, the organization launched an effort to expand their continuum of care to include permanent housing, after focusing primarily on emergency shelter and transitional housing during the first 25 years of operation. -The organization also recently expanded an initiative to house homeless youth who are attending community colleges, including East LA College, Rio Hondo College, and LA Trade Tech Additional Comments(e.g., challenges in implementation; plans for VCF recognition; media opportunities) Challenges: Their primary challenges for implementation are the growing demand for services and increase in homelessness in the county by 13% over the last two years, which is exacerbated by the ongoing limited funding by public and private sector. VCF Brand Awareness: VCF is listed on their website with other funding very prominent funders in the region. The organization has also supplied stories and interviews for the Vernon Quarterly Issue that featured grantee organizations and the individuals who have been helped by the VCF. Funding Recommendation _Yes Fund this proposal? Recommended Amount: $50,000 No Suggested revision(s)to proposal/fund amount, if applicable: A grant of$50,000 of general operating funds is being recommended for Jovenes Inc. The organization successfully carried out the proposed work described in their first grant from the Vernon CommUNITY Fund and helped 92% of youth placed in permanent housing maintain housing stability. This is Jovenes'second general operating grant request to VCF. Because VCF funds cannot serve as an ongoing source of funds over time for a single organization, this second grant is being recommended at a slighty lower level than the previous award. Jovenes continues to be a strong service provider and supporter of vulnerable youth in the VCF area. Staff reviewer: Anne-Marie Jones Signed: Date: 10 / 10 / 21D16 Jeminott Rollins Group,lnc.I Vernon RFP Response 31 of 38 What previous projects has the applicant successfully implemented? -Jovenes has been a leader in providing services to and advocating for youth in the Vernon Community Fund area for almost 30 years. -In the last four years, the organization launched an effort to expand their continuum of care to include permanent housing, after focusing primarily on emergency shelter and transitional housing during the first 25 years of operation. -The organization also recently expanded an initiative to house homeless youth who are attending community colleges, including East LA College, Rio Hondo College, and LA Trade Tech Additional Comments(e.g., challenges in implementation; plans for VCF recognition; media opportunities) Challenges: Their primary challenges for implementation are the growing demand for services and increase in homelessness in the county by 13%over the last two years, which is exacerbated by the ongoing limited funding by public and private sector. VCF Brand Awareness: VCF is listed on their website with other funding very prominent funders in the region. The organization has also supplied stories and interviews for the Vernon Quarterly Issue that featured grantee organizations and the individuals who have been helped by the VCF. Funding Recommendation _Yes Fund this proposal? Recommended Amount: $50,000 No Suggested revision(s)to proposal/fund amount, if applicable: A grant of$50,000 of general operating funds is being recommended for Jovenes Inc. The organization successfully carried out the proposed work described in their first grant from the Vernon CommUNITY Fund and helped 92% of youth placed in permanent housing maintain housing stability. This is Jovenes' second general operating grant request to VCF. Because VCF funds cannot serve as an ongoing source of funds over time for a single organization, this second grant is being recommended at a slighty lower level than the previous award. Jovenes continues to be a strong service provider and supporter of vulnerable youth in the VCF area. Staff reviewer: Anne-Marie Jones Signed: Date: 10 / 10 / 2016 Jemmott Rollins Group,Inc. I Vernon RFP Response 32 of 38 f ` l Funs O � 5 �f gig BUSIf1BgS �on CC, \0%o\ Grant Review Committee Transmittal Report May 2017 Current Cycle: Docket IV FY16-17 Standard Grants Total$Amount of Grant Requests $205,000/1 year Total Grant Budget—Current Cycle $283,000 Total# Recommended Grants 5 Average Recommended Grant Amount $41,000 Capital Grants Total$Amount of Grant Requests $1,944,068.40 Total Grant Budget—Current Cycle $750,000 Total#Recommended Grants 5 Summary of Recommended Grants STANDARD GRANTS ORGANIZATION REQUESTED RECOMMENDED COMMUNITIES SERVED AMOUNT AMOUNT Alzheimer's Greater Los $39,996 $40,000 Bell, Boyle Heights,Commerce, Huntington Park, Angeles Maywood, Unincorporated East LA,Vernon Boys and Girls Club of $50,000 $50,000 Boyle Heights West San Gabriel Valley Las Fotos Project (2°d) $25,000 $25,000 Boyle Heights, Huntington Park, Unincorporated East LA LA Neighborhood Land $75,000 $40,000 Unincorporated East LA Trust Opportunity Fund (2"d) $50,000 $50,000 Bell, Boyle Heights,Commerce, Huntington Park, Maywood, Unincorporated East LA,Vernon TOTAL RECOMMENDED AMOUNT $205,000 CAPITAL GRANTS ORGANIZATION REQUESTED RECOMMENDED COMMUNITIES SERVED AMOUNT AMOUNT City of Bell $238,268.40 $250,000 Bell Puente Learning Center $750,000 $500,000 Boyle Heights TOTAL RECOMMENDED AMOUNT $750,000 Comments/Observations • Two of the recommended grants are returning grantees • One of the recommended grants is focused on environmental issues and the creation of open space • One of the recommendations supports small businesses • One of the recommendations is focused on Seniors Jemmott Rollins Group,[uc.I Vernon RFP Response 34 of 38 Year to Date FY16-17: Docket III Total$Amount of Grant Requests $1,127,746/ 1 year Total Grant Amount $507,000 Total#Grants Recommended 14 Average Recommended Grant Amount $31,687.50 Projections Total Grants Awarded—Dockets I, II,III,IV= 19 Total$Amount of Grants—Dockets I, II, III, IV $712,000 i I i i I i I i i i VCF Meeting November 2016 femmott Rollins Group,lnc. Vernon RFP Response 35 of 38 i I { - �i• r e .. EASTLOS ANGELES ' ue�• i �t }�t27�•i.m.i�.1��\, *�~'�`tl� •., \ �'x � � y? `\��'�jl�4''�it l � 4 • �•1/ERNONr' r s ea � ��.�r _ f � sIS1 :w�`r�p �. - � r5 _. I.li�Q gy�pp,,T`af��ii iiiM r'M��e �1�.• �.,P�•�+� ` �l ti.� � G'<<�-.�'',.'• °�.�`;• ��:;1�4�� .�r�.�s•i ��j{, r�' �� 1�r:.+i7t�.,\ #i��/�p��r� � !`� COMMERCE��s •3i •NUNTING 9 ARK r _ — -- _ _�� 1 ' ��,��+.+ T' +_ �r Jemmott RollinsGroup, • Response 7/13/2017 Fiscal Yearl Keyrantee 27 Libros Schmibros 9 Southeast Churches Services Center 8 Southeast Community Development Corp. 6 Jovenes, Inc. 2016-2017 7 Abriendo Puertas/Opening Doors 3 YMCA of Metropolitan LA 28 Future Scholars of Bell 16 Proyecto Pastoral at Dolores Mission 7 Las Fotos Project 29 Boys & Girls Club of West San Gabriel Valle 14 Innercity Struggle 15 Holy Angels Church of the Deaf 17 Weingart YMCA 2015-2016 18 Human Services Association 19 Neighborhood Music School 20 LA Center for Law& Justice 116 Self Help Graphics and Art I Plaza Community Services 2 East Los Angeles Women's Center 3 Southeast Rio Vista YMCA 4 Rio Hondo Vernon Rotary Club Foundation 2014-2015 5 California Children's Academy 10 Project Return Peer Support 11 Family Health Care Centers of Greater LA 112 Eastmont Community Center 13 East LA Community Center "The following organizations receive grants to support projects within the Vernon catchment area even though the organizations are based outside the area depicted on the map Opportunity Fund Immigrant Youth Coalition South Central Los Angeles Regional Center 2016-2017 TreePeople Vision to Learn Southern California Gold Association Foundation LA Community Garden Council Alzheimer's Greater LA Los Angeles County Bicycle Coalition Woodcraft Rangers 2015-2016 Helpline Youth Counseling Hispanas Organized for Political Equality South Central Family Health Center Girl Scouts of Greater Los Angeles 2014-2015 Los Angeles Area Council, Boy Scouts of America Jemmott Rollins Group,lnc. Vernon RFP Response 38 of 38 EXHIBIT C SCHEDULE t i +I I I i i I 20 i Prepare and provide visual aids for meetings of Grants Committee; Collaborate with IT personnel at City of Vernon to support meetings; Manage data base of applicants, grantees, and key contacts. E, Fork Plan Sec' attached Exhibit A F. Fees and Costs Full cost of the contract to JRG: $165,000 Annual $495,000 Three Year Total Licensing for Fluid Review Grants Management $9,500 per year G. Ability of the Pro poser to Perform Project Team (Resumes attached, see attached Exhibil C') Fran Jemmott/ Project Leader 20 hours per month Overall management responsibility, develop grantmaking practices and standards; engage organizations and leaders; provide due diligence and site visits; brief VCF Chair; facilitate meetings (See aalached Exhibit D for ii riling sample) Maya Cacavas/ Senior Program Associate 30 hou►s per month Coo-clination and quality control of deliverables and calendars; process invoices and payroll; monitor consultant contracts; organize team meetings; troubleshoot with grantees; prepare materials and manage VCF meeting requirements with City of Vernon Staff Jamcs HUII/ IT Manager 30 hours of month j Data management for all VCF collection and dissemination; maintain grantee map; develop quarterly reports for VCF; monitor grantee reports, manage designated phone line for VCF �I La"Feesha Pinkney/Program Assistant 20 hours per 111011th Assists Project Leader and team by scheduling site visits; receive calls when IT is j not available; assist in preparation of materials; prepare local travel reimbursements Anne Marie Jones/Grants Consultant 20 how's per month i i JemII)OH Rollins Groul'>>Inc. I Vernon RFp Response 6 of 38 High level support in reviewing and conducting due diligence oil applications, prepare grant Write-ups for grant dockets, participate in VCF team meetings and meetings of VCF (See omichea'Exhibit Efi)r writingsamp/e) Michel Dory/Interior Architect Flat fee - `1'[31) Review capital grant applications and monitor implementation of awards Jemmott Rollins Group, Ine. offers extensive experience in grantmaking and administration of activities. Our staff and long-term consultant team provide a deep bench in all aspects of reviewing grant applications; capacity to fairly and thoroughly evaluate applicants using standards and best practices of high performing grant making organizations; undertake due diligence on applicants, including follow up reporting on grants awarded. For almost four year's we have provided assistance to the City of Vernon in implementing the current VCF operations. We assisted the original Vernon City Administration and legal consultants in developing the Ordinance and operating procedures, provided support to develop the website portal for applications/tracking grants and in making necessary modifications to accorrunodate conditions that arose with financial management, capital grants and incorporating recommendations of the VCF' Grants Committee. Our consultation experience with large grantmaking operations includes assisting in the design and implementation with the$30 million Strong Field Project Initiative of tile Blue Shield of California Foundation (2007--2014); providing strategic planning and technical assistance to the California Endowment's Building Healthy COrllrllllnities Initiative—a $100 million 10-year investment that included experience with non-profits in the community of Boyle Heights; and providing assistance to the California Community Foundation's Preparing Achievers for Tomorrow that supported arts, athletics and after school programs in a$12 million, 5-year effort. We understand and make every effort to make grant recommendations that address guidelines provided by the Ordinance and recommendations of the VCF Grants Committee. We also plan to use our expertise and networks to further innovative approaches to grants management and to undertake areas of focus like establishing a scholarship fund. Jemmott Hollins GI.OLIp is a highly respected and t►'ustWol'thy member of the philanthropic and larger non-profit communities in California. ThroLIgh membership and board service We support a range of non-profits including: the California Association of Non-Profits; Southern CA Grantmakers; President's Advisory Council OfCharles Drew University of Medicine and Science; African American Board Leadership Institute and Urban Council of the YMCA of Greater Los Angeles. Through our affiliate non-profit, Social Action Partners, we provide pro bono support to build capacity and technical assistance to non-profits throughout the region. JRG is a minority and woman owned for profit S corporation with a staff of four full time employees and annual revenue of$500,000. Our staff is supported by consult experts with one or more providing expertise to the Administrative Management of Vernon Conu»UNITY Fund Grant Committee Activities. We provide a living wage with a minimum of$15.00 per hoLu' to Jen000h Ko(lins Group,Im. Vernon RAP Response 7 of 38 i EXHIBIT D LIVING WAGE PROVISIONS Minimum Living Wages: A requirement that Employers pay qualifying employees a wage of no less than $10.30 per hour with health benefits, or$11.55 per hour without health benefits. Paid and Unpaid Days Off: Employers provide qualifying employees at least twelve compensated days off per year for sick leave, vacation, or personal necessity, and an additional ten days a year of uncompensated time for sick leave. No Retaliation: A prohibition on employer retaliation against employees complaining to the City with regard to the employer's compliance with the living wage ordinance. Employees may bring an action in Superior Court against an employer for back pay, treble damages for willful violations, and attorney's fees, or to compel City officials to terminate the service contract of violating employers. I i i I I I I i 21 EXHIBIT E EQUAL EMPLOYMENT OPPORTUNITY PRACTICES PROVISIONS A. Contractor certifies and represents that, during the performance of this Agreement, the contractor and each subcontractor shall adhere to equal opportunity employment practices to assure that applicants and employees are treated equally and are not discriminated against because of their race, religious creed, color, national origin, ancestry, handicap, sex, or age. Contractor further certifies that it will not maintain any segregated facilities. B. Contractor agrees that it shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of Contractor, state that it is an "Equal Opportunity Employer" or that all qualified applicants will receive consideration for employment without regard to their race, religious creed, color, national origin, ancestry, handicap, sex or age. C. Contractor agrees that it shall, if requested to do so by the City, certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their membership in a protected class. D. Contractor agrees to provide the City with access to, and, if requested to do so by City, through its awarding authority, provide copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. E. Nothing contained in this Agreement shall be construed in any manner as to require or permit any act which is prohibited by law. 22 3 RECEIVED JUL 2 7 2017 STAFF REPORT CITY CLERIC'S OFFICE CITY ADMINISTRATION DATE: August 1, 2017 TO: Honorable Mayor and City Council r FROM: Carlos R. Fandino,Jr., City Administrator Originator: Michael A. Earl, Director of Human Resources RE: Resolution Appointing Daniel Wall to Serve as Director of Public Works of the City of Vernon and Approving and Authorizing the Execution of a Related At-Will Employment Agreement Recommendation A. Find that approval of the agreement proposed in this staff report is exempt from California Environmental Quality Act (CEQA) review, because it is an administrative activity that will not result in direct or indirect physical changes in the environment, and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378; and B. Adopt the attached resolution appointing Daniel Wall to serve as Director of Public Works of the City of Vernon effective August 14, 2017, and approving and authorizing the execution of a related at-will employment agreement. Background The recruitment for a new Public Works Director opened on May 1, 2017. Resumes and application materials were accepted through June 4, 2017. A total of 35 applications were received. Following a review of the application materials submitted, 7 candidates were invited to participate in the initial interviews. Each candidate participated in interviews with 2 panels; one consisting of internal raters and the other consisting of external raters including City Managers/Assistant City Managers from other cities. Those interviews were held on June 19, 2017. The City Administrator held follow up interviews on June 27. There is one candidate who consistently ranked as the number one candidate throughout the process and is the candidate recommended by the City Administrator for City Council consideration. Candidate Background Page 1 of 2 The recommended candidate to be the next Director of Public Works for the City of Vernon is Daniel Wall. Mr. Wall is currently the Parks and Public Works Director for the City of San Marino. Prior to working in San Marino, Mr. Wall served as the Director of Public Works/City Engineer for the City of Baldwin Park. Mr. Wall's experience also includes serving the City of Whitter as Assistant Director of Public Works and the City of San Fernando as City Engineer. Prior to his local government experience, Mr. Wall worked for several private sector firms providing engineering consulting services on a variety of residential, commercial, industrial, and public works projects. Mr. Wall possesses a Bachelor of Science degree in civil engineering from Cal State Northridge and a Master's degree in business administration from University of Southern California. He is also a registered civil engineer and a licensed real estate broker. At-Will Employment Agreement The At-Will Employment Agreement for the Director of Public Works has been presented to Mr. Wall and is attached hereto as Exhibit B of the resolution for City Council's approval. The Agreement establishes as effective date of August 14, 2017 and a starting salary of$187,417, (which is step 1 of the established salary range for this position) per year, plus all benefits provided to Executive personnel. The proposed Agreement has been reviewed and approved by the City Attorney's Office and is consistent with the City Council approved at-will form agreement Appointment and Oath of Office Mr. Wall will be in attendance at the August 15, 2017 City Council meeting and will be prepared to take a ceremonial oath of office at that time. He will assume his duties as Director of Public Works for the City of Vernon effective August 14, 2017. Fiscal Impact The approximate annual cost to fill the Director of Public Works position as proposed in this staff report is $260,929 (salary of$187,417 plus fringe benefits). Sufficient funds are included in the Public Works Department's budget for fiscal year 2017-2018. Attachment(s) 1. Resolution Appointing Daniel Wall to Serve as Director of Public Works Page 2 of 2 RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPOINTING DANIEL WALL TO SERVE AS THE DIRECTOR OF PUBLIC WORKS OF THE CITY OF VERNON AND APPROVING AND AUTHORIZING THE EXECUTION OF A RELATED AT-WILL EMPLOYMENT AGREEMENT WHEREAS, on May 1, 2017, the Human Resources Department initiated the recruitment process to fill the vacancy of the Director of Public Works; and WHEREAS, the Human Resources Department created an executive recruitment brochure for the position (attached hereto as Exhibit A) and conducted a broad and extensive recruitment that included multiple screenings and interviews of numerous applicants by internal and external raters; and WHEREAS, on June 27, 2017, the City Administrator conducted final interviews of the highest ranking candidates; and WHEREAS, by memorandum dated August 1, 2017, the City Administrator has recommended Daniel Wall ( "Wall" ) to the City Council of the City of Vernon as the most qualified candidate and initiated the pursuit of the employment of Wall as the Director of Public Works of the City of Vernon, subject to City Council' s approval and Wall' s successful completion of the pre-employment process; and WHEREAS, the City Council of the City of Vernon desires to appoint Wall to serve as the Director of Public Works, effective August 14, 2017 . NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1 : The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct. SECTION_2 : The City Council of the City of Vernon finds that this action is exempt from California Environmental Quality Act (CEQA) review, because it is a general administrative activity that will not result in direct or indirect physical changes in the environment and therefore does not constitute a "project" as defined by CEQA Guidelines Section 15378 . SECTION 3 : The City Council of the City of Vernon hereby appoints Daniel Wall to serve as the Director of Public Works of the City of Vernon, effective August 14, 2017 . SECTION 4 : The City Council of the City of Vernon hereby approves and authorizes the execution of the At-Will Employment Agreement with Wall to serve as Director of Public Works of the City of Vernon, in substantially the same form as the copy which is attached hereto as Exhibit B. SECTION 5 : The City Clerk, or any authorized officer, shall administer the Oath of Office prescribed in the Constitution of the State of California to Wall and shall have him subscribe to it and file it with the Human Resources Department . SECTION 6 : The City Council of the City of Vernon hereby directs the City Clerk, or the City Clerk' s designee, to give a fully executed Agreement to Wall . - 2 - SECTION 7 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 15t day of August, 2017 . Name: Title : Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: ` nI Zayn ussa, Senior Deputy City Attorney L/ 3 STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, _ City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, August 1, 2017, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of August, 2017, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) 4 - EXHIBIT A - - CITY OF VERNON Invites your interest for the position of DIRECTOR OF PUBLIC WORKS rl .im y � _ 4 + - , , i4 i �; The City of Vernon Invites your interest for the position of rr :"= DIRECTOR OF PUBLIC WORKS The City of Vernon offers an outstanding career opportunity for a motivated, organized, and experienced ieoder to reimagine and lead a unique Public Works Department that includes Engineering, Planning, Building, and Public Works maintenance functions including infrastructure and street maintenance, City garage, warehouse operations, and facility and housing maintenance. If you are interested in this exciting and challenging opportunity, please apply online at vwwv.cityolvernon.org by June 4, 2017. THE COMMUNITY - The City of Vernon is an industrial city of 5.2 square miles located about five miles to the southeast of downtown Los Angeles. Founded in 1905 as i 5 the first exclusively industrial city in the Southwestern United States, Vernon remains largely industrial with an approximate residential population of 250. The City currently houses more than 1,800 businesses that employ _ approximately 50,000 people, serving as a vital economic engine for the # # ; Southern California region. Vernon offers an environment uniquely friendly to business and is home to many Fortune 500 companies in industries that include food and agriculture, apparel, steel, plastics, logistics and home Furnishings. Vernon maintains strong philanthropic ties with the neighboring communities where much of its workforce lives, providing significant support for public services such as health care and education. _ - THE ORGANIZATION The five members of the City Council are elected at large, on a non- partisan basis, for five year staggered terms and, as a result of 2011 Charter amendments, no person may serve more than two full terms of office. The Mayor is selected by the Council. The City's total budget for FY 2016-17 is a little over $335 million Ithe General Fund budget is almost $55 million) with a little over 250 employees. Vernon continues on the path towards creating greater accountability and transparency with the goal to create a model government. In the past five years, Vernon .,, has undergone tremendous change. Through the City's implementation of more than 150 good governance reforms, Vernon - the city that has characterized itself as 'Exclusively Industrial' for over 112 years-has firmly established itself as a model city for good governance. The City is seeking an experienced Director of Public Works committed to the furtherance of - - good governance practices. THE PUBLIC WORKS DEPARTMENT The City of Vernon Public Works Department offers a streamlined approach 4 to permitting for new development. One counter serves as the central location to process permits and answer questions regarding building codes, zoning codes, work in the public right of way, and City service information. Consistent with the City's goal of providing streamlined customer services, the City has consolidated four divisions of the City pertaining to community development and the maintenance of the public infrastructure into one department The consolidation of these divisions permits the coordination of projects and programs to promote consistency, efficiency and excellent customer service to the community. THE POS MON The Director of Public Works provides leadership and directs the activities of the Public Works Maintenance, Engineering, Planning, and Building Divisions of the City's Department of Public Works. The Director of Public Works is considered a critical member of the Executive team that has been assembled to successfully address and respond to the myriad of issues that Vernon faces on a daily basis. She or he supports the relationship between the City of Vernon and the general public by demonstrating courteous and cooperative behavior when interacting with the public and City Staff. The Director must have knowledge in a diversity of fields and be able to mult-cask. Duties range from oversight of capital projects, performing City planning functions including the development and enforcement of the City's General Plan and Zoning regulations, providing guidance on Building Code regulations, providing technical oversight of regional transportation projects, working with property owners on proposed industrial development projects and overseeing the maintenance of the City's infrastructure. ESSENTIAL JOB FUNCTIONS • Plans, directs, and coordinates through subordinate staff, • May serve as the Citys Building Official; oversees the Department's work plan; assigns projects and program staff to ensure proposed plans and construction comply areas of responsibility; reviews and evaluates work with building codes; establishes permit fees; develops methods and procedures; meets with key staff to identify amendments to codes. and resolve problems. • Performs long range planning including development of • Determines the overall Departmental organizational the City General Plan, and zoning regulations and impacts structure, mission, core services and allocation of financial, of regional transportation projects. human and capital resources; develops and administers annual capital and operating budgets. • Supports the relationship between the City of Vernon and the general public by demonstrating courteous and • Measures and evaluates organizational effectiveness, cooperative behavior when interacting with visitors and employee performance, and all operational functions. City staff; maintains confidentiality of work related issues and City information as appropriate; performs other duties • Serves as a technical advisor to the City Administrator as required or assigned. and the City Council regarding public works, engineering, traffic, regional planning, and economic development matters. • Plans, organizes, directs, and reviews all public me works activities, infrastructure maintenance, City garage, warehouse operations, and facility and housing maintenance. • Develops and manages short-and long-term Department goals, objectives, policies, and procedures. • Supervises subordinate staff; sets work priorities; creates work schedules; provides training; conducts performance evaluations; rewards and/or disciplines employees. • Serves as the City Engineer; coordinates capital projects; # performs contract administration; prepares all public works I projects; confers and advises on problems related to the design, construction and engineering of public works systems; enforces the interpretation and enforcement of construction specifications and the design and operation of traffic systems. Key challenges and opporlunities Facing the next Compensation Director of Public Works include: The monthly salary range for this position is $15,314 Anticipated retirement of key leadership and highly — $18,614. Salary placement within the established experienced personnel means the loss of valuable acumen salary range depends upon qualifications. In addition, and institutional knowledge. Strong mentorship and benefits provided include: vacation, holiday, sick, and development of personnel is needed to integrate operational administrative leave; life insurance; and medical, dental, divisions and bring stability and vision insurance provided in an aggregate allowance Duties will include: of up to $1,680.92 per month for family coverage. Pre-tax • Directing a staff of over 40 highly motivated individuals supplemental insurance plans are offered through AFLAC, across a variety of functions and disciplines. Colonial Life, and Mutual of Omaha; there is an option to participate in a Section 125 IRS Plan for reimbursement • Analyzing the structure and reporting relationships within of dependent care and medical costs; retirement offered the Department and across divisions and functional areas to through the California Public Employees Retirement System ensure the delivery of efficient and effective service to the (CaiPERSI, with a 2.7%at 55 formula for classic members community. (classic employees pay an 8%contribution) and a 2%at + Providing guidance to City Council on major regional 62 retirement formula for new members(currently new transportation projects, including the widening of the 1-710 employees pay a 5.75%contribution); 457 deferred Freeway, the California High Speed Rail and the Eco Rapid compensation plan available at employee cost(City does Transit line which will all bisect the City. not contribute); the City does not participate in Social Security; credit union membership is available. The City has + Overseeing a multitude of infrastructure capital projects a 4/10 work schedule ranging from bridge widening, to storm drain improvements. Providing input and oversight on the development of nearly Selection Process $100 million dollars of private construction annually. Completed application packets will be reviewed and those + Maintaining an aging infrastructure. whose qualifications best meet, or exceed, the requirements of the position and appear to best suit the needs of the City + Implementing zoning regulations. will be invited to participate in the selection process. A •Working collaboratively with the Citys executive team and complete application packet must include a cover letter, elected officials to further the City's efforts to remain a model City. resume and completed City of Vernon online application. Resumes are not accepted in lieu of City applications. THE IDEAL CANDIDATE Please be advised that if you submit multiple applications, The ideal candidate is someone who can properly prioritize the most current application will be accepted and reviewed.his/her workload, follows through, and who is detail oriented, For a complete job description please visit our website atwwv„www.cityofvernon.org organized, decisive and approaches work with a sense of urgency. He/She should be a team player who is open TentatNe interview dale: Initial interviews are tentatively and approachable; able to identify, select and motivate scheduled for Monday,June 19th, 2017. subordinate staff; and can handle ambiguity. Furthermore, he/she should be responsive, in a timely manner, to HOW TO APPLY requests from the Council, City Administrator, Department For an opportunity to work for an outstanding, dynamic, Heads and the public. He/She must be hardworking, and progressive City committed to establishing itself as energetic and confident, with a "can do" attitude. Finally, a model for good governance, please visit our website the Director of Public Works needs to be trustworthy, ethical, at www.cityofvernon.org and apply online. The City of articulate, and have good interpersonal skills. Vernon is an Equal Opportunity Employer. Required Training, Education and Experience: Filing Deadline. Application materials must be submitted Bachelor's Degree in Civil Engineering or a closely related online no later than 11.59 p.m., Sunday,June 4, 2017. field; AND ten years of experience, including five years of supervisory or management experience, in Public Works, Engineering, and/or Community Development, Master's Degree in Public Administration or Engineering is highly ` If you have any questions, desirable. � c. please contact Lisette Grizzelle, in the Human License and Certification Requirements: 'i Resources Department at Possession of a valid State of California driver's license •► (323) 583-881 1 is required. ' ext.166 Registration as a Professional Engineer is required. ;# ,w•`', Registration as a Professional Land Surveyor is desirable. `" EXHIBIT B AT-WILL EMPLOYMENT AGREEMENT (NON-SAFETY) BETWEEN THE CITY OF VERNON AND DANIEL WALL This Agreement is between the City of Vernon ("City") and Daniel Wall ('Employee"). Recitals City desires to employ Employee as an at-will employee in the position of Director of Public Works. Employee desires to be the Director of Public Works and acknowledges that such employment is at-will. The City Administrator, pursuant to the authority granted by the City of Vernon Charter and City Council, agrees to hire Employee, as an at-will employee, subject to the terms and conditions identified below. AGREEMENT Section 1: TERM The effective date of this Agreement shall be August 14, 2017. Either party may terminate this Agreement pursuant to the provisions set forth below. Employee is an at-will employee and may be terminated, with or without cause, upon thirty (30) days written notice. Employee may resign with thirty (30) days advance notice as set forth in Section 8 below. Section 2: DUTIES A. City engages Employee as the Director of Public Works (Attachment "A", incorporated herein by this reference), as the same may be modified by the City Administrator, from time to time, and to perform such other legally permissible and proper duties and functions as the City Administrator shall, from time to time, assign. B. Employee agrees that to the best of his ability and experience that he will at all times conscientiously perform the duties and obligations required, either express or implied, by the terms of this Agreement, the ordinances, resolutions and adopted policies of the City of Vernon and the laws and regulations of the State of California and the United States. C. As a public employee, Employee is required to work a full and complete work week pursuant to the established work schedule as determined by the City Administrator, and devote whatever time is necessary to fulfill the employment responsibilities and duties as identified in this Agreement. D. During the term of this Agreement, Employee is required to have and maintain a valid Califomia Driver's license. E. Employee acknowledges that in connection with the performance of his duties, he will obtain information from City employees and third parties that is of a confidential nature. Employee agrees that he will not disclose such confidential information other than to officers and employees of the City who have been authorized to have access to such information. Employee further agrees that if he has a question as to the confidentiality of information obtained in the course of his employment, he will contact the City Attorney for advice. Section 3: EXCLUSIVE EMPLOYMENT Employee agrees to focus his professional time, ability and attention to City business during the term of this Agreement. Consequently, Employee agrees not to engage in any other business pursuits, whatsoever, directly or indirectly, render any services of a business, commercial, or professional nature to any other person or organization, for compensation, without the prior written consent of the City Administrator. This does not preclude Employee from volunteering his services to other entities or individuals as long as such volunteer services are not in conflict with the services to be provided by Employee under this Agreement. Section 4: COMPENSATION As compensation for the services to be rendered by Employee, City agrees to pay Employee a base starting salary of no less than $187,417, per year, payable in twenty-six (26) biweekly installments at the same time as other employees of the City are paid and subject to customary withholding. Salary adjustments (merit increases), if any, in Employee's salary during the term of this Agreement shall be at the sole discretion of the City Administrator based upon the City Administrator's evaluation of Employee's job performance and within the base salary range established by the City Council or as otherwise approved by the City Council. Any and all adjustments shall be in accordance with City personnel policies and procedures. Employee's salary shall be reflected in the City's publicly available salary schedule. Section 5: BENEFITS A. Retirement As an employee of the City of Vernon, Employee will be enrolled in the California Public Employees Retirement System (PERS) retirement plan, as such plan may be amended by the City Council. As of the date of this employment agreement, such plan includes the 2.7% at 55 benefit formula for"classic" miscellaneous employees or the 2.0% at 62 benefit formula for "new" miscellaneous employees. The Employee pays for the employee contribution to PERS. B. Other Executive Management Benefits Employee shall receive all benefits specified by the then-current Resolutions of the City Council of Vernon for Executive Management Staff, including, without limitation, those related to Vacation, Administrative Leave, Holidays, Sick Leave, Medical and Dental Insurance, Life Insurance, Flexible Benefits Plans, Vision Care, Other Leaves, and Deferred Compensation, and other types of leave in accordance with the Personnel Policies and Procedures Manual. Section 6: TERMINATION AND SEVERANCE PAY A. Employee is an at-will employee and serves at the will and pleasure of the City Administrator and may be terminated at any time, without cause, subject to the conditions of paragraphs B and C of this section. B. In the event that Employee is terminated by the City Administrator for reasons other than physical or mental incapacity, and other than those reasons noted in paragraph . 2 E, below, the City agrees to pay the employee a severance amount equal to six (6) months of base salary. C. To be eligible for severance pay, as identified in paragraph B, of this section, Employee shall fulfill all of his obligations under this Agreement and shall sign a severance agreement and release of all claims against the City. D. All severance payments shall be paid within thirty (30) calendar days of the date Employee executes the severance agreement and release of claims against the City. E. Notwithstanding paragraphs A, B and C, above, if Employee resigns or retires, or is terminated due to insubordination, incapacity, dereliction of duty, violation of the City's Alcohol and Drug-Free Workplace Policy 111-1, conviction of a crime involving moral turpitude or involving personal gain to him or abuse of his office or position or any felony or for a breach of this Agreement, City shall have no obligation to pay any severance provided in this section. Furthermore, Employee agrees that any severance provided shall be fully reimbursed to the City if the Employee is convicted of a crime involving an abuse of his/her office or position. F. Upon termination, Employee shall be paid for all eamed, but unused, vacation time. Section 7: ABUSE OF OFFICE OR POSITION If Employee is paid leave salary during a pending investigation, any salary provided for that purpose shall be fully reimbursed to the City if Employee is convicted of a crime involving an abuse of his office or position. If Employee is provided funds for any legal criminal defense during his employment with the City, any funds provided for that purpose shall be fully reimbursed to the City if the Employee is convicted of a crime involving an abuse of his office or position. If this Agreement is terminated, any cash settlement related to the termination that Employee may receive from the City shall be fully reimbursed to the City if Employee is convicted of a crime involving an abuse of his office or position. Section 8: RESIGNATION / RETIREMENT Employee may resign at any time. Employee may retire, provided he is eligible for retirement, at any time. Employee agrees to provide thirty (30) calendar days advance written notice of the effective date of his resignation or retirement. In the event Employee retires or resigns, Employee shall be entitled to payment for earned, but unused, vacation time, but not to severance pay as delineated in Section 6, paragraph B, above. Section 9: DISABILITY If Employee is permanently disabled or otherwise unable to perform his duties because of sickness, accident, injury, mental incapacity or health for a period of thirty (30) calendar days beyond any earned sick leave, City shall have the option to terminate this Agreement; however, the City's option to terminate under this Section shall be limited by its obligation to engage in the interactive process for reasonable accommodations and to provide reasonable accommodations as required by law. Nothing in this Section shall be construed to limit or restrict Employee's benefits or rights under workers' compensation or the Public Employees Retirement System ("PERS"). -3 - However, an employee terminated under this section is not eligible for severance pay, as delineated in Section 6 of this Agreement. In cases of disability, Employee shall be compensated for any earned, but unused, vacation leave. Section 10: GENERAL PROVISIONS A. Notice Any notices required by this Agreement shall be in writing and either delivered in person or by first class, certified, return receipt requested US Mail with postage prepaid. Such notice shall be addressed as follows: TO CITY: Carlos R. Fandino, Jr., City Administrator City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 TO EMPLOYEE: Daniel Wall Deliver to last updated address in personnel file B Entire Agreement The text of this Agreement shall constitute the entire and exclusive agreement between the parties. All prior oral or written communications understanding or agreements between the parties, not set forth herein, shall be superseded in total by this Agreement. No Amendment or modification to this Agreement may be made except by a written agreement signed by the Employee and the City Administrator and approved as to form by the City Attorney. C Assignment This Agreement is not assignable by either the City or Employee_ D Severability In the event that any provision of this Agreement is finally held or determined to be illegal or void by a court having jurisdiction over the parties, the remainder of this Agreement shall remain in full force and effect unless the parts found to be void are wholly inseparable from the remaining portions of this Agreement. E. Effect of Waiver The failure of either party to insist on strict compliance with any of the terms, covenants, or conditions in this Agreement by the other party shall not be deemed a waiver of that term, covenant or condition, nor shall any waiver or relinquishment of any right or power at any one time or times be deemed a waiver or relinquishment of that right or power for all or any other time or times. F_ Jurisdiction -4- Any action to interpret or enforce the terms of this Agreement shall be held exclusively in a state court in Los Angeles County, California. Employee expressly waives any right to remove any such action from Los Angeles County. G. Effective Date This Agreement shall take effect on August 14, 2017. [Signatures Begin on Next Page]. - 5 - IN WITNESS WHEREOF, the City of Vernon has caused this Agreement to be signed and executed on its behalf by its City Administrator, and executed by the Employee. City of Vernon, a California charter City and California municipal corporation Dated: _ By: Carlos R. Fandino Jr., City Administrator ATTEST: Maria E. Ayala, City Cleric Approved as to form: Hema Patel, City Attorney -6- In signing this Agreement, Employee understands and agrees that his employment status is that of an at-will employee and that his rights to employment with the City are governed by the terms and conditions of this Agreement rather than the ordinances, resolutions, and policies of the City of Vernon which might otherwise apply to employees of the City. Employee further acknowledges that he was given the opportunity to consult with an attorney prior to signing this Agreement. Signed: Dated: Employee -7- ATTACHMENT A Job Description -8- 4 JOB DESCRIPTION Director of Public Works Date Prepared: March 2014 Class Code: 7010 Date Revised: February, 2017 SUMMARY: lender administrative direction, provides leadership and direction over the activities of the Public Works, Engineering, Planning, and Building Divisions of the City's Public Works Department. ESSENTIAL FUNCTIONS: --Essential functions,as defined under the Americans with Disabilities Ad,may include any of the following representative duties,knowledge,and skills. This is not a comprehensive listing of all functions and duties performed by incumbents of this class; employees may be assigned duties which are not listed below;reasonable accommodations will be made as required. The job description does not constitute an employment agreement and is subject to change at any time by the employer.Essential duties and responsibilities may include, but are not limited to,the following: • Plans, directs, and coordinates through subordinate staff the Department's work plan; assigns projects and program areas of responsibility; reviews and evaluates work methods and procedures; meets with key staff to identify and resolve problems. • Determines the overall Departmental organizational structure, mission, core services and allocation of financial, human and capital resources; develops and administers annual capital and operating budgets. • Measures and evaluates organizational effectiveness, employee performance, and all operational functions. • Serves as a technical advisor to the City Administrator and the City Council regarding public works, engineering, traffic, regional planning and economic development matters. • Plans, organizes, directs and reviews all public works activities, infrastructure maintenance, City garage, warehouse operations, and facility and housing maintenance. • Develops and manages short-and long-term Department goals, objectives, policies, and procedures. • Supervises subordinate staff; sets work priorities; creates work schedules; provides training; conducts performance evaluations: rewards and/or disciplines employees. • Serves as the City Engineer; coordinates capital projects; performs contract administration; prepares all public works projects; confers and advises on problems related to the design, construction and engineering of public works systems; enforces the interpretation and enforcement of construction specifications and the design and operation of traffic systems. • May serve as the City's Building Official; oversees staff to ensure proposed plans and construction comply with building codes; establishes permit fees; develops amendments to codes. • Performs long range planning including development of the City General Plan, and zoning regulations and impacts of regional transportation projects. • Directs and coordinates the application review on planning, building, commercial and industrial projects, subdivisions, use permits, variances, zone changes and General Plan amendments. • Coordinates with consultants and other agencies regarding regulatory and legislative matters affecting public works and operations. • Serves as the primary City staff member to the Vemon Housing Commission. • Directs staff and oversees the code enforcement of violations of zoning codes, building codes, and other related City regulations. • Directs the preparation of technical and administrative reports; presents reports along with recommendations to the City Administrator, City Council, boards and commissions. • Represents the Department to other departments, elected officials and external agencies. Director of Public Works Vernon CA 1 of 3 • Participates in a variety of boards, commissions and committees; interacts with external regulatory agencies. • Confers with developers, commercial representatives, industrial interests, property owners and others in promoting and coordinating the development and use of property within the City. • Completes special and ongoing projects and tasks assigned by the City Administrator and/or elected officials. • Supports the relationship between the City of Vemon and the general public by demonstrating courteous and cooperative behavior when interacting with visitors and City staff; maintains confidentiality of work related issues and City information as appropriate; performs other duties as required or assigned. MINIMUM QUALIFICATIONS: Education,Training and Experience Guidelines: Bachelor's Degree in Civil Engineering or a closely related field; AND ten years of experience, including five years of supervisory or management experience, in public works, engineering, and/or Community Development. Master's Degree in Public Administration or Engineering is highly desirable. Knowledge of: • City organization, operations, policies, and procedures. • State of California engineering principles and practices regarding design and construction of buildings, Public Works projects and technical inspection operations. • Applicable regulatory codes and laws. • Development, construction and operation of public works, streets, planning, building and code enforcement. • Methods, materials, techniques and equipment used in construction, operations, inspection, design and maintenance of streets, and buildings facilities. • Occupational hazards and standard safety procedures. • Principles and practices of administrative management. • Principles and practices of effective employee supervision. • Principles and practices of regulatory management. • Principles and practices of contract administration. • Principles and practices of public works maintenance operations. • Principles and practices of building and zoning code enforcement. • Principles and practices of public finance. • Principles and practices of project management. • Principles and practices of strategic planning. • Customer service standards and protocols. Skill in: • Directing the work of subordinate staff. • Defining problems, establishing facts and drawing valid conclusions. • Managing situations requiring diplomacy, faimess,firmness and sound judgment. • Interpreting and applying City, state and federal policies, laws and regulations. • Making appropriate decisions while ensuring compliance with City goals and objectives. • Building effective teams and providing efficient customer services. • Understanding and negotiating complex technical agreements with extemal agencies. • Formulating and presenting policy recommendations. • Investigating, analyzing and resolving complex and sensitive issues and complaints. • Responding to emergency and problem situations effectively. • Communicating effectively verbally and in writing. • Dealing tactfully and courteously with the public. • Establishing and maintaining cooperative working relationships with City Administrator, City Council, managers, supervisors, staff, contractors, suppliers, developers, businesses, extemal public agencies and the general public. Director of Public Works Vernon CA 2 of 3 Operating a personal computer and various software applications. LICENSE AND CERTIFICATION REQUIREMENTS: Possession of a valid State of California drivers license. Registration as a Professional Engineer. Registration as a Professional Land Surveyor is desirable. PHYSICAL DEMANDS AND WORKING ENVIRONMENT: Work is performed primarily in an office environment with some exposure to an outdoor work environment. May be required to climb ladders. May be exposed to dangerous machinery. Director of Public Works Vernon CA 3 of 3 RECEIVED RECEIVED JUL 2 7 2017 ' #5 JUL 2 7 2017 CITY CLERKS UFFlCE .,"" CITY A9 M I N ISTRAT10 STAFF REPORT FINANCE DEPARTMENT DATE: August 1,2017 TO: Honorable Mayor and City Council FROM: William Fox, Director of Finance W RE: Ratification of Property and Casualty Insurance Placements for Fiscal Year 2017-18 Recommendation A. Find that approval of the placement of property and casualty insurance for fiscal year 2017- 18 is exempt from California Environmental Quality Act (CEQA) review because it is a continuing administrative and fiscal activity that will not result in direct or indirect physical changes in the environment and, therefore does not constitute a "project," as defined in Section 15378 of the CEQA Guidelines; and B. Find that conducting a competitive selection process is commercially unreasonable at this time due to the City's immediate need to procure insurance coverage for Fiscal Year 2018, and direct retention of AON is in the best interests of the City; and C. Ratify the procurement of annual insurance coverage for fiscal year 2017-18,provided the total annual premiums do not exceed $937,200. This includes the renewal of policies for excess liability insurance, errors & omissions, property, excess workers' compensation, crime, pollution liability, and environmental site liability, automobile physical damage, cyber liability, terrorism coverages, and brokerage service fees. Background The City retained AON Insurance Services(AON)to conduct an analysis to determine appropriate insurance coverages and carriers for this fiscal year. Since 2013, AON Insurance Services has worked diligently with the Finance Department to identify appropriate coverage types, coverage amounts, self-insured retentions (deductibles), and competitive pricing in conjunction with the annual renewal process. AON annually evaluates the marketplace and solicits quotes from insurance carriers to ensure competitive rates are obtained. On certain coverages, up to 14 insurance carriers were solicited. These policy coverages have been determined to be prudent and appropriate to safeguard the City. Pursuant to Vernon Municipal Code § 2.17.12(A) (8), insurance contracts are exempt from the competitive bidding requirements,but insurance brokers and agents must be procured through a competitive selection process unless commercially unreasonable to do so. AON Insurance Services was initially selected through a competitive Request for Proposals(RFP) process in 2013. Since their selection, AON's professional expertise has been relied upon to identify the required insurance policy types, deductibles, and coverage amounts. Pursuant to the City's Purchasing Ordinance, contracts for insurance brokers such as AON Insurance Services must be selected through a competitive selection process unless commercially unreasonable to do so. Consistent with the City's Good Governance reform efforts, the Director of Finance has committed to issue an RFP to select a firm prior to the City's insurance renewal for FY 2019. However, given the necessity for the City to retain insurance coverage for FY 2018, it is recommended that the City Council find that an RFP process is commercially unreasonable at this time and retention of AON is in the best interests of the City, and ratify the payments for all associated premiums as recommended by AON. If ratification and a direct award are approved, staff will come back to Council for review and approval of a related contract with AON. For FY 2018, AON's analysis included working with insurance underwriters from the City's existing insurance carriers and potential new ones were solicited. This process included providing requested financial and claims information to insurance carriers to help obtain required coverage at a competitive price and terms. In addition,professional property and equipment site assessments were done to make sure coverage limits are appropriate and that safe conditions exist. The insurance negotiation and placement process was concluded on June 29, 2017. The current schedule of coverage is summarized below. The final premium amount of$937,200 is less than the budgeted amount of$1,069,530 for a savings of$132,330 or 12.4%. It should be noted that this year new coverage was added for Terrorism. In light of terrorism as an activity going on in various cities, in the United States and abroad, it was determined having this new coverage was prudent to carry. Terrorism coverage is becoming a trend with cities as a way to mitigate the cost of a terrorist event. The total cost for the new coverage is $38,700. Fiscal Year 2017-18 Insurance Requirements Insurance Type Coverage/Deductible Premium Excess Liability $20 Million Limit $135,702 $2 Million Deductible Public Official Errors&.Omissions $2 Million Blanket 162,466 &Employment Practice Liability $250,000 Deductible Excess Workers Compensation $50 Million Limit 138,924 $1 Million Deductible Employee Crime $1 Million Limit 4,095 $25,000 Deductible Commercial Property $233 Million Limit 275,648 Various Deductibles Residential Property $8.6 Million Limit, 33,193 $2,500 Deductible Environmental Impairment Liability $5 Million Limit 16,439 $1 Million per claim, $25,000 Deductible Cyber Liability 3 Million Limit, 40,300 $75,000 Deductible Auto Physical Damage $10 Million Limit, 21,733 $5,000 Deductible Terrorism $ 100 Million Property 38,700 Terrorism $5 Million Terrorism Liability $5 Million Active Shooter $10,000 deductible 70,000 Brokerage Service Fee Total Amount $937,200 Fiscal Impact The total fiscal cost for insurance coverage is currently expected to be $937,200 for fiscal year 2017-18. The approved budgeted funds are $1,069,530. Thus, this authorization is less than the annual approved budgeted amount. As a result,there are sufficient funds that have been budgeted for fiscal year 2017-18. Attachments None. 3uL 2 7 RECEIVED C1 cow O�KE *,�� JUL 2 7 2017 STAFF REPORT CITY ADMINISTRATION FIRE DEPARTMENT ctlif MOMW DATE: August 1, 2017 TO: Honorable Mayor and City Council FROM: Bruce K. English, Fire Chief Originator: Adriana Ramos, Fire Administrative Analyst RE: A Resolution to Approve a Master Lease-Purchase Agreement with PNC Equipment Finance, LLC Recommendation A. Find that approval of the resolution proposed in this staff report is exempt under the California Environmental Quality Act ("CEQA"), because the proposed action is an administrative activity that will not result in direct or indirect physical changes in the environment and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378. Furthermore, even if it were a project, this action would be exempt from CEQA review pursuant to CEQA Guidelines section 15061(b)(3), the general rule that CEQA only applies to projects that may have a significant effect on the environment; and B_ Adopt a resolution to authorize the Mayor to enter into an Agreement for the lease- purchase of the one (1) Pierce Arrow XT 107' Heavy Duty Tiller with PNC Equipment Finance, LLC in the amount of$1,378,312.38. Background The Proposed Purchase Compliance with the Municipal Code The Fire Department requests that the City Council approve the Lease-Purchase Agreement of one (1) 2018 Pierce Arrow XT 107' Heavy Duty Tiller from PNC Equipment Finance, LLC, to be supplied from Pierce Manufacturing Inc. ("PMI"), in the amount of$1,378,312.38. PMI is a subsidiary company of PNC Equipment Finance, LLC. For this purchase the City intends to piggyback onto a current contract between the City of Philadelphia and PMI. Piggybacking is expressly authorized by Vernon Municipal Code Section 2.17.12(a)(5) and allows Vernon to use an existing public agency contract as a template to form its own contract directly with the same vendor to purchase on the same terms. The City of Page 1 of 2 Philadelphia used a competitive bid process to obtain vehicle cost for PMI that is at a cost substantially lower than Vernon could obtain if it were to complete the traditional competitive bidding process itself. The City of Vernon's pricing came in at a difference of $182,192.00 higher due to a few minor upgrades and changes to the engine, communication equipment, chargers and system. Those upgrades and changes were requested to better meet the needs of the department. The City of Vernon will be able to save time and resources by piggybacking onto the City of Philadelphia purchase with PMI. The Finance Department has approved the piggybacking of this proposed purchase. Reason Purchase is needed The new 2018 Pierce Arrow XT 107' Heavy Duty Tiller will replace an apparatus vehicle that was purchased in 1998, which has exceeded the recommended service time pursuant to the Vernon Fire Department "Apparatus Replacement Schedule". The current Apparatus Replacement Schedule allows for fifteen (15) years of front line service; followed by fifteen (15) years of "Reserve Status" prior to the retirement of tractor drawn aerial. The City Attorney's office has reviewed and approved the proposed agreement as to form. Fiscal Impact The new tractor drawn aerial will be purchased by utilizing a Lease-Purchase Option in order to defer the fiscal impact on the Fire Department budget over a ten (10) year term. The City is not required to put any money down or make the first payment until one (1) year after execution the lease-purchase agreement. Essentially, there is no impact on the Fire Department's budget during FY 2017/18. The projected annual cost of the lease, effective FY 2018/19, would be $165,145.95, payable on an annual basis. Thirty (30) days prior to the end of the lease term, the City will have the option to purchase the truck by paying all Rent Payments then due, to include any accrued interest,plus the Termination Value amount set forth on the Payment Schedule. Attachment(s) 1. Proposed resolution with Master Lease-Purchase Agreement between City of Vernon and PNC Equipment Finance, LLC 2. Pierce Manufacturing, Inc. Pre-Payment Option 3. City of Philadelphia Fire Department Bid Results 4. Executed Purchase Agreement between Pierce Manufacturing, Inc. and the City of Philadelphia Page 2 of 2 RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND AUTHORIZING THE EXECUTION OF A MASTER LEASE PURCHASE AGREEMENT BY AND BETWEEN THE CITY OF VERNON AND PNC EQUIPMENT FINANCE, LLC WHEREAS, the City of Vernon (the "City" ) is a municipal corporation and a chartered city of the State of California organized- and existing under its Charter and the Constitution of the State of California; and WHEREAS, pursuant to applicable law, the City is authorized to acquire, dispose of and encumber real and personal property, including, without limitation, rights and interest in property, leases and easements necessary to the functions or operations of the City; and WHEREAS, by memorandum dated August 1, 2017, the Fire Chief has recommended the City Council approve a Master Lease Purchase Agreement (the "Agreement") with PNC Equipment Finance, LLC ("PNC" ) establishing the terms and conditions for the purchase of one Pierce Arrow XT 107' Heavy Duty Tiller to be supplied by Pierce Manufacturing Inc . , a subsidiary company of PNC, for an amount not to exceed $1, 378, 312 .38; and WHEREAS, the City Council of the City of Vernon desires to approve the Agreement with PNC. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct. SECTION 2 : The City Council of the City of Vernon finds that this action is exempt under the California Environmental Quality Act (CEQA) , because the proposed action is an administrative activity that will not result in direct or indirect physical changes in the environment and therefore does not constitute a "project" as defined by CEQA Guidelines section 15378 . Furthermore, even if it were a project, this action would be exempt from CEQA review pursuant to CEQA Guidelines section 15061 (b) (3) , the general rule that CEQA only applies to projects that may have a significant effect on the environment. SECTION 3 : The City Council of the City of Vernon hereby approves the Master Lease Purchase Agreement with PNC Equipment Finance, LLC, in substantially the same form as the copy which is attached hereto as Exhibit A. SECTION 4 : The City Council of the City of Vernon hereby authorizes the Mayor or Mayor Pro-Tem to execute said Agreement for, and on behalf of, the City of Vernon and the City Clerk, or Deputy City Clerk, is hereby authorized to attest thereto. SECTION 5 : The City Council of the City of Vernon hereby instructs the City Administrator, or his designee, to take whatever actions are deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the transactions herein approved or authorized, including but not limited to, any non-substantive changes to the Agreement attached herein. SECTION 6 : The City' s obligations under the Leases shall be subject to annual appropriation or renewal by the City Council as set forth in each Lease and the City' s obligations under the Leases shall not constitute general obligations of the City or indebtedness under the Constitution or laws of the State . SECTION 7 : As to each Lease, the City reasonably anticipates to issue not more than $10, 000, 000 of tax-exempt - 2 - obligations (other than "private activity bonds" which are not "qualified 501 (c) (3) bonds" ) during the current calendar year in which each such Lease is issued and hereby designates each Lease as a qualified tax-exempt obligation for purposes of Section 265 (b) of the Internal Revenue Code of 1986, as amended. SECTION 8 : The City Council of the City of Vernon hereby directs the City Clerk, or the Deputy City Clerk, to send a fully executed Agreement to PNC. SECTION 9 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this 19t day of August, 2017 . Name: Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVED AS TO FORM: ayn,6L ussa, Senior Deputy City Attorney - 3 - STATE OF CALIFORNIA ) } ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, August 1, 2017, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of August, 2017, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) 4 - EXHIBIT A E05 Master Lease-Purchase Agreement Between CITY OF VERNON AND PNC EQuiPMENT FINANCE, LLC DOCUMENT INDEX ❑ Master Lease-Purchase Agreement—Sign and provide title on the last page ❑ Lease Schedule with Schedule A-1 —Sign and title ❑ Vehicle Schedule Addendum—Sign and title ❑ Resolution—The resolution must reflect the title(s)of the individual(s)who have authorization to sign the documents. ❑ Incumbency Certificate — List your authorized signor(s) and title(s); have secretary or appropriate trustee attest to the information and signature(s) provided by signing and printing his/her name, title and date. The person who validates the signatures should not sign the lease documents. The resolution must reflect the title(s) of the individual(s) who have authorization to sign the documents. ❑ Opinion of Counsel Letter — Enclosed is a template. Please ask your attorney to prepare on his/her letterhead, and include all of the items in the template. ❑ Title-The terms of your contract specify that the Lender be listed as the lienholder and hold the original title during the term of the lease. In addition, we will need a copy of the front and back of the MSO listing PNC Equipment Finance, LLC, 995 Dalton Ave, Cincinnati, OH 45203 as first lien holder. ❑ Insurance Request Form — Fill in your insurer's information and sign. Please contact your insurer, prior to delivery, to obtain a certificate of insurance. Please enclose the certificate with the signed documentation or have the insurer fax the certificate directly to me. ❑ Three Party Agreement—Sign and title. ❑ Delivery & Acceptance Certificate — At point of delivery, fill out this form and fax it to me. Please return the original via US Postal Service. ❑ IRS FORM 8038-G—Sign, date, and title ❑ Minutes of Governing Body (approving the purchase & finance of equipment) — Please return a copy with the documents. ❑ Sales Contract or Purchase Order-please provide a copy of the Sales Contract enter into with Pierce Manufacturing or a copy of the Purchase Order issued to Pierce Manufacturing Inc. - 1 - E05 MASTER LEASE - PURCHASE AGREEMENT Dated as of August 9. 2017 This Master Lease-Purchase Agreement together with all addenda, riders and attachments hereto, as the same may from time to time be amended, modified or supplemented ("Master Lease") is made and entered by and between PNC Equipment Finance, LLC ("Lessor") and the Lessee identified below("Lessee"). LESSEE: City of Vernon 1. LEASE OF EQUIPMENT. Subject to the terms and conditions of this Master Lease, Lessor agrees to lease to Lessee, and Lessee agrees to lease from Lessor, all Equipment described in each Schedule signed from time to time by Lessee and Lessor. 2. CERTAIN DEFINITIONS. All terms defined in the Lease are equally applicable to both the singular and plural form of such terms. (a) "Schedule' means each Lease Schedule signed and delivered by Lessee and Lessor, together with all addenda, riders, attachments, certificates and exhibits thereto, as the same may from time to time be amended, modified or supplemented. Lessee and Lessor agree that each Schedule (except as expressly provided in said Schedule) incorporates by reference all of the terms and conditions of the Master Lease. (b) "Lease" means each Schedule and this Master Lease as incorporated into said Schedule. (c) "Equipment" means the property described in each Schedule, together with all attachments, additions, accessions, parts, repairs, improvements, replacements and substitutions thereto. (d) "Lien" means any security interest, lien, mortgage, pledge, encumbrance, judgment, execution, attachment, warrant, writ, levy, other judicial process or claim of any nature whatsoever by or of any person. 3. LEASE TERM. The term of the lease of the Equipment described in each Lease ("Lease Term") commences on the first date any of such Equipment is accepted by Lessee pursuant to Section 5 hereof and, unless earlier terminated as expressly provided in the Lease, continues until Lessee's payment and performance in full of all of Lessee's obligations under the Lease. 4. RENT PAYMENTS. 4.1 For each Lease, Lessee agrees to pay to Lessor the rent payments in the amounts and at the times as set forth in the Schedule A-1 attached to the Schedule ("Rent Payments"). A portion of each Rent Payment is paid as and represents the payment of interest as set forth in the Schedule A-1. Rent Payments will be payable for the Lease Term in U.S. dollars, without notice or demand at the office of Lessor(or such other place as Lessor may designate from time to time in writing). 4.2 If Lessor receives any payment from Lessee after the due date, Lessee shall pay Lessor on demand as a late charge five per cent (5%) of such overdue amount, limited, however, to the maximum amount allowed by law. 4.3 EXCEPT AS SPECIFICALLY PROVIDED IN SECTION 6 HEREOF OR IN ANY WRITTEN MODIFICATION TO THE LEASE SIGNED BY LESSOR, THE OBLIGATION TO PAY RENT PAYMENTS UNDER EACH LEASE SHALL BE ABSOLUTE AND UNCONDITIONAL IN ALL EVENTS AND SHALL NOT BE SUBJECT TO ANY SETOFF, DEFENSE, COUNTERCLAIM, ABATEMENT OR RECOUPMENT FOR ANY REASON WHATSOEVER. 5. DELIVERY; ACCEPTANCE; FUNDING CONDITIONS. - 2 - E05 5.1 Lessee shall arrange for the transportation, delivery and installation of all Equipment to the location specified in the Schedule ("Location") by Equipment suppliers ("Suppliers") selected by Lessee. Lessee shall pay all costs related thereto unless Lessor otherwise agrees to pay such costs as stated in the Schedule. 5.2 Lessee shall accept Equipment as soon as it has been delivered and is operational. Lessee shall evidence its acceptance of any Equipment by signing and delivering to Lessor the applicable Schedule. if Lessee signs and delivers a Schedule and if all Funding Conditions have been satisfied in full, then Lessor will pay or cause to be paid the costs of such Equipment as stated in the Schedule ("Purchase Price") to the applicable Supplier. 5.3 Lessor shall have no obligation to pay any Purchase Price unless all reasonable conditions established by Lessor ("Funding Conditions") have been satisfied, including, without limitation, the following: (a) Lessee has signed and delivered the Schedule and its Schedule A-1; (b) no Event of Default shall have occurred and be continuing; (c) no material adverse change shall have occurred in the Internal Revenue Code of 1986, as amended, and the related regulations and rulings thereunder (collectively, the "Code"); (d) no material adverse change shall have occurred in the financial condition of Lessee or any Supplier; (e)the Equipment is reasonably satisfactory to Lessor and is free and clear of any Liens (except Lessor's Liens); (f) all representations of Lessee in the Lease remain true, accurate and complete; and (g) Lessor has received all of the following documents, which shall be reasonably satisfactory, in form and substance, to Lessor: (1) evidence of insurance coverage required by the Lease, (2) an opinion of Lessee's counsel; (3) reasonably detailed invoices for the Equipment; (4) Uniform Commercial Code (UCC) financing statements; (5) copies of resolutions by Lessee's governing body, duly authorizing the Lease and incumbency certificates for the person(s) who will sign the Lease; (6) such documents and certificates relating to the tax-exempt interest payable under the Lease (including, without limitation, IRS Form 8038G or 8038GC) as Lessor may request; and (7) such other documents and information previously identified by Lessor or otherwise reasonably requested by Lessor. 6. TERMINATION FOR GOVERNMENTAL NON-APPROPRIATIONS. 6.1 For each Lease, Lessee represents and warrants: that it has appropriated and budgeted the necessary funds to make all Rent Payments required pursuant to such Lease for the remainder of the fiscal year in which the Lease Term commences; and that it intends to make Rent Payments for the full Lease Term as scheduled on the applicable Schedule A-1 so long as funds are appropriated in each fiscal year by its governing body. Lessee reasonably believes that moneys in an amount sufficient to make all Rent Payments can and will lawfully be appropriated and made available therefor. All Rent Payments shall be payable out of the general funds of Lessee or out of other funds legally available therefor. Lessor agrees that the Leases will not be general obligations of Lessee and that the Leases shall not constitute pledges of either the full faith and credit of Lessee or the taxing power of Lessee. 6.2 If Lessee's governing body fails to appropriate sufficient funds in any fiscal year for Rent Payments or other payments due under a Lease and if other funds are not available for such payments, then a "Non-Appropriation Event" shall be deemed to have occurred. If a Non-Appropriation Event occurs, then: (a) Lessee shall give Lessor immediate notice of such Non-Appropriation Event and provide written evidence of such failure by Lessee's governing body; (b) on the Return Date, Lessee shall return to Lessor all, but not less than all, of the Equipment covered by the affected Lease, at Lessee's sole expense, in accordance with Section 21 hereof; and (c) the affected Lease shall terminate on the Return Date without penalty or expense to Lessee, provided, that Lessee shall pay all Rent Payments and other amounts payable under the affected Lease for which funds shall have been appropriated or are otherwise available, provided further, that Lessee shall pay month-to-month rent at the rate set forth in the affected Lease for each month or part thereof that Lessee fails to return the Equipment under this Section 6.2. "Return Date" means the last day of the fiscal year for which appropriations were made for the Rent Payments due under a Lease. 7. NO WARRANTY BY LESSOR. The Equipment is sold "AS IS". LESSEE ACKNOWLEDGES THAT LESSOR DID NOT MANUFACTURE THE EQUIPMENT. LESSOR DOES NOT REPRESENT THE MANUFACTURER, OWNER, OR DEALER, AND LESSEE SELECTED THE EQUIPMENT BASED UPON LESSEE'S OWN JUDGMENT. LESSOR MAKES NO WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE OR AS TO THE EQUIPMENT'S VALUE, DESIGN, CONDITION, USE, CAPACITY OR - 3 - E05 DURABILITY. LESSEE AGREES THAT REGARDLESS OF CAUSE, LESSOR IS NOT RESPONSIBLE FOR, AND LESSEE WILL NOT MAKE ANY CLAIM AGAINST LESSOR FOR, ANY DAMAGES, WHETHER CONSEQUENTIAL, DIRECT, SPECIAL OR INDIRECT INCURRED BY LESSEE IN CONNECTION WITH THE EQUIPMENT OR THIS MASTER LEASE — LEASE PURCHASE AGREEMENT. NEITHER THE MANUFACTURER, THE DEALER, NOR ANY SALESPERSON, EMPLOYEE OR AGENT OF THE DEALER OR MANUFACTURER, IS LESSOR'S AGENT OR HAS ANY AUTHORITY TO SPEAK FOR LESSOR OR TO BIND LESSOR IN ANY WAY. For and during the Lease Term, Lessor hereby assigns to Lessee any manufacturer's or Supplier's product warranties, express or implied, applicable to any Equipment and Lessor authorizes Lessee to obtain the customary services furnished in connection with such warranties at Lessee's sole expense. Lessee agrees that (a) all Equipment will have been purchased by Lessor in accordance with Lessee's specifications from Suppliers selected by Lessee, (b) Lessor is not a manufacturer or dealer of any Equipment and has no liability for the delivery or installation of any Equipment, (c) Lessor assumes no obligation with respect to any manufacturer's or Supplier's product warranties or guaranties, (d) no manufacturer or Supplier or any representative of said parties is an agent of Lessor, and (e) any warranty, representation, guaranty or agreement made by any manufacturer or Supplier or any representative of said parties shall not be binding upon Lessor. 8. TITLE; SECURITY INTEREST. 8.1 Upon Lessee's acceptance of any Equipment under its Lease, title to the Equipment shall vest in Lessee, subject to Lessor's security interest therein and all of Lessor's other rights under such Lease including, without limitation, Sections 6, 20 and 21 hereof. 8.2 As collateral security for the Secured Obligations, Lessee hereby grants to Lessor a first priority security interest in any and all of the Equipment (now existing or hereafter acquired) and any and all proceeds thereof. Lessee agrees to execute and deliver to Lessor all necessary documents to evidence and perfect such security interest, including, without limitation, Uniform Commercial Code (UCC) financing statements and any amendments thereto. 8.3 "Secured Obligations" means Lessee's obligations to pay all Rent Payments and all other amounts due and payable under all present and future Leases and to perform and observe all covenants, agreements and conditions (direct or indirect, absolute or contingent, due or to become due, or existing or hereafter arising)of Lessee under all present and future Leases. 9. PERSONAL PROPERTY. All Equipment is and will remain personal property and will not be deemed to be affixed or attached to real estate or any building thereon. 10. MAINTENANCE AND OPERATION. Lessee agrees it shall, at its sole expense: (a) repair and maintain all Equipment in good condition and working order, in accordance with manufacturer's instructions, and supply and install all replacement parts or other devices when required to so maintain the Equipment or when required by applicable law or regulation, which parts or devices shall automatically become part of the Equipment; and (b) use and operate all Equipment in a careful manner in the normal course of its operations and only for the purposes for which it was designed in accordance with the manufacturer's warranty requirements, and comply with all laws and regulations relating to the Equipment. If any Equipment is customarily covered by a maintenance agreement, Lessee will furnish Lessor with a maintenance agreement by a party reasonably satisfactory to Lessor. No maintenance or other service for any Equipment will be provided by Lessor. Lessee will not make any alterations, additions or improvements ("Improvements") to any Equipment without Lessor's prior written consent unless the Improvements may be readily removed without damage to the operation, value or utility of such Equipment, but any such Improvements not removed prior to the termination of the applicable Lease shall automatically become part of the Equipment. 11. LOCATION; INSPECTION. Equipment will not be removed from, or if Equipment is rolling stock its permanent base will not be changed from, the Location without Lessor's prior written consent which will not be unreasonably withheld. Upon reasonable notice to Lessee, Lessor may enter the Location or elsewhere during normal business hours to inspect the Equipment. 12. LIENS, SUBLEASES AND TAXES. -4 - E05 12.1 Lessee shall keep all Equipment free and clear of all Liens except those Liens created under its Lease. Lessee shall not sublet or lend any Equipment or permit it to be used by anyone other than Lessee or Lessee's employees. 12.2 Lessee shall pay when due all Taxes which may now or hereafter be imposed upon any Equipment or its ownership, leasing, rental, sale, purchase, possession or use, upon any Lease or upon any Rent Payments or any other payments due under any Lease. If Lessee fails to pay such Taxes when due, Lessor shall have the right, but not the obligation, to pay such Taxes. If Lessor pays any such Taxes, then Lessee shall, upon demand, immediately reimburse Lessor therefor. "Taxes' means present and future taxes, levies, duties, assessments or other governmental charges that are not based on the net income of Lessor, whether they are assessed to or payable by Lessee or Lessor, including, without limitation (a) sales, use, excise, licensing, registration, titling, gross receipts, stamp and personal property taxes, and (b) interest, penalties or fines on any of the foregoing. 13. RISK OF LOSS. 13.1 Lessee bears the entire risk of loss, theft, damage or destruction of any Equipment in whole or in part from any reason whatsoever ("Casualty Loss"). No Casualty Loss to any Equipment shall relieve Lessee from the obligation to make any Rent Payments or to perform any other obligation under any Lease. Proceeds of any insurance recovery will be applied to Lessee's obligations under this Section 13. 13.2 If a Casualty Loss occurs to any Equipment, Lessee shall immediately notify Lessor of the same and Lessee shall, unless otherwise directed by Lessor, immediately repair the same. 13.3 If Lessor determines that any item of Equipment has suffered a Casualty Loss beyond repair ("Lost Equipment"), then Lessee shall either: (a) immediately replace the Lost Equipment with similar equipment in good repair, condition and working order free and clear of any Liens (except Lessors Liens) and deliver to Lessor a bill of sale covering the replacement equipment, in which event such replacement equipment shall automatically be Equipment under the applicable Lease; or (b) on the next scheduled Rent Payment date, pay Lessor (i)all amounts owed by Lessee under the applicable Lease, including the Rent Payment due on such date plus (ii) an amount equal to the applicable Termination Value set forth in the Payment Schedule to the applicable Lease. If Lessee is making such payment with respect to less than all of the Equipment under a Lease, then Lessor will provide Lessee with the pro rate amount of the Rent Payment and Termination Value to be paid by Lessee with respect to the Lost Equipment. 13.4 Lessee shall bear the risk of loss for, shall pay directly, and shall defend against any and all claims, liabilities, proceedings, actions, expenses (including reasonable attorney's fees), damages or losses arising under or related to any Equipment, including, but not limited to, Lessee's possession, ownership, lease, use or operation thereof. These obligations of Lessee shall survive any expiration or termination of any Lease. Lessee shall not bear the risk of loss of, nor pay for, any claims, liabilities, proceedings, actions, expenses (including attorney's fees), damages or losses which arise directly from events occurring after any Equipment has been returned by Lessee to Lessor in accordance with the terms of the applicable Lease or which arise directly from the gross negligence or willful misconduct of Lessor. 14. INSURANCE. 14.1 (a) Lessee at its sole expense shall at all times keep all Equipment insured against all risks of loss or damage from every cause whatsoever for an amount not less than the Termination Value of the Equipment. Proceeds of any such insurance covering damage or loss of any Equipment shall be payable to Lessor as loss payee. (b) The Total Amount Financed as set forth on the Schedule A-1 does not include the payment of any premium for any liability insurance coverage for bodily injury and/or property damage caused to others and no such insurance will be purchased by Lessor. (c) Lessee at its sole expense shall at all times carry public liability and property damage insurance in amounts reasonably satisfactory to Lessor protecting Lessee and Lessor from liabilities for injuries to persons and damage to property of others relating in any way to any Equipment. Proceeds of any such public liability or property insurance shall be payable first to Lessor as additional insured to the extent of its liability, and then to Lessee. - 5 - E05 14.2 All insurers shall be reasonably satisfactory to Lessor. Lessee shall promptly deliver to Lessor satisfactory evidence of required insurance coverage and all renewals and replacements thereof. Each insurance policy will require that the insurer give Lessor at least 30 days prior written notice of any cancellation of such policy and will require that Lessor's interests remain insured regardless of any act, error, misrepresentation, omission or neglect of Lessee. The insurance maintained by Lessee shall be primary without any right of contribution from insurance which may be maintained by Lessor. 15. PURCHASE OPTION. Upon thirty (30)days prior written notice by Lessee to Lessor, and so long as there is no Event of Default then existing, Lessee shall have the option to purchase all, but not less than all, of the Equipment covered by a Lease on any Rent Payment due date by paying to Lessor all Rent Payments then due (including accrued interest, if any) plus the Termination Value amount set forth on the Payment Schedule to the applicable Lease for such date. Upon satisfaction by Lessee of such purchase conditions, Lessor shall release its Lien on such Equipment and Lessee shall retain its title to such Equipment"AS-IS, WHERE-IS," without representation or warranty by Lessor, express or implied, except for a representation that such Equipment is free and clear of any Liens created by Lessor. 16. LESSEE'S REPRESENTATIONS AND WARRANTIES. With respect to each Lease and its Equipment, Lessee hereby represents and warrants to Lessor that: (a) Lessee has full power, authority and legal right to execute and deliver the Lease and to perform its obligations under the Lease, and all such actions have been duly authorized by appropriate findings and actions of Lessee's governing body; (b) the Lease has been duly executed and delivered by Lessee and constitutes a legal, valid and binding obligation of Lessee, enforceable in accordance with its terms; (c) the Lease is authorized under, and the authorization, execution and delivery of the Lease complies with, all applicable federal, state and local laws and regulations (including, but not limited to, all open meeting, public bidding and property acquisition laws) and all applicable judgments and court orders; (d) the execution, delivery and performance by Lessee of its obligations under the Lease will not result in a breach or violation of, nor constitute a default under, any agreement, lease or other instrument to which Lessee is a party or by which Lessee's properties may be bound or affected; (e) there is no pending, or to the best of Lessee's knowledge threatened, litigation of any nature which may have a material adverse effect on Lessee's ability to perform its obligations under the Lease; and (f) Lessee is a state, or a political subdivision thereof, as referred to in Section 103 of the Code, and Lessee's obligation under the Lease constitutes an enforceable obligation issued on behalf of a state or a political subdivision thereof. 17. TAX COVENANTS. Lessee hereby covenants and agrees that: (a) Lessee shall comply with all of the requirements of Section 149(a) and Section 149(e) of the Code, as the same may be amended from time to time, and such compliance shall include, but not be limited to, keeping a complete and accurate record of any assignments of any Lease and executing and filing Internal Revenue Form 8038G or 8038GC, as the case may be, and any other information statements reasonably requested by Lessor; (b) Lessee shall not do (or cause to be done) any act which will cause, or by omission of any act allow, any Lease to be an "arbitrage bond"within the meaning of Section 148(a) of the Code or any Lease to be a"private activity bond'within the meaning of Section 141(a) of the Code; and (c) Lessee shall not do (or cause to be done) any act which will cause, or by omission of any act allow, the interest portion of any Rent Payments to be or become includable in gross income for Federal income taxation purposes under the Code. - 6 - E05 (d) If Lessor either (i) receives notice, in any form, from the IRS; or (ii) reasonably determines, based on an opinion of independent tax counsel selected by Lessor and approved by Lessee, which approval Lessee shall not unreasonably withhold, that Lessor may not exclude the interest component of any Rent Payment under a Tax-Exempt Lease from federal gross income because Lessee breached a covenant contained herein, then Lessee shall pay to Lessor, within thirty(30) days after Lessor notifies Lessee of such determination, the amount which, with respect to Rent Payments previously paid and taking into account all penalties, fines, interest and additions to tax (including all federal, state and local taxes imposed on the interest component of all Rent Payments under such Tax-Exempt Lease due through the date of such event) that are imposed on Lessor as a result of the loss of the exclusion, will restore to Lessor the same after-tax yield on the transaction evidenced by such Tax-Exempt Lease (assuming tax at the highest marginal corporate tax rate) that it would have realized had the exclusion not been lost. Additionally, Lessee agrees that upon the occurrence of such an event with respect to a Tax-Exempt Lease, it shall pay additional rent to Lessor on each succeeding Rent Payment due date in such amount as will maintain such after-tax yield to Lessor. Lessor's determination of the amount necessary to maintain its after-tax yield as provided in this subsection (b) shall be conclusive (absent manifest error). Notwithstanding anything in a Tax-Exempt Lease to the contrary, any payment that Lessee is required to make pursuant to this subsection (b) shall be made only from Legally Available Funds. 18. ASSIGNMENT. 18.1 Lessee shall not assign, transfer, pledge, hypothecate, nor grant any Lien on, nor otherwise dispose of, any Lease or any Equipment or any interest in any Lease or Equipment. 18.2 Lessor may assign its rights, title and interest in and to any Lease or any Equipment, and/or may grant or assign a security interest in any Lease and its Equipment, in whole or in part, to any party at any time. Any such assignee or lien holder(an"Assignee") shall have all of the rights of Lessor under the applicable Lease. LESSEE AGREES NOT TO ASSERT AGAINST ANY ASSIGNEE ANY CLAIMS, ABATEMENTS, SETOFFS, COUNTERCLAIMS, RECOUPMENT OR ANY OTHER SIMILAR DEFENSES WHICH LESSEE MAY HAVE AGAINST LESSOR. Unless otherwise agreed by Lessee in writing, any such assignment transaction shall not release Lessor from any of Lessor's obligations under the applicable Lease. An assignment or reassignment of any of Lessor's right, title or interest in a Lease or its Equipment shall be enforceable against Lessee only after Lessee receives a written notice of assignment which discloses the name and address of each such Assignee. Lessee shall keep a complete and accurate record of all such assignments in the form necessary to comply with Section 149(a) of the Code. Lessee agrees to acknowledge in writing any such assignments if so requested. 18.3 Each Assignee of a Lease hereby agrees that: (a) the term Secured Obligations as used in Section 8.3 hereof is hereby amended to include and apply to all obligations of Lessee under the Assigned Leases and to exclude the obligations of Lessee under any Non-Assigned Leases; (b) said Assignee shall have no Lien on, nor any claim to, nor any interest of any kind in, any Non-Assigned Leases; and (c) Assignee shall exercise its rights, benefits and remedies as the assignee of Lessor (including, without limitation, the remedies under Section 20 of the Master Lease) solely with respect to the Assigned Leases. "Assigned Leases" means only those Leases which have been assigned to an Assignee pursuant to a written agreement; and "Non-Assigned Leases" means all Leases excluding the Assigned Leases. 18.4 Subject to the foregoing, each Lease inures to the benefit of and is binding upon the heirs, executors, administrators, successors and assigns of the parties hereto. 19. EVENTS OF DEFAULT. For each Lease, "Event of Default" means the occurrence of any one or more of the following events as they may relate to such Lease: (a) Lessee fails to make any Rent Payment (or any other payment) as it becomes due in accordance with the terms of the Lease, and any such failure continues for ten (10) days after the due date thereof; (b) Lessee fails to perform or observe any of its obligations under Sections 12.1, 14 or 18.1 hereof; (c) Lessee fails to perform or observe any other covenant, condition or agreement to be performed or observed by it under the Lease and such failure is not cured within thirty (30) days after receipt of written notice thereof by Lessor; (d) any statement, representation or warranty made by Lessee in the Lease or in any writing delivered by Lessee - 7 - E05 pursuant thereto or in connection therewith proves at any time to have been false, misleading or erroneous in any material respect as of the time when made; (e) Lessee applies for or consents to the appointment of a receiver, trustee, conservator or liquidator of Lessee or of all or a substantial part of its assets, or a petition for relief is filed by Lessee under any federal or state bankruptcy, insolvency or similar law, or a petition in a proceeding under any federal or state bankruptcy, insolvency or similar law is filed against Lessee and is not dismissed within sixty (60)days thereafter; or(f) Lessee shall be in default under any other Lease or under any other financing agreement executed at any time with Lessor. 20. REMEDIES. If any Event of Default occurs, then Lessor may, at its option, exercise any one or more of the following remedies: (a) Lessor may require Lessee to pay (and Lessee agrees that it shall pay) all amounts then currently due under all Leases and all remaining Rent Payments due under all Leases during the fiscal year in effect when the default occurs together with interest on such amounts at the highest lawful rate from the date of Lessor's demand for such payment. (b) Lessor may require Lessee to promptly return all Equipment to Lessor in the manner set forth in Section 21 (and Lessee agrees that it shall so return the Equipment), or Lessor may, at its option, enter upon the premises where any Equipment is located and repossess such Equipment without demand or notice, without any court order or other process of law and without liability for any damage occasioned by such repossession; (c) Lessor may sell, lease or otherwise dispose of any Equipment, in whole or in part, in one or more public or private transactions, and if Lessor so disposes of any Equipment, then Lessor shall retain the entire proceeds of such disposition free of any claims of Lessee, provided, that the net proceeds of any such disposition shall be applied to amounts payable by Lessee under clause (a) above of this Section only to the extent that such net proceeds exceed the applicable Termination Value set forth in the applicable Schedule A-1; (d) Lessor may terminate, cancel or rescind any Lease as to any and all Equipment; (e) Lessor may exercise any other right, remedy or privilege which may be available to Lessor under applicable law or, by appropriate court action at law or in equity, Lessor may enforce any of Lessee's obligations under any Lease; and/or (f) Lessor may require Lessee to pay (and Lessee agrees that it shall pay) all out-of-pocket costs and expenses incurred by Lessor as a result (directly or indirectly) of the Event of Default and/or of Lessor's actions under this section, including, without limitation, any attorney fees and expenses and any costs related to the repossession, safekeeping, storage, repair, reconditioning or disposition of any Equipment. None of the above remedies is exclusive, but each is cumulative and in addition to any other remedy available to Lessor. Lessor's exercise of one or more remedies shall not preclude its exercise of any other remedy. No delay or failure on the part of Lessor to exercise any remedy under any Lease shall operate as a waiver thereof, nor as an acquiescence in any default, nor shall any single or partial exercise of any remedy preclude any other exercise thereof or the exercise of any other remedy. 21. RETURN OF EQUIPMENT. If Lessor is entitled under the provisions of any Lease, including any termination thereof pursuant to Sections 6 or 20 of this Master Lease, to obtain possession of any Equipment or if Lessee is obligated at any time to return any Equipment, then (a) title to the Equipment shall vest in Lessor immediately upon Lessors notice thereof to Lessee, and (b) Lessee shall, at its sole expense and risk, immediately de-install, disassemble, pack, crate, insure and return the Equipment to Lessor (all in accordance with applicable industry standards) at any location in the continental United States selected by Lessor. Such Equipment shall be in the same condition as when received by Lessee (reasonable wear, tear and depreciation resulting from normal and proper use excepted), shall be in good operating order and maintenance as required by the applicable Lease, shall be free and clear of any Liens (except Lessor's Lien)and shall comply with all applicable laws and regulations. Until Equipment is returned as required above, all terms of the applicable Lease shall remain in full force and effect including, without limitation, obligations to pay Rent Payments and to insure the Equipment. Lessee - 8 - E05 agrees to execute and deliver to Lessor all documents reasonably requested by Lessor to evidence the transfer of legal and beneficial title to such Equipment to Lessor and to evidence the termination of Lessee's interest in such Equipment. 22. LAW GOVERNING. Each Lease shall be governed by the laws of the state of the Lessee (The "State"). 23. NOTICES. All notices to be given under any Lease shall be made in writing and either personally delivered or mailed by certified mail to the other party at its address set forth herein or at such address as the party may provide in writing from time to time. Any such notices shall be deemed to have been received five (5) days subsequent to mailing if sent by regular or certified mail, or on the next business day if sent by overnight courier, or on the day of delivery if delivered personally. 24. FINANCIAL INFORMATION; INDEMNITY; POWER OF ATTORNEY. Within thirty (30) days of their completion in each fiscal year of Lessee during any Lease Term, Lessee will deliver to Lessor upon Lessor's request the publicly available annual financial information of Lessee. To the extent permitted by law, Lessee shall indemnify, hold harmless and, if Lessor requests, defend Lessor and its shareholders, affiliates, employees, dealers and agents against all Claims directly or indirectly arising out of or connected with (a) the manufacture, installation, use, lease, possession or delivery of the Equipment, (b) any defects in the Equipment, any wrongful act or omission of Lessee, or its employees and agents, or(c) any claims of alleged breach by Lessee of this Master Lease or any related document. "Claims" means all losses, liabilities, damages, penalties, expenses (including attorney's fees and costs), claims, actions and suits, whether in contract, tort or otherwise. Lessee hereby appoints Lessor its true and lawful attomey-in-fact (with full power of substitution) to prepare any instrument, certificate of title or financing statement covering the Equipment or otherwise protecting Lessor's interest in the Equipment, to sign Lessee's name with the same force and effect as if signed by Lessee, and to file same at the proper location(s); and make claims for, receive payment of, and execute and endorse all documents, checks or drafts for loss, theft, damage or destruction to the Equipment under any insurance. 25. ANTI-MONEY LAUNDERINGIINTERNATIONAL TRADE LAW COMPLIANCE. Lessee represents and warrants to Lessor, as of the date of this Master Lease, the date of each advance of proceeds pursuant to this Master Lease, the date of any renewal, extension or modification of this Master Lease or any Lease, and at all times until this Master Lease and each Lease has been terminated and all amounts thereunder have been indefeasibly paid in full, that: (a) no Covered Entity (i) is a Sanctioned Person; (ii) has any of its assets in a Sanctioned Country or in the possession, custody or control of a Sanctioned Person; or (iii) does business in or with, or derives any of its operating income from investments in or transactions with, any Sanctioned Country or Sanctioned Person in violation of any law, regulation, order or directive enforced by any Compliance Authority; (b) the proceeds of any Lease will not be used to fund any operations in, finance any investments or activities in, or, make any payments to, a Sanctioned Country or Sanctioned Person in violation of any law, regulation, order or directive enforced by any Compliance Authority; (c) the funds used to repay any Lease are not derived from any unlawful activity; and (d) each Covered Entity is in compliance with, and no Covered Entity engages in any dealings or transactions prohibited by, any laws of the United States, including but not limited to any Anti-Terrorism Laws. Lessee covenants and agrees that it shall immediately notify Lessor in writing upon the occurrence of a Reportable Compliance Event. As used herein: "Anti-Terrorism Laws" means any laws relating to terrorism, trade sanctions programs and embargoes, import/export licensing, money laundering, or bribery, all as amended, supplemented or replaced from time to time; "Compliance Authority" means each and all of the (a) U.S. Treasury Department/Office of Foreign Assets Control, (b) U.S. Treasury Department/Financial Crimes Enforcement Network, (c) U.S. State Department/Directorate of Defense Trade Controls, (d) U.S. Commerce Department/Bureau of Industry and Security, (e) U.S. Internal Revenue Service, (f) U.S. Justice Department, and (g) U.S. Securities and Exchange Commission; "Covered Entity' means Lessee, its affiliates and subsidiaries, all guarantors, pledgors of collateral, all owners of the foregoing, and all brokers or other agents of Lessee acting in any capacity in connection with this Master Lease or any Lease; "Reportable Compliance Event" means that any Covered Entity becomes a Sanctioned Person, or is indicted, arraigned, investigated or custodially detained, or receives an inquiry from regulatory or law enforcement officials, in connection with any Anti-Terrorism Law or any predicate crime to any Anti- Terrorism Law, or self-discovers facts or circumstances implicating any aspect of its operations with the - 9 - E05 actual or possible violation of any Anti-Terrorism Law; "Sanctioned Country" means a country subject to a sanctions program maintained by any Compliance Authority; and "Sanctioned Person" means any individual person, group, regime, entity or thing listed or otherwise recognized as a specially designated, prohibited, sanctioned or debarred person or entity, or subject to any limitations or prohibitions (including but not limited to the blocking of property or rejection of transactions), under any order or directive of any Compliance Authority or otherwise subject to, or specially designated under, any sanctions program maintained by any Compliance Authority. 26. USA PATRIOT ACT NOTICE. To help the government fight the funding of terrorism and money laundering activities, Federal law requires all financial institutions to obtain, verify and record information that identifies each lessee that opens an account. What this means: when Lessee opens an account, Lessor will ask for the business name, business address, taxpayer identifying number and other information that will allow Lessor to identify Lessee, such as organizational documents. For some businesses and organizations, Lessor may also need to ask for identifying information and documentation relating to certain individuals associated with the business or organization. 27. SECTION HEADINGS. All section headings contained herein or in any Schedule are for convenience of reference only and do not define or limit the scope of any provision of any Lease. 28. EXECUTION IN COUNTERPARTS. Each Schedule to this Master Lease may be executed in several counterparts, each of which shall be deemed an original, but all of which shall be deemed one instrument. Only one counterpart of each Schedule shall be marked "Lessor's Original" and all other counterparts shall be deemed duplicates. An assignment of or security interest in any Schedule may be created through transfer and possession only of the counterpart marked "Lessor's Original." 29. ENTIRE AGREEMENT; WRITTEN AMENDMENTS. Each Lease, together with the exhibits attached thereto and made a part hereof and other attachments thereto, and other documents or instruments executed by Lessee and Lessor in connection therewith, constitute the entire agreement between the parties with respect to the lease of the Equipment covered thereby, and such Lease shall not be modified, amended, altered, or changed except with the written consent of Lessee and Lessor. Any provision of any Lease found to be prohibited by law shall be ineffective to the extent of such prohibition without invalidating the remainder of the Lease. 30_ HEAVY-DUTY VEHICLE GREENHOUSE GAS EMISSION REDUCTION REGULATION. (a) If the equipment leased pursuant to the Lease is a tractor, the Lessee of this heavy-duty tractor understands that when using a heavy-duty tractor to pull a 53-foot or longer box-type trailer on a highway within California, the heavy-duty tractor must be compliant with sections 95300-95312 title 17 California Code_ of Regulations, and that it is the responsibility of the Lessee to ensure this heavy-duty tractor is compliant. The regulations may require this heavy-duty tractor to have low-rolling-resistance tires that are U.S. Environmental Protection Agency (U.S. EPA) SmartWay Verified Technologies prior to current or future use in California, or may entirely prohibit use of this tractor in California if it is a model year 2011 or later tractor and is not a U.S. EPA SmartWay Certified Tractor (b) If the equipment leased pursuant to the Lease is a trailer, the Lessee of this box-type trailer understands that when using a heavy-duty tractor to pull a 53-foot or longer box-type trailer on a highway within California, the box-type trailer must be compliant with sections 95300-95312 title 17 California Code of Regulations, and that it is the responsibility of the Lessee to ensure this box-type trailer is compliant. The regulations may require this trailer to have low-rolling-resistance tires and aerodynamic technologies that are U.S. Environmental Protection Agency SmartWay Verified Technologies prior to current or future use in California. (c) Notwithstanding anything in the Lease to the contrary, the Lease does not prohibit the Lessee from modifying the trailer, at Lessee's cost, to be compliant with the requirements of the California Heavy- Duty Vehicle Greenhouse Gas Emission Reduction Regulation. 31. IMPORTANT INFORMATION ABOUT PHONE CALLS. By providing telephone number(s) to Lessor, now or at any later time, Lessee authorizes Lessor and its affiliates and designees to contact - 10 - E05 Lessee regarding Lessee account(s) with Lessor or its affiliates, whether such accounts are Lessee individual accounts or business accounts for which Lessee is a contact, at such numbers using any means, including but not limited to placing calls using an automated dialing system to cell, VolP or other wireless phone number, or leaving prerecorded messages or sending text messages, even if charges may be incurred for the calls or text messages. Lessee consents that any phone call with Lessor may be monitored or recorded by Lessor. City of Vemon PNC Equipment Finance, LLC ("Lessor") ('Lessee-) By By. Title: Melissa Ybarra, Mayor Title 4305 S. Santa Fe Ave 155 East Broad Street, B4-B230-05-7 Vernon, CA 90058 Columbus, OH 43215 Attest: Maria E. Ayala, City Clerk APPROVED AS TO FORM: Zaynah Moussa, Senior Deputy City Attorney - 11 - E28 LEASE SCHEDULE NO. 206155000 Dated As Of August 9, 2017 This Lease Schedule (this "Schedule") is attached and made a part of the Master Lease-Purchase Agreement referenced below, together with all exhibits, schedules, addenda, and other attachments thereto, executed by Lessee and Lessor (the "Lease"). Unless otherwise defined herein, capitalized terms will have the same meaning ascribed to them in the Master Lease. All terms and conditions of the Master Lease are incorporated herein by reference. To the extent that there is any conflict between the terms of the Lease and this Schedule, the terms of this Schedule shall control. Master Lease-Purchase Agreement dated August 9, 2017 1. EQUIPMENT DESCRIPTION. As used in the Lease, "Equipment" means all of the property described in Schedule A-1 attached to this Schedule and all attachments, additions, accessions, parts, repairs, improvements, replacements and substitutions thereto. 2. RENTAL PAYMENTS; LEASE TERM. The Rental Payments to be paid by the Lessee to Lessor, the commencement date thereof and the lease term of this Lease Schedule are set forth on the Schedule A-1 attached to this Lease Schedule. 3. ESSENTIAL USE; CURRENT INTENT OF LESSEE. Lessee represents that the use of the Equipment is essential to Lessee's proper, efficient and economic functioning or to the services that Lessee provides to its citizens and the Equipment will be used by Lessee only for the purpose of performing its governmental or proprietary functions consistent with the permissible scope of its authority. Lessee currently intends for the full Lease Term: to use the Equipment; to continue this Lease; and (if applicable) to make Rent Payments if funds are appropriated in each fiscal year by its governing body. 4. ACCEPTANCE OF EQUIPMENT. AS BETWEEN LESSEE AND LESSOR, LESSEE AGREES THAT (A) LESSEE HAS RECEIVED AND INSPECTED ALL EQUIPMENT; (B) ALL EQUIPMENT IS IN GOOD WORKING ORDER AND COMPLIES WITH ALL PURCHASE ORDERS, CONTRACTS AND SPECIFICATIONS; (C) LESSEE ACCEPTS ALL EQUIPMENT FOR PURPOSES OF THE LEASE "AS-IS, WHERE IS"; AND (D) LESSEE WAIVES ANY RIGHT TO REVOKE SUCH ACCEPTANCE. 5. BANK QUALIFIED. LESSEE CERTIFIES THAT IT HAS DESIGNATED THIS LEASE AS A QUALIFIED TAX-EXEMPT OBLIGATION 1N ACCORDANCE WITH SECTION 265(b)(3) OF THE CODE, THAT IT HAS NOT DESIGNATED MORE THAN $10,000,000 OF ITS OBLIGATIONS AS QUALIFIED TAX-EXEMPT OBLIGATIONS IN ACCORDANCE WITH SUCH SECTION FOR THE CURRENT CALENDAR YEAR AND THAT IT REASONABLY ANTICIPATES THAT THE TOTAL AMOUNT OF TAX-EXEMPT OBLIGATIONS TO BE ISSUED BY LESSEE DURING THE CURRENT CALENDAR YEAR WILL NOT EXCEED $10,000,000. 6. RE-AFFIRMATION OF THE MASTER LEASE-PURCHASE AGREEMENT. Lessee hereby re-affirms all of its representations, warranties and obligations under the Master Lease Purchase Agreement (including, without limitation, its obligation to pay all Rental Payments, its disclaimers in Section 7 thereof and its representations in Section 6.1 and 16 thereof). City of Vernon PNC Equipment Finance, LLC ("Lessor") ("Lessee") By: _ By- Title: Melissa Ybarra, Mayor Ti'Ie Attest: Maria E. Ayala, City Clerk APPROVED AS TO FORM: Zaynah Moussa, Senior Deputy City Attomey E28 Schedule A-1 1. EQUIPMENT LOCATION & DESCRIPTION: City of Vernon 3375 Fruitland Ave Vernon, CA 90058 Los Angeles County 2018 Pierxe XT 107'Tiller Ascendant VIN# 2_ LEASE PAYMENT SCHEDULE. (a) Accrual Date: August 9, 2017 (b) Amount Financed: i. Equipment Purchase Price $1,314,621.00 Performance Bond $3.877.82 Sales Tax $110,585.56 � Purchase Price Deduction $0 00 Prepay Discounts $50,772.00 Trade In $0.00 Total Amount Financed(Cash Sale Price minus Purchase Price Deductions) $1,378,312.38 E28 (c) Payment Schedule: Accrual Date: August 9. 2017 Rent Payment Rent Payment Rent Payment Interest Termination Number Date Amount Portion Principal Portion Value 1 8/9/2018 165,145.95 47,276.11 117,869.84 1,298,255.82 2 8/9/2019 165,145.95 43,233.17 121,912.78 1,172,685.65 3 8/9/2020 165,145.95 39,051.57 126,094.38 1,042,808.44 4 8/9/2021 165,145.95 34,726.53 130,419.42 908,476.44 5 8/9/2022 165,145.95 30,253.14 134,892.81 769,536.84 6 8/9/2023 165,145.95 25,626.32 139,519.63 625,831.63 7 8/9/2024 165,145.95 20,840.80 144,305.15 477,197.32 8 8/9/2025 165,145.95 15,891.13 149,254.82 323,464.86 9 8/9/2026 165,145.95 10,771.69 154,374.26 164,459.37 10 8/9/2027 165,145.95 5,476.66 159,669.29 1.00 Q ft r of Vernon PNC Equipment Finance, LLC ("Lessee") ("Lessor) By: By. Title: Melissa Ybarra, Mayor Title .A[ttsl: Maria E.Ayala,City Clerk APPROVED AS TO FORM: Zaynah Moussa, Senior Deputy City Attorney E28 VEHICLE SCHEDULE ADDENDUM Dated As Of Auciust 9, 2017 Lease Schedule No. 206155000 Dated August 9, 2017 Lessee: City of Vernon Reference is made to the above Lease Schedule ("Schedule") to the Master Lease-Purchase Agreement identified in the Lease Schedule ("Master Lease") by and between PNC Equipment Finance, LLC ("Lessor") and the above Lessee ("Lessee"). This Addendum amends and modifies the terms and conditions of the Schedule and is hereby made a part of the Schedule. Unless otherwise defined herein, capitalized terms defined in the Master Lease shall have the same meaning when used herein. NOW THEREFORE, as part of the valuable consideration to induce the execution of the Schedule, Lessor and Lessee hereby agree to amend the Schedule as follows: 1. In the event that any unit of Equipment covered by the Schedule is a vehicle or trailer under applicable State law, then the following provisions shall also apply to the Schedule to the extent permitted by law, (a) each manufacturer's statement of origin and certificate of title shall state that Lessor has the first and sole lien on or security interest in such unit of Equipment; (b) the public liability and property damage insurance required by the terms of the paragraph titled "Insurance in the Master Lease shall be in an amount not less than $1,000,000.00 per person insured and $2 000,000.00 combined single limit per unit per occurrence (provided, that if the unit of Equipment is a bus or other passenger vehicle, then such insurance amount shall be such larger amount as may be reasonably required by Lessor)and $1 000,000.00 for damage to property of others; (c) Lessee shall furnish and permit only duly licensed, trained, safe and qualified drivers to operate any such unit of Equipment, and such drivers shall be agents of Lessee and shall not be agents of Lessor, and (d) Lessee shall cause each such unit of Equipment to be duly registered and licensed as required by applicable State law with Lessor noted as lien holder and Lessee as owner. 2. Except as expressly amended by this Addendum and other modifications signed by Lessor, the Schedule remains unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Addendum as of the date first referenced above. City of Vernon PNC Equipment Finance, LLC ("Lessee") ("Lessor) By By - Title: Melissa Ybarra, Mayor Title Attest: Maria E. Ayala, City Clerk APPROVED AS TO FORM: Zaynah Moussa, Senior Deputy City Attorney E24 CERTIFICATE OF INCUMBENCY Lessee: City of Vernon Lease Schedule No.: 206155000 Dated: August 9, 2017 1, the undersigned Secretary/Clerk identified below, do hereby certify that I am the duly elected or appointed and acting Secretary/Clerk of the above Lessee (the "Lessee"), a political subdivision duly organized and existing under the laws of the State where Lessee is located, that I have the title stated below, and that, as of the date hereof, the individuals named below are the duly elected or appointed officers of the Lessee holding the offices set forth opposite their respective names. [NOTE: Use same titles as Authorized Representatives stated in Resolutions.] Melissa Ybarra Mayor Name Title Signature Name Title Signature IN WITNESS WHEREOF, I have duly executed this certificate and affixed the seal of such Lessee as of the date set forth below. [SEAL] Signature of Secretary/Clerk of Lessee Print Name: Maria E. Ayala Official Title: City Clerk Date: of ZI ty 40 OFFICE OF THE CITY ATTORNEY 4305 Santa Fe Avenue,Vernon,California 90058 Telephone(323)583-8811 Date: August 1,2017 Lessee: City of Vernon Lessor. PNC Eauipment Finance,LLC Re- Lease Schedule No 2061550DO dated August 9. 2017, together with its Master Lease-Purchase Agreement dated August 9. 2017, by and between the above-named Lessee and the above-named Lessor To Whom It May Concern: I have acted as counsel to Lessee with respect to the Lease Schedule, the Master Lease-Purchase Agreement and all other agreements described above or related thereto(collectively, the'Agreements')and various related matters, and in this rapacity have reviewed a duplicate original or certified copy of the Agreements and such other documents as I have deemed necessary for the purposes of this opinion. Based upon the examination of such documents,it is my opinion that: 1. Lessee is a California charter City and California Municipal corporation organized and existing under its Charter and the Constitution of the State of California(the'State'). 2. Lessee is authorized and has power under State law to enter into all of the Agreements, and to carry out its obligations thereunder and the transactions contemplated thereby. 3. The Agreements and all other documents related thereto have been duly,authorized,approved,and executed by and on behalf of Lessee,and each of the Agreements is a valid and binding contract of Lessee enforceable in accordance with its terms,except to the extent limited by State and Federal law affecting creditor's remedies and by bankruptcy, reorganization or other caws of general application relating to or affecting the enforcement of creditors'rights. 4. The authorization, approval and execution of the Agreements and all other proceedings of Lessee relating to the transactions contemplated thereby have been performed in accordance with all applicable Local, State and Federal laws(including open meeting laws and public bidding and property acquisition laws). 5 To the best of my knowledge,there is no litigation or proceeding pending before any court,administrative agency or governmental body,that challenges: the organization or existence of Lessee; the authority of its officers; the proper authorzation; approval and execution of any of the Agreements or any documents relating thereto; the appropriation of monies to make payments under the Agreements for the current fiscal year; or the ability of Lessee otherwise to perform its obligations under the Agreements and the transactions contemplated thereby. 6. Lessee is a political subdivision of the State as referred to in Section 103 of the Internal Revenue Code of 1986, as amended,and the related regulations and rulings thereunder. Lessor,its Assignee and any of their assigns may rely upon this opinion. Very truly yours, Zaynah Moussa Senior Deputy Attorney I01 INSURANCE COVERAGE DISCLOSURE PNC Equipment Finance, LLC LE,_ SSOR City of Vernon , LESSEE RE: INSURANCE COVERAGE REQUIREMENTS 1. In accordance with the Lease Schedule ("Schedule") to the Master Lease-Purchase Agreement identified in the Lease Schedule ("Master Lease"), Lessee certifies that it has instructed the insurance agent named below(please fill in name, address, and telephone number): to issue: (check to indicate coverage) a. All Risk Physical Damage Insurance on the leased Equipment evidenced by a Certificate of Insurance and Long Form Loss Payable Clause naming PNC Equipment Finance, LLC and/or its assigns as Lender Loss Payee. Coverage Required: Termination Value Specified b. Public Liability Insurance evidenced by a Certificate of Insurance naming PNC Equipment Finance, LLC andlor its assigns as an Additional Insured. Minimum Coverage Required: $1,000,000.00 per person $2,000,000.00 aggregate bodily injury liability $1,000,000.00 property damage liability Proof of insurance coverage will be provided to PNC Equipment Finance, LLC,Attn: Insurance Dept, 995 Dalton Ave., Cincinnati, OH 45203, prior to the time that the property is delivered to Lessee. OR 2. Pursuant to the Master Lease, Lessee represents and warrants, in addition to other matters under the Agreement, that it is lawfully self-insured for. (check to indicate coverage) a. All risk, physical damage in the amount specified in 1(a)above. b. Public liability for not less than the amounts specified in 1(b)above. Lessee has attached a signed letter describing self-insurance. LESSEE: City of Vernon By. Title: Director of Finance -01 INSURANCE INFORMATION Please provide the following information to your insurance company to help expedite receipt of the necessary coverage: ITEMS WHICH NEED TO BE REFLECTED ON INSURANCE CERTIFICATE: �dditional PNC Equipment Finance, LLC must be named Lender Loss Payee and Insured • 30 Days Notice of Cancellation • Not Less than $2,000,000.00 limits on liability • Certificate must reflect a short equipment description • Certificate must reflect an expiration date Certificate Holder Information: PNC Equipment Finance, LLC, its successors and/or all assigns Attn: Insurance Dept 995 Dalton Ave. Cincinnati, OH 45203 Please send a FAX copy of certificate to at 1-800-678-0602. The original should be mailed to the same at: PNC Equipment Finance, LLC Attn: Insurance Dept 995 Dalton Ave. Cincinnati, OH 45203 Please call Cheryl Kenned at 1-800-820-9041, ext. 4, if you have any questions. 101 THREE PARTY AGREEMENT Dated as of-August 9 2017 "Lessee" means City of Vernon "Schedule" means Lease Schedule No. 206155000 Dated August 9,2017 , together with its Schedule A-1. Reference is made to the Lease Schedule ("Schedule") and to the Master Lease-Purchase Agreement ("Master Lease") identified in said Lease Schedule, described above between PNC Equipment Finance, LLC ("Lessor") and the Lessee identified above which relates to Equipment described in Schedule A-1 to the Lease Schedule attached therein ("Equipment") to be supplied by Pierce Manufacturing Inc. ("Supplier"). For good and valuable consideration, receipt of which is hereby acknowledged, Lessee, Lessor and Supplier hereby agree as follows: 1. Notwithstanding anything to the contrary in the Lease Schedule, Lessee hereby notifies Lessor that the Equipment has not yet been delivered to Lessee and the Equipment has not yet been accepted by Lessee for purposes of the Lease Schedule. Lessee agrees to execute and deliver to Lessor a Delivery and Acceptance Certificate in the form attached hereto as Exhibit A upon the circumstances set forth in said Certificate. 2. All parties hereto agree that the Purchase Price of the Equipment shall be as set forth below if said Purchase Price is paid on or before the Advance Payment Date set forth below: Purchase Price: $1,314,621.00 Sales Tax $110,585.56 Vendor Discounts: $50,772.00 Advance Payment Date: August 9, 2017 3. Upon execution of the Lease Schedule and delivery of all documents relating thereto required by Lessor, Lessee agrees that it shall pay the Lessee Down Payment stated below and Lessor agrees that it shall pay the balance of the Purchase Price (the "Amount Financed") stated below. Lessee agrees that the Lease Term and Lessee's obligation to pay Rent Payments shall commence on the date set forth in the Lease Schedule notwithstanding the delivery of the Equipment at a later date. Lessee Down Payment: $0.00 Trade In: $0.00 Amount Financed: $1,378,312.38 4. (a) Supplier anticipates that it shall deliver the Equipment to Lessee by the Anticipated Delivery Date set forth below. Anticipated Delivery Date: July 9, 2018 (b) Supplier hereby agrees that it shall deliver the Equipment to Lessee no later than the Outside Delivery Date set forth below and that such Equipment shall comply with all specifications and requirements of Lessee and with the terms and conditions of any purchase order/purchase agreement relating thereto. Outside Delivery Date: September 9 2018 5. If for any reason whatsoever Supplier fails to comply with its agreements set forth in subparagraph 4(b) of this Agreement by the Outside Delivery Date for any piece of Equipment (the "Delayed Equipment"), and the Lessee has not agreed to revise the Outside Delivery Date with respect to such Delayed Equipment, then Supplier hereby agrees as follows only for the Delayed Equipment: '01 (a) On the first business day after the Outside Delivery Date, Supplier shall pay to Lessee the Lessee Down Payment for the Delayed Equipment plus interest at the Prime Rate plus one percent (1%) per annum from the Advance Payment Date to the date of such payment; (b) On the first business day after the Outside Delivery Date, Supplier shall pay to Lessor for the Delayed Equipment the Amount Financed plus interest at the Prime Rate plus one percent(1%) per annum from the Advance Payment Date to the date of such payment; and (c) "Prime Rate" means the prime rate of interest as published from time to time in the Wall Street Journal. If there is more than one piece of Equipment subject to the Lease, and some of the Equipment is delivered in accordance with subparagraph 4(b) of this Agreement, the payments owed pursuant to the Lease shall be modified to reflect only the obligations due on the Equipment that was delivered pursuant to subparagraph 4(b) of this Agreement. The new payment obligation will be determined based on the amount financed for the Equipment delivered to the Lessee, and based on the interest rate in effect as of the date of Lease commencement. 6. If Supplier makes the payments described in paragraph 5 above for the Delayed Equipment under the circumstances set forth above and if Lessee has otherwise paid and performed its obligations under the Lease Schedule as of such payment date for the Delayed Equipment, then Lessee and Lessor agree that the Lease Schedule shall terminate as of the date of such payments by Supplier as to the Delayed Equipment only. Lessee's obligations shall continue unabated for the Equipment that was delivered pursuant to subparagraph 4(b) of this Agreement. 7. Supplier agrees that a Performance Bond will be issued which names the Supplier as Principal, the Lessee as Obligee and the Lessor as Additional Obligee. This Performance Bond will apply solely to the terms and conditions of the purchase order/purchase agreement, including related equipment specifications and warranties, as issued by the lessee and accepted by the Supplier. The "Contract Date" referred to in the Performance Bond shall be the date of the Three Party Agreement. Except as expressly set forth herein, the Lease Schedule and the terms and conditions of the purchase order/purchase agreement for the equipment remain unchanged and in full force and effect. B. Except as expressly set forth herein, the Lease Schedule and terms and conditions of the purchase order/purchase agreement for the Equipment remain unchanged and in full force and effect. IN WITNESS WHEREOF, the duly authorized officers of the parties set forth below hereby execute and deliver this Agreement as of the date first written above. City of Vernon PNC Equipment Finance, LLC ("Lessee") ("Lessor') By: By. . Title: Melissa Ybarra, Mayor Title: Pierce Manufacturing Inc. ("Supplier") By Title: Attest: Maria E.Ayala,City Clerk APPROVED AS TO FORM: Zaynah Moussa,Senior Deputy City Attorney 101 Exhibit A DELIVERY & ACCEPTANCE CERTIFICATE Lease Schedule No. 206155000 Reference is made to the above Lease Schedule ("Schedule"), which has been executed and delivered by the undersigned Lessee ("Lessee") and PNC Equipment Finance, LLC ("Lessor"). This Certificate amends and supplements the terms and conditions of the Lease Schedule and is hereby made a part of the Lease Schedule. Unless otherwise defined herein, capitalized terms defined in the Master Lease-Purchase Agreement and the Lease Schedule shall have the same meaning when used herein; provided, that "Equipment" shall mean the Equipment described in the Schedule A-1 and in any attachment or exhibit to this Certificate. Notwithstanding anything to the contrary, expressed or implied, in the Lease Schedule or its Schedule A-1, Lessee agrees as follows: 1. ACCEPTANCE OF EQUIPMENT. As of the Acceptance Date stated below and as between Lessee and Lessor, Lessee hereby agrees that: (a) Lessee has received and inspected all Equipment; (b)all Equipment is in good working order and complies with all purchase orders, contracts and specifications; (c) Lessee accepts all Equipment for purposes of the Lease"as-is, where-is"; and (d) Lessee waives any right to revoke such acceptance. ACCEPTANCE DATE: RENT PAYMENTS. Lessee hereby agrees that Lessee will pay the Rent Payments for the Equipment in the amounts and on the dates specified in Schedule A-1 to the Lease Schedule. City of Vernon ("Lessee") By: Title: Melissa Ybarra, Mayor Maria E.Ayala,City Clerk APPROVED AS TO FORM: Zaynah Moussa,Senior Deputy City Attorney 101 PNC Equipment Finance,LLC INFORMATION REQUEST LESSEE NAME: City of Vernon FEDERAL TAX I.D. # BILLING ADDRESS: William F. Fox Billing Contact 4305 Santa Fe Avenue Street Address or Post Office Box Vernon, CA 90058 City, State and Zip 323-583-8811 ext. 849 323-826-1491 Phone Number Fax Number wfox@dvemon.ca.us Email Address PHYSICAL ADDRESS(IF DIFFERENT): Street Address or Post Office Box City, State and Zip Require Board Approval for Payments? Yes No Board Meeting Date? Require signed vouchers for payments? Yes _ No We typically mail our invoices 30 days in advance. Taking into account a 7-day mail period, do you foresee any problem that would prevent the payment from being received on or before the due date? Yes No Please list any special instructions below: Fora 8038-G Information Return for Tax-Exempt Governmental OblijAlons (Rev September 2011) ►Under Internal Revenue Code section 149(e) OMB No 1545-0720 ►See separate insbuctions. Department of the-real..-.Internal Revenue Service Ca ion;if the issue puce is under$100,000,use Form 8038-GC. -Ma ReportingAuthority _ If Amended Return, Check here F ❑ 1 Issuers name 2 Isms employer Identification number(EIN) CiLy of Vernon 95-6000806 38 Name of person(other than Wirer)with whom the IRS may communcate about this return(see wistuebons) 3b Telephone number of other person shown on 3a VAlliam F.Fox 323-583.8811 x849 4 Number and street(or P.O-box if mall is not delivered to sheet address) rxae^r:'su Fe 5 Report number(For IRS Use Only) 4305 5 Santa Fe Ave 3 B City,town,or post office,state,and ZIP code 7 hate of issue Vernon,CA 90058 BR12017 B Name of issue 9 CUSIP number Lease#206155000 100 Name and title of officer or other employee of the issuer whom the IRS may call for more mformadon(see 10b Telephone number of officer or other ;n ll1ruchone) employee shown on 10a lArlliam F.Fox,Finance Director 323-583.8811 FOM Type of Issue fir the issue price). See the instructions and attach schedule. 11 Education . . . . . . . . . . . . . . . . . . . . . , , 11 12 Health and hospital . . . . . . . . . . , , . - - - - - - - - - 12 13 Transportation . . . . . . . . . . . . . . . . . . . . , . . . . . . 13 14 Public safety . . . . . . . . . . . . . . . . . . . - . 14 1r378,312 38 15 Environment(including sewage bonds) . . . . . . . . . . . , , 15 16 Housing . . . . . . . . . . . . . . . . . - - - - - - , , 16 17 Utilities . . . . . . . . . . . . . . . . . . . . . . , . , , 17 18 Other.Describe ► 18 19 If obligations are TANs or RANs,check only box 19a . . . . . . . . . . . . . 0. 0 If obligations are BANs,check only box 19b . . . . . . . . . . . . . . . . ► ❑ 20 If obligations are in the form of a lease or installment sale,check box . - - - ► ❑� Description of Obli atiorts. Gam lete for the entire issue for which this farm is beine PIed- { Finer meturiry date {41,scua gnca (e)Stated redemption (d)Nleighted (e)Yield price at maturity aywage malunly 21 LOW2027 S 1,378,312rW 1,378,312.3E 10 Veiars 3.430 % =3 Uses of Proceeds of Bond Issue (including underwriters' discount 22 Proceeds used for accrued interest . . . . . . . . . . . . . . . 22 23 Issue price of entire issue(enter amount from line 21,column(b)) . . 23 1.378.312 3B 24 Proceeds used for bond issuance costs(including underwriters'discount). . 24 25 Proceeds used for credit enhancement . . . . . . . . . . . . 25 26 Proceeds allocated to reasonably required reserve or replacement fund . 26 27 Proceeds used to currently refund prior issues . . . . . . . . . 27 28 Proceeds used to advance refund prior issues . . . . . . . . . 29 29 Total(add lines 24 through 28) . . . . . . . . . . . . . . . . . . . . 29 30 Nonrefunding proceeds of the issue(Suwrw line 29 from line 23 and enter amount here) - - , 30 1 1,37&3121 38 Descri ption of Refunded Bonds. Gom letethis W only for refun d i ng bonds, 31 Enter the remaining weighted average maturity of the bonds to be currently refunded . . . . ► yew 32 Enter the remaining weighted average matunty of the bonds to be advance refunded . . . . ► years 33 Enter the last date on which the refunded bonds will be called(MM/DDi'YYYY) . . . . . . ► 34 Enter the date(s)the refunded bonds were issued►(MM/DDNYM For Paperwork Reduction Act Notice,see separate instructions. Cat No 63773S Form 8038-G(Rev.9-2011) Form 8=-G(Rev_9-2011) -age hA-rscellaneous 35 Enter the amount of the state volume cap allocated to the issue under section 141(b)(5) _ 3.5_ 36a Enter the amount of gross proceeds invested or to be invested in a guaranteed investment contract (GIC)(see instructions) . . . . . . . . . . 36a b Enter the final maturity date of the GIC► c Enter the name of the GIC provider► 37 Pooled financings: Enter the amount of the proceeds of this issue that are to be used to make loans to other governmental units . . , . . . . . . . . . . . . . . . . . . . . 1 37 38a If this issue is a loan made from the proceeds of another tax-exempt issue,check box► ❑and enter the following information: b Enter the date of the master pool obligation► c Enter the EIN of the issuer of the master pool obligation► d Enter the name of the issuer of the master pool obligation► 39 If the issuer has designated the issue under section 265(b)(3)(113)()(III)(small issuer exception),check box ► ❑ 44 If the issuer has elected to pay a penalty in lieu of arbitrage rebate,check box , , . . , . . , . . . ► ❑ 41a if the issuer has identified a hedge,check here► ❑ and enter the following information: b Name of hedge provider► c Type of hedge► d Term of hedge► 42 If the issuer has superintegrated the hedge,check box . . . . . . . . . . . . . . . . ► ❑ 43 If the issuer has established written procedures to ensure that all nonqualified bonds of this issue are remediated according to the requirements under the Code and Regulations(see instructions), check box , , . ► ❑ 44 If the issuer has established written procedures to monitor the requirements of section 148,check box ► ❑ 45a If some portion of the proceeds was used to reimburse expenditures,check here► ❑ and enter the amount of reimbursement . . . . . . . . . ► _ b Enter the date the official intent was adopted► Under penalties of periury.I declare that I have examined this Mum and accompanying schedules and statements,and to the hest of my knowledge Signature and belief,they are true,correct,and complete.I further declare that I consent to the IRS's disclosure of the issuers return information,as necessary to and process this retum,to the person that I have authorized above. Consent ' , William F.Fox,Finance Director Signature of issuer's authorized representative Date Tvoa or omit name and tide eck ❑ d Paid PnnUType preparer's name Preparer's signature Date Ch Preparer sed'�loyed Use Only Firms name ► Firm's ESN ► Firm's address ► Pt.na. Form { -{i(Rev 9-2011, • PERFORM. LIKE NO OTHEW. Vernon Fire Department 100%Pre-Payment Option June 12,2017 If a 100%pre-payment were made at contract signing,the following discount would be applied to the final invoice: Each Extension One ( 1 ) Pierce Arrow XT 107'Heavy Duty Tiller $ 1,292,607.00 $ 1,292,607.00 Fire Department Contingency _ $ 22,000.00 $22,000 100% Prepayment Discount $ (50,772.00) $ (50,772.00) APPARATUS COST $ 1,263,835.00 $ 1,241,835.00 Sales Tax @ 8.750% $ 110,585.56 $ 110,585.56 Performance Bond $ 3,877.82 , $ 3,877.82 Califomia Tire Fee $ 14.00 $ 14.00 TOTAL PREPAY PURCHASE PRICE $ 1,37$,312.38 $ 1,378,312.38 Less 100% pre-payment at Contract Signing $ 1,378,312 38 $ 1,378,312.38 BALANCE DUE AT DELIVERY S0.00 $0.00 100% PRE-PAYMENT D1675UN '=M=WATT a) If your departmerd makes a 100% cash pre-payment at contract signirF9. b) If your department signs up for a lease-purchase with Pierce Financial Solutions. This would require no money down and no payments for one(1)year if desired. Discount for the 100% pre-payment option includes discounts for the chassis, interest,aerial (if applicable), and flooring charges. * Any item added after this option is elected will come at additional cost and will be added to the final invoice. INVITATION CITY OF PHILADELPHIA BID NUMBER PAGE of AND BID PROCURMONT DEPARTNENT S7YN2160 18 19 Continuation PHILADELPHIA, PA 19102 -- 1685 FIRM NAME (Must be filled in) Pierce Manufacturing, Inc, Pursuant to Paragraph 19, Default and Termination, of the SSsE Terms and Conditions of Bidding and Contract, failure to comply with the City's payment reporting process may be considered an Event of Default. 4.3 VENDOR ACCEPTANCES - IN SUBMITTING AN EXECUTED BID, THE BIDDER AGREES TO THE CONTRACT MANAGEMENT PROCEDURES IN THIS SECTION. SECTION 5: PRICING (PRICES QUOTED MAY NOT EXCEED TMM (3) DECImiL PLACES) Unit pricing quoted below will prevail in Case of any discrepancy(ies) between unit price and the extended amount and will be the determining factor in establishing applicable contract amount s)/award_ 5. 1 Aerial Fire Apparatus - Compact Design UNIT PRICE 42981-000-017 s 1,114,415.00 UNIT AS PER SPECIFICATION OMIT 19.0, PRE-PRODUCTION INSPECTION ObIIT 34.1, OPERATOR TRAINING OMIT 34.2, TECBNICim TRAINING 5.1 . 1 Percentage discount from 5.1 Price for two (2) units Purchased on same order. 0 % 5. 1.2 Percentage discount from 5.1 Price for three (3) units Purchased on same order. 0 % 5. 1.3 Percentage discount from 5. 1 Price for four (4) units Purchased on same order. 0 % 5. 1.4 Percentage discount from 5. 1 Price for five (5) units Purchased on same order. 0 % OPTIONS 5.2 42881-009-184 OPTION ITEM 19.1, PRE-CONSTRUCTION CONFERENCE $ $1,500.00 (Cost, per individual) INVITATION CITY OF PHILADELPHIA BID NUMBER PAGE OF AND BID ANT DEPARTMENT S77N2160 14 19 Continuation PHILADELPHIA, PA 19102 - 1685 FIRM NAME (Must be filled in) Pierce Manufacturina, Inc. UNIT PRICE 5.3 42681-009-185 OPTION ITEM 19.1.1, VIRTUAL PRE-CONSTRUCTION CONFERENCE NIC 5.4 42891-009-196 OPTION ITEM 19.2, CAMPLETED CHASSIS INSPECTION TRIP $ $1,500.00 (Cost per individual) 5.5 42881-009-187 OPTION ITEM 19.2.2, VIRTUAL COMPLETED CHASSIS INSPECTION NIC 5. 6 42801-009-198 OPTION ITEM 19.3, BODY MID-INSPECTION TRIP $1,500.00 (Cost per individual) 467 42881-009-189 , OPTION ITEM 19.3.1, VIRTUAL BODY MID-INSPECTION NIC 5.8 42681-009-I90 OPTION ITEM 19.4, FINAL COMPLETION INSPECTION TRIP $1,500.00 (Cost per individual) -- - - 5. 9 42881-009-191 OPTION ITEM 19.4.1, VIRTUAL FINAL C01PLETION INSPECTION NIC 5. 10 42881-009-192 OPTION ITEM 34.1, OPERATOR TRAINING $3,960.00 5. 11 42881-009-193 OPTION ITEM 34.2, TECHNICIAN TRAINING $3,960.00 Total $ 1,128,335.00 (5.1 - 5.11) --- BASIS OF AWARD FOR THIS BID WILL BE ON THE UNIT PRICE 5.1 ONLY. W1 items must be bid for eligibility. ' Bidder to estimate the number of CALENDAR days after receipt of order for delivery: 525 CALENDAR days INVITATION CITY OF PHILADELPHIA RM NaR8� RME OF S7YN2160 18 19 AND BID DEPARTMENT ___ 7 FIRM NAME (Must be fillad in) Continuation PHILADELPHIA, PA 19102 - 1685 M UA dn 4mtan ER Pursuant to Paragraph 19, Default and Termination, of the SSE Terms and Conditions of Bidding and Contract, failure to comply with the City' s payment reporting process may be considered an Event of Default. 4.3 VENDOR ACCEPTANCES - IN SUBMITTING AN EXECUTED BID, THE BIDDER AGREES TO THE CONTRACT MANAGEMENT PROCEDURES IN THIS SECTION. SECTION 5. PRICING (PRICES QUOTED MAY NOT EXC® THREE (3) D$CIMAL PLACES) Unit pricing quoted below will prevail in case of any discrepancy(iss) between unit price and the extended amount and will be the determining factor in establishing applicable contract amount(&)/award. 5.1 Aerial Fire Apparatus - Compact Design UNIT PRICE 42881-000-017 $ 1,137,863.00 UNIT AS PER SPECIFICATION OMIT 19.0, PRE—PRODUCTION INSPECTION OdrIIT 34.1, OPERATOR TRAINING OMIT 34.2, TECHNICIAN TRAINING 5.1.1 Percentage discount from 5.1 Price for two (2) units Purchased on same order. 2 % 5.1.2 Percentage discount from 5.1 Price for three (3) units Purchased on same order. 3 $ 5.1.3 Percentage discount from 5.1 Price for four (4) units Purchased on same order. 5.5 5. 1.4 Percentage discount from 5.1 Price for five (5) units Purchased on same order. 5.5 OPTIONS 5.2 42881-009-184 OPTION ITEM 19.1, PRE-CONSTRUCTION CONFERENCE 300_00 (Cost per individual) -- INVITATION CITY OF PHILADELPHIA BYQ NUMER aw OF S7YN2160 19 19 AND BID DEPARTMENT (Must 6e filed i 1 Continuation PHILADELPHIA, PA 19102 — 1685 CERER UNIT PRICE 5.3 42981-009-185 OPTION ITEM 19.1.1, VIRTUAL PRE-CONSTRUCTION CONFERENCE $ 600.00 5.4 42881-009-186 OPTION ITEM 19.2, 1500.00 COIIPLSTED CHASSIS INSPECTION TRIP $ ,_ (Cost per individual) 5.5 42881-009-187 OPTION ITEM 19.2.2, VIRTUAL CONPLETED CHASSIS INSPECTION 600.00 5.6 42881-009-188 OPTION ITEM 19.3, BODY MID-INSPECTION TRIP r 300.00 (Cost per individual) 5. 7 42881-009-189 OPTION ITEM 19.3.1, VIRTUAL. BODY MID-INSPECTION 600.00 5.8 42881-009-190 OPTION ITRN 19.4, FINAL COMPLETION INSPECTION TRIP 300.00 (Cost per individual) 5.9 42881-009-191 OPTION ITEl1 19.4.1, VIRTUAL FRILL. COMPLETION INSPECTION 600.00 5.10 42881-009-192 OPTION ITEM 34.1, OPERATOR TRAINING 675.00 5.11 42881-009-193 OPTION ITEM 34.2, TSCMUCIAN TRAINING $ 1,000.00 Total $ 1,144,338.00 (5.1 - 5.11) BASIS OF ATiM FOR THIS HID WILL BE ON THE UNIT PRICE 5.1 ONLY. Gill items must be bid for eligibility. ladder to estimate the nwober Of CALENDAR days after receipt of order for delivery: 390 CALM►R days INVITATION CImY OF PHILADELPHIA P10 hU[�ER PAGE OF AND BID PROCURF�lBrl'r DEPARTMENT S7YR2160 is 19 Continuation PHILADELPHIA, PA 19102 - 1685 FIRM NAME (Must be filled in) Aovatch Mobile Equipment Corp. Pursuant to Paragraph 19, Default and Termination, of the SSE Terms and Conditions of Bidding and Contract, failure to Comply with the City's payment reporting process may be considered an Event of Default. 4.3 VENDOR ACCEPTANCES - IN SUBMITTING AN EXECUTED BID, THE BIDDER AGREES TO THE CONTRACT MANAGEMENT PROCEDURES IN THIS SECTION. SECTION 5: PRICING (PRICES QUOTED N—Ay HOT M"=D THREE (3) DECn&L PLACES) Unit pricing quoted below will prevail in came of any discrepancy(ies) between unit price and the extended amount and will be the determining factor in establishing applicable contract amount(a) 5.1 Aerial Fire Apparatus - Compact Design UNIT PRICE 42881-000-017 $ 1, 049, 783 .00 UNIT AS PER SPECIFICATION OMIT 19.0, PRE-PRODUCTION INSPECTION OMIT 34.1, OPERATOR TRAINING OMIT 34.2, TECHNICIAN TRAINING 5 . 1.1 Percentage discount from 5.1 Price for two (2) units Purchased on same order. N/A % 5 . 1.2 Percentage discount from 5.1 Price for three (3) units Purchased on same order. N/A % 5.1.3 Percentage discount from 5.1 Price for four (4) units Purchased on same order. N/A % 5 .1.4 Percentage discount from 5.1 Price for five (5) units Purchased on same order. N/A % OPTIONS 5.2 42881-009-184 OPTION ITEM 19.1, PRE-CONSTRUCTION CONFERENCE $ 175 . 0 (Cost per individual) F—INVITATION CITY OF PHILADELPHIA HID NUMBER 7PAGE OF AND BID DEPARTbMgT S7YN2160 19 ME (Must be filled in) IS Continuation �PHILADELPHIA, PA 19102 - 1685 xaa tchh Mobile Equipment Corp. MIT PRICE 5. 3 42891-009-185 OPTION ITEM 19.1.1, VIRTUAL PRE-CONSTFWCTIOW CanFSEtEI+iCE $ 80. 00 5. 4 42881-009-186 OPTION ITEM 19.2, COMPLETED CHASSIS INSPECTION TRIP $ 175 . 00 (Cost per individual) -- 5. 5 42881-009-187 OPTION ITEM 19.2.1, VIRTUAL COMPLETED CHASSIS INSPECTION $ 80. 00 5. 6 42891-009-188 OPTION ITEM 19.3, BODY MID-INSPECTION TRIP $ 175 .00 (Cost per individual) 5.7 42881-009-189 OPTION ITEM 19.3.1, VIRTUAL BODY KID-INSPECTION $ 80 . 00 5. 8 42861-009-190 OPTION ITEM 19.4, FINAL, COMPLETION INSPECTION TRIP $ 175 . 00 (Cost per individual) 5. 9 42881-009-191 OPTION ITEM 19.4.1, VIRTUAL FINAL COMPLETION INSPECTION $ 80 . 00 5 . 10 42881-009-192 OPTION ITEM 34.1, OPERATOR TRAINING $ 250 . 00 5. 11 42881-009-193 OPTION ITEM 34.2, TECHNICIAN TRAINING $ 250 . 00 Total $ 1, 051, 303 . 00 (5.1 - 5.11) BASIS OF AWARD FOR THIS BID WrLL BE ON THE UNIT PRICE 5.1 ONLY. All items must be bid for eligibility. Palder to estimate the number of CALENDAR days after receipt of order for delivery; _ 380-420 CALMAR days CITY OF PHILADELPHIA PO NUMBER CHANGE NO PAGE No PURCHASE ORDER PROCUREMENT DEPARTMENT ROOM 170. MUNICIPALSERVICE S BLDG.PHILA PA 19102 , PDXX17118621 1 SOLD TO SHIP TO INVOICE TO ' 26 OFFICE OF FLEET MANAGEMENT 26 OFFICE OF FLEET MANAGEMENT 26 OFFICE OF FLEET MANAGEMENT FLEET MANAGEMENT DEPARTMENT 70 CONTACT VENDOR MTN ACCOUNTS PAYABLE 100 SOUTH BROAD STREET, 3RD FL DELIVERY INSTRUCTIONS 100 SOUTH BROAD STREET. 3RO FLOOR PHILADELPHIA PA PHILADELPHIA PA 12100 PHILADELPHIA PA 19102 NAME : TERI ANTONELLI NAME: FRED HARRISON NAME: WANDA SHEPARD PHONE: 1216) 68R18M PHONE: (218) 6611-1a74 PHONE: 1215) 611114863 ORDER DATE IREOUIREDDATE SI'IIPJJNG INSF2LlCTiv'iaa TERMS VENDOR NUMBER 0412�W7 06130117 Fou OUR DESTJ►�{MON 0% NET 30 3WI39LIO PURCHASEDFROM MAIL TO — PAY TO PIERCE MANUFACTURING INC PIERCE MANUFACTURING INC PIERCE MANUFACTURING INC PO BOX 2017 PO BOX 2M7 PO BOIL 2017 XW AMERICAN DRIVE MW AMERICAN DRIVE 26W AMERICAN DRIVE APPLETON VA 84917 APPLETON VA B4914 APPLETON WI SM3 NAME: CRAIG NEAL NAME: CRAIG NEAL MONE. (90) 832-30M PHONE: (220) 02-3000 CONTRACT NUMBER BID NUMBER REO NUMBER VENDOR REF NO BUYERNAME BUYERPHONENO 170536 57YN21so RQXXi7100.T16 MANTON, JANICE_ (2161 666.4791 CONTRACTSTART DATE CONTRACTEND DATE FED EIN ATTACHMENTS PO START DATE PO END DATE 04M 17 03/31/18 390139830 04107MT 06130I17 ITM DESCRIPTION UNIT NO CITY UNIT PRICE AMOUNT THIS IS A REQUIREMENTS CONTRACT PURCHASE ORDER DD NOT DELIVER UNTIL DIRECTED TO 00 SO BY THE DEPARTMENT, OR SHIPMENT WILL BE REFUSED. 1 42M1-000-017 3.00 EA 1,114,415.0000 3,343,245.00 FIRE APPARATUS, AERIAL: COMPACT DESIGN 2 42M1-OW-18N 4 00 EA 1,60.0000 6,000.00 OPTION: PRE-0ONSTRUC710N CONFERENCE, FOR AERIAL FIRE APPARATUS - COMPACT DESIGN 3 4i1-006-186 4.00 EA 1,600.0000 6,000.00 OPTION: COMPLETED CHASSIS INSPECTION TRIP. FOR AERIAL FILE APPARATUS - ' COMPACT DESIGN (009T PER INDIVIDUAL) 1 4 42M7.009-186 4A0 EA 1,600.0000 6,000.00 OPTION; BODY MID-INSPECTION TRIP, FOR AERIAL FIRE APPARATUS - COMPACT DESIGN (COST PER INDIVIDUAL) 5 42M7-006.160 4.00 EA 1,600.0000 6,000.00 OPTION; FINAL COMPLETION INSPECTION TRIP, FOR AERIAL FIRE APPARATUS - COMPACT DESIGN (COST PER INDIVIDUAL) 6 42M14M6-1112 3.00 EA 3,9600000 11,880.00 OPTION; OPERATOR TRAINING, FOR AERIAL FIRE APPARATUS • COMPACT DESIGN THIS ORDER IS ISSUED SUBJECT TO THE TERMS AND CONDITIONS OF THE ACCEPTED BID TOTAL AND/OR CONTRACT. NO CHANGE MAY BE WADE IN ANY OF THE PROVISIONS OF THIS ORDER 1ssLl€D aY WITHOUT APPROVAL OF THE PROCUREMENT DEPARTMENT. PIrchem order Number mW be Wwm on aI WakW artors,p6*mW opMalners,tape,Wbds.ud amla W darm. A separate Inwice mist be subs ttad for udl Purdma Order. for PfP41/fNx74H I CoAinirzsi • The inlwmeflmm indksw t-1 ariv %mya!appw on wn&l's a rOlm. • This w*a Ul*d to oaecellatlon If Mivwv 16 not rude al edred011d, CERTIFIED FUNDS AVAI, LE ' The City dm ad NmM reLpansitill;y!per uwLhlpments. ' A Pacip#u►not McM1md tb suta*mj � + ' A Padlip MIN mOCt aaumparq aY ddlvarieL Vedore are wamMd that emPlpyw OI IN CO are not pa.,O d to pill up roerdWrd m wtl W"Pidl,Up krifivorlaffiffl"hom the FW9mb9 dapartmer16 for D.veelar of hrAmq NOT VALID WITHOUT SIGNATURES NE1NPO1(REV 0IM16) I -V E N D O R CITY OF PHILADELPHIA PO NUMBER CHANGE NO i PAGE NO PURCHASE ORDER PROCUREMENT DEPARTMENT pOxX17118621 CONTINUATION ROOM 170. MUNICIPALSERVICESBLDG.,PHILA PA 19102 I 2 ITM DESCRIPTION UNIT NO OTY UNIT PRICE AMOUNT 7 42861-W9-193 1.00 EA 398QODpp 3,860.00 OPTION; TECHNK3AN TRAINNG, FOR AERUIL ME APPARATUS - COMPACT DESIGN 68-B REV 6-93 1 vF N n n R POICON 7-93 RECEIVED RECEIVED JUL 2 6 2011 � JUL 2 5 201T CITY CLERK'S OFFICE STAFF REPORT !'v A{ iUIN{sTRATlON PUBLIC WORKS DEPARTMENT En DATE: August 1,2017 TO: Honorable Mayor and City Council FROM: Samuel Kevin Wilscro. i-na/tIerim Director of Public Wor Originator: Lissette Melendez, Associate Engineer RE: Authorization to Execute a Grant Deed at 2716 Vernon Avenue Recommendations A. Find that accepting the Grant Deed is exempt from the California Environmental Quality Act ("CEQA") in accordance with CEQA Guidelines Section 15301(c) because if any construction occurs as a result of accepting and executing the Grant Deed, the work would merely involve negligible expansion of an existing street; and B. Adopt the proposed resolution to authorize the Mayor and City Clerk to execute the Certificate of Acceptance and the Grant Deed for approximately 1,086 square feet of land located at 2716 Vernon Avenue. Background As part of a property development project, this Grant Deed from L&D Real Estate Holdings, LLC, a California limited liability company dedicates to the City of Vernon in fee simple title, a portion of property at 2716 Vernon Avenue, (Assessor's Parcel Number 6308-005-018). The dedication is approximately 1,086 square feet in size, located on the South side of Vernon Avenue in front of 2716 Vernon Avenue. This dedication will meet the City of Vernon's Master Plan of Streets and will be used for street purposes by increasing the width of the right-of-way. The grant deed has been approved as to form by the City Attorney's Office. Fiscal Impact Processing of the Grant Deed has no fiscal impact. Attachment(s) 1. Resolution Approving and Accepting the Grant Deed at 2716 Vernon Avenue 2. Certificate of Acceptance CERTIFICATE OF ACCEPTANCE (California Government Code Section 27281) This is to certify that interests in real property conveyed to or created in favor of the City of Vernon by that certain Grant Deed dated June 20, 2017, executed by L&D Real Estate Holdings, LLC, a California limited liability company, is hereby accepted by the undersigned officer on behalf of the City pursuant to the authority conferred by Resolution No. 2017-XX by the City Council of the City of Vernon on August 1, 2017, and the grantee consents to recordation thereof by its duly authorized officer. Dated: . 2017 CITY OF VERNON MELISSA YBARRA, Mayor ATTEST: MARIA E. AYALA, City Clerk APPROVED AS TO FORM: BRIAN BYUN, Deputy City Attorney RESOLUTION NO . A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF VERNON APPROVING AND ACCEPTING THE GRANT DEED DEDICATING IN FEE A PORTION OF THE PROPERTY LOCATED AT 2716 VERNON AVENUE WHEREAS, L&D Real Estate Holdings, LLC (the "Grantor" ) has offered to dedicate in fee a portion of the real property in the City commonly known as 2716 Vernon Avenue in the City of Vernon, approximately 1, 086 square feet in size, located on the South side of Vernon Avenue in front of 2716 Vernon Avenue, assessor' s parcel number 6308-005-018 (the "Property" ) ; and WHEREAS, Grantor has delivered to the City a grant deed dated June 20, 2017, dedicating in fee the Property to the City, a copy of which is attached hereto as Exhibit A ( "Grant Deed" ) ; and WHEREAS, the dedication will meet the City of Vernon' s Master Plan of Streets and will be used for street purposes by increasing the width of the right-of-way; and WHEREAS, by memo dated August 1, 2017, the Interim Director of the Public Works Department has recommended that the City accept the Grant Deed and approve execution of the Certificate of Acceptance. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1 : The City Council of the City of Vernon hereby finds and determines that the above recitals are true and correct . SECTION 2 : The City Council of the City of Vernon finds that this action is exempt under the California Environmental Quality Act (CEQA) , in accordance with CEQA Guidelines section 15301 (c) because if any construction occurs as a result of accepting and executing the Grant Deed, the work would merely involve negligible expansion of an existing street . SECTION 3 : The City Council of the City of Vernon hereby accepts the interests in real property conveyed to the City of Vernon by the Grant Deed, approves the Grant Deed and consents to the recordation of the Grant Deed. SECTION 4 : The City Council of the City of Vernon hereby authorizes the Mayor or Mayor Pro-Tern to execute the Certificate of Acceptance accepting the Grant Deed for, and on behalf of, the City of Vernon and the City Clerk, or Deputy City Clerk, is hereby authorized to attest thereto. SECTION 5 : The City Council of the City of Vernon hereby directs the City Administrator, or his designee, to take whatever actions are deemed necessary or desirable for the purpose of implementing and carrying out the purposes of this Resolution and the actions herein approved or authorized. SECTION 6 : The City Council of the City of Vernon hereby authorizes the Department of Public Works to submit the Grant Deed to the County Recorder. - 2 - SECTION 7 : The City Clerk, or Deputy City Clerk, of the City of Vernon shall certify to the passage, approval and adoption of this resolution, and the City Clerk, or Deputy City Clerk, of the City of Vernon shall cause this resolution and the City Clerk' s, or Deputy City Clerk' s, certification to be entered in the File of Resolutions of the Council of this City. APPROVED AND ADOPTED this lst day of August, 2017 . Name: Title: Mayor / Mayor Pro-Tem ATTEST: City Clerk / Deputy City Clerk APPROVJW AS TO FORM: a &na� w , Brian , Deput ity Attorney - 3 - STATE OF CALIFORNIA ) ss COUNTY OF LOS ANGELES ) I, City Clerk / Deputy City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. , was duly passed, approved and adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, August 1, 2017, and thereafter was duly signed by the Mayor or Mayor Pro-Tem of the City of Vernon. Executed this day of August, 2017, at Vernon, California. City Clerk / Deputy City Clerk (SEAL) 4 EXHIBIT A RECORDING REQUESTED BY and WHEN RECORDED MAIL TO: City of Vernon 4305 Santa Fe Avenue Vernon, CA 90058 Attn: City Clerk MAIL TAX STATEMENTS TO: Exempt SPACE ABOVE THIS LINE RF.SF.RVFD FOR RECORDER'S USE GRANT DEED APN: 6308-005-018 DOCUMENTARY TRANSFER TAX IS NONE—NOT REQUIRED SEC. 11922 REVENUE TAXATION CODE. FOR VALUABLE CONSIDERATION, RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, L&D REAL ESTATE HOLDINGS,LLC,A California limited liability company (the"Grantor") HEREBY GRANT(S)TO: City of Vernon,a body corporate and politic(the"Grantee") That certain real property(the"Conveyed Property"),as described in Exhibit"A"attached hereto and incorporated herein by this reference,and as more particularly shown on the map attached hereto as Exhibit"B"and incorporated herein by this reference. The Conveyed Property is a portion of the property owned in fee simple by the Grantor. The property is located in the City of Vernon, County of Los Angeles, State of California. Date: 2,0 ,20117 L&D REAL ESTATE HOLDINGS, LLC, A California limited liability company "Grantor" C�Iarrrnarl Name, Title 1Vame, Title Signature Signature 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 I Co y of Los Angeles I ��On � before me, Personally appeared i i who proved to me on the basis of satisfactory evidence to be the person(s)whose name(&) is/are-subscribed to the within instrument and acknowledged to me that he/skeRhey executed the same in his/her/their authorized capacity(ies-), and that by hi�eir signature(sl-on the instrument the person(s-, or the MARC!CA'M entity upon behalf of which the person(&) acted, Commission#2037007 executed the instrument. �. Notary Punlic-Calll'ornia Z Los Angeles County �. I certify under PENALTY OF PERJURY under the Cnmm_I:x �tes Aug1$,2017 fy laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and fGciai seal_ r Signature 11 Signature of NoLa y Public OPTIONAL Description of Attached D ument Title or,Type of Document _��t D 4 i ' Document Date: �2W 1 71 __ _ Number of Pages_ ! Signer's)Other than Named Above: Capacity(ies) Claimed by Signer(s) j Right Thumbprint of Signer Top of Thumb Here Signer's Name; . --- ❑ Corporate Officer—Tit le(s). i ❑ Individual ❑ Other: Si amiss Representing: ! i g i t BEING THE NORTHERLY 5.00 FEET OF PARCEL 1 OF PARCEL MAP NO. 11108, IN THE CITY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 123, PAGE 9 OF MAP BOOKS, RECORDS OF THE COUNTY RECORDER OF SAID COUNTY. CONTAINS: 1086 SO. FT. — 0.249 ACRES AS SHOWN ON EXHIBIT "B" ATTACHED HERETO AND MADE A PART HEREOF. PREPARED BY ME OR UNDER MY DIRECTION. s, 0 �� LA O J, ' y No, 7914 A'WPINIA. WALDEN, PLS 7914 DATE NOTE: BEARINGS SHOWN HEREON ARE BASED UPON THE CENTERLINE OF VERNON AVE. BEING NORTH 88038'49" EAST AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 268, PAGES 99-100, OF RECORDS OF SURVEY, RECORDS OF THE COUNTY RECORDER. VWDEN & EXHIBIT "A" SOCIATES LEGAL DESCRIPTION FOR RIGHT—OF—WAY DEDICATION CIVIL FNGINFERS-LAND SURVEYORS-PLANNERS VERNON AVENUE 2552 WHITE ROAD,SUITE 13 •IRVINE,CA 92614.6236 W,O, No. 1897-922-001 Date 06-15-2017 (949)660-0110 FAX-660-0418 Lngr.B.J.W. Chk'd. J.W. Sheet i of 1 NOTE: BEARINGS SHOWN HEREON ARE BASED UPON THE CENTERLINE OF VERNON AVE. BEING NORTH 88038'49r EAST AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 268, PAGES 99-100, OF RECORDS OF SURVEY. RECORDS OF 5' EASEMENT AND RIGHT—OF—WAY FOR THE COUNTY RECORDER. STREET, PUBLIC UTILITY AND MUNICIPAL PURPOSES IN FAVOR OF THE CITY OF VERNON. REC. 10/11/79, AS INST. NO. 79-1 1 40788, OFFICIAL RECORDSlucal, VERNON AVENUE N 88°38'49p E o b "' �� 11� �+��'� N 8$°3$'49' E 217.28' �� N ALLf, NRE BT38'49" E 217.28' o 0 14 � AREA TO BE DEDICATED ui TO THE CITY OF VERNON FOR RIGHT-OF-WAY 4ACRES HT O PURPOSES fi 0 0 PARCEL 1 PARCEL MAP NO. 11108 M.B. 123/9 0 0 N 00 co N - N Q z 50 25 0 50 ti SCALE IN FEET 1 inch =50 ft. - N 88°38'45" E 217.28' L.A. JUNCTION RAILYARD ALDEN & EXHIBIT "B" SSOCIATES SKETCH TO ACCOMPANY A LEGAL DESCRIPTION FOR RIGHT-OF-WAY DEDICATION CIVIL ENGINEERS-LAND SURVEYORS-PLANNERS VERNON AVENUE 2552 WHITE ROAD,SUITE B•IRVINE,CA 92614-6236 W.O. No. 1897-922-001 Date 06-15-2017 (949)660-0I I0 FAX:660-0418 B.J.W. CWd. J.W. Sheet 1 of 1 RECEIVED RECEIVE JUL 2 6 2017 JUL 2 5 2W MY CLERK'S OFFICE STAFF REPORT CITY ADMINISTRATION PUBLIC WORKS DEPARTMENT (,i -7-Z& -1 l DATE: August 1, 2017 TO: Honorable Mayor and City Council ow FROM: Samuel Kevin Wilson,Interim Director of Public Works Department Originator: Lissette Melendez,Associate Engineer W1 RE: Acceptance of Fire Lane Easement at 2716 Vernon Avenue(APN 6308-005-018) Recommendation A. Find that the acceptance of the Fire Lane Easement proposed in this staff report is not a "project" as that term is defined under the California Environmental Quality Act (CEQA) Guidelines Section 15378,and even if it were a project, it would be categorically exempt in accordance with CEQA Guidelines Sections 15301 (maintenance, repair or minor alteration of an existing facility and involves negligible or no expansion of an existing use) and 15061(b)(3) (general rule that CEQA only applies to projects that may have a significant effect on the environment); and B. Accept the Fire Lane Easement,in substantially the same form as attached to this staff report,and authorize the Mayor to execute the Certificate of Acceptance. Backeround As part of a property redevelopment, L&D Real Estate Holdings, LLC is required to provide a fire lane easement on the property. The Engineering Division has received a fully executed Fire Lane Easement by L&D Real Estate Holdings, LLC for the property located at 2716 Vernon Ave., assessor's parcel number 6308-005-018. The new ingress and egress easement to the City creates afire roadway on the site which must be maintained open and passable for oversized emergency vehicles, equipment and related uses, and kept free and clear of all obstructions, temporary and permanent alike. The easement has been reviewed and approved by the Code Inspector in the Fire Department. The Easement has been approved as to form by the City Attorney's Office. Fiscal Impact Acceptance of the proposed Fire Lane Easement has no fiscal impact. Attachment(s) 1. Easement Deed 2. Certificate of Acceptance Page l of 1 RECORDING REQUESTED BY and WHEN RECORDED MAIL TO: City of Vernon 4305 Santa Fe Avenue Vernon,CA 90058 Attn: City Clerk MAIL TAX STATEMENTS TO: Exempt SPACE ABOVE TM LANE RESERVED FOR RECORDER'S USE FIRE LANE EASEMENT APN: 6309-005-019 DOCUMENTARY TRANSFER TAX IS NONE—NOT REQUIRED SEC. 11922 REVENUE TAXATION CODE. FOR VALUABLE CONSIDERATION,RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, L&D REAL ESTATE HOLDINGS,LLC,A California limited liability company (the"Grantor") HEREBY GRANT(S)TO: City of Vernon,a municipal corporation (the"Grantee") A Fire Lane Easement for ingress and egress purposes,maintained open and passable for oversized emergency vehicles,equipment and related uses, free and clear of all obstructions, temporary and permanent alike,and over that certain real property(the"Conveyed Property"),as described in Exhibit"A"attached hereto and incorporated herein by this reference,and as more particularly shown on the map attached hereto as Exhibit"B"and incorporated herein by this reference. The Conveyed Property is a portion of the property owned by the Grantor. The property is located in the City of Vernon,County of Los Angeles, State of California. Date: G' zo. 17 "Grantor" L&D REAL ESTATE HOLDINGS,LLC,A California limited liability company Ca ED Cho( wla Name, rule Name, 7-rde Si'W"I'm Signature - ---— 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 Los Angeles Orkb4LI_before me, Personally appeared e who proved to me on the basis of satisfactory evidence to be the person(s)whose name(s) is/are-subscribed to the within instrument and acknowledged to me that he/sheitgejr-executed the same in his/her4bzil: authorized capacity(4es), and that by hisAmMeir signature(* on the instrument the persorKs), or the entity upon behalf of which the person(s) acted, MARCI CAIN executed the instrument. Conunission*2037087 " Notary Public-C&Mornla k l certify under PENALTY OF PERJURY under the Los Ad4e1e:Coin 2417 Comm- trey laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand ar cial seal. Signature oV_ Signature of Notary Public OPTIONAL Description of Attached D ument Title or Type of Doc tnent Document Date: Number of Pages Signer(s)Other than Named Above:Do. __— Capacity(ics) Claimed by Signer(s) �`l G ftigh9 Thumbpnn[,x Si er Signer's Name: Dk [7 �l ` ❑ Corporate Officer-Titles t7 Individuals I ❑ Ott i Signcr is Representing; BEING THOSE PORTIONS OF PARCEL 1 OF PARCEL MAP NO. 11108, IN THE CITY OF VERNON, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS SHOWN ON THE MAP FILED IN BOOK 123, PAGE 9 OF MAP BOOKS, RECORDS OF THE COUNTY RECORDER OF SAID COUNTY, MORE PARTICULARLY DESCRIBED AS FOLLOWS: PARCEL "A": A STRIP OF LAND 27.00 FEET IN WIDTH, THE CENTERLINE OF WHICH IS DESCRIBED AS FOLLOWS: COMMENCING AT A POINT ON THE NORTH LINE OF SAID PARCEL 1, SAID POINT BEING 27.78 FEET FROM THE NORTHWEST CORNER OF SAID PARCEL; THENCE LEAVING SAID NORTH LINE, SOUTH 01021'11" EAST 5.00 FEET TO THE TRUE POINT OF BEGINNING: THENCE CONTINUING SOUTH 01021'11' EAST 206.91 FEET TO THE BEGINNING OF A TANGENT CURVE CONCAVE NORTHEASTERLY HAVING A RADIUS OF 41.50 FEET; THENCE SOUTHEASTERLY ALONG SAID CURVE AN ARC DISTANCE OF 65.19 FEET THROUGH A CENTRAL ANGLE OF 90000'00'; THENCE NORTH 88°38'49" EAST 96.00 FEET TO THE POINT OF TERMINATION, SAID POINT ALSO HEREINAFTER REFERRED TO AS POINT NO. 1. PARCEL "Er: BEING A CIRCLE HAVING A RADIUS OF 32.00 FEET, THE RADIUS POINT OF SAID CIRCLE BEING HEREINBEFORE DESCRIBED POINT NO. 1. EXCEPTING THEREFROM THAT PORTION LYING WITHIN ABOVE D3ESCRIBED PARCEL "A". AS SHOWN ON EXHIBIT 'B' ATTACHED HERETO AND MADE A PART HEREOF. PREPARED BY ME OR UNDER MY DIRECTION. 7 F X WALDEN, P.L S. 7914 DATE �AL1��y� k 7914 Ck NOTE: BEARINGS SHOWN HEREON ARE BASED UPON THE CENTERLINE OF VERNON AVE. BEING NORTH 88038'49" EAST AS SHOWN ON RECORD OF SURVEY FILED IN BOOK 268, PAGES 99-100, OF RECORDS OF SURVEY, RECORDS OF THE COUNTY RECORDER. ALDEN & EXHIBIT "A" SSOCIATES LEGAL DESCRIPTION FOR FIRE LANE EASEMENT CIVIL ENGINEERS-LAND SURVEYORS-PLANNERS 2716 VERNON AVENUE 2552 WHITE ROAD,SUITE B •IRVINE,CA 92614-6236 W.O. No. 1897-922-001 Date 06-15-2017 (949)660-01 I0 FAX-660-04I6 Engr.B.J.W. Chk'd. J.W. Sheet 1 of 1 NOTE: BEARINGS SHOWN HEREON ARE BASED UPON THE CENTERLINE OF VERNON RVEY FILED BEING BOOK 8. PPAGGES�99-1100. OF AS OWN ON RECORD OF SURVEY RECORDS OF SURVEY, VERNON AVENUE _ RECORDS OF THE COUNTY RECORDER. N 88°38'49" E N 88038'49" E 217.28' POINT OF COMMENCEMENT- .PARCEL 'A" + TRUE POINT OF BEGINNING +es CURVE TABLE 0 1 13- CURVE DELTA I RADIUS LENGTH 84 C 1 9090010cr 41.50' 65.19' uj `` CD _- PARCEL 1 PARCEL MAP NO. 11108 II M.B. 123/9 col 00 o -- PARCEL "A' ° 1 O 0 Z z I FIRE ACCE S EASEMENT PARCEL r POINT 10, 1 E 88.Q6, ti N 88038'45" E 217.28' L.A. JUNCTION RAILYARD ALDEN & EXHIBIT "B" SSOCIATES SKETCH TO ACCOMPANY A LEGAL DESCRIPTION FOR FIRE LANE EASEMENT CIVIL ENGINEERS-LAND SURVEYORS-PLANNERS 2716 VERNON AVENUE 2552 WHITE ROAD,SUITF.B•IRVINF,CA 92614-6236 W.O. No. 1897--922-001 Date 06-15-2017 (949)660-0110 FAX:660-0418 £nar.BAW. Chk'd. J.W. Sheet 1 of 1 CERTIFICATE OF ACCEPTANCE (California Government Cale Section 27281) This is to certify that interests in real property conveyed to or created in favor of the City of Vernon by that certain Fire Lane Easement dated June 20, 2017, executed by L&D Real Estate Holdings, LLC, a California limited liability company, is hereby accepted by the undersigned officer on behalf of the City pursuant to the authority conferred by Minute Order by the City Council of the City on August 1, 2017, and the grantee consents to recordation thereof by its duly authorized officer. Dated: 2017 CITY OF VERNON MELISSA YBARRA, Mayor ATTEST: MARIA E. AYALA,City Clerk APPROVED AS TO FORM: HEMA PATEL, City Attorney