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24P258 - Inter-Con Security Systems, Inc.
CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Un-Armed Uniformed Security Guard Services - City Events Inter-Con Security Systems, Inc. Kevin Hernandez solutionsdesign@icsecurity.com provide un-armed uniformed security guard services for special events within the City of Palm Springs $192,446.58 (including this A#1 for $37,972.51 October 28, 2024 to October 27, 2027 Yes Kevin Hernandez - khernandez@icsecurity.com Bobby Ray - rray@icsecurity.com Recreation Lauri Aylaian / Jasmine Waits 24P258 1 Yes Yes Yes Department N/A No N/A 10/29/2024 Tabitha Richards Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 10/30/2024 AMENDMENT NO. 1 TO CONTRACT SERVICES AGREEMENT NO. 24P258 UN-ARMED UNIFORMED SECURITY GUARD SERVICES FOR CITY EVENTS This Amendment No. 1 to the Contract Services Agreement (24P258), (“Amendment No. 1”), is made and entered into this 29th day of October 2024, by and between the City of Palm Springs, a California charter city and municipal corporation, hereinafter designated as the City, and Inter-Con Security Systems, Inc., a California corporation, hereinafter designated as the Contractor. City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services of a licensed and qualified firm to provide un-armed uniformed security guard services for special events within the City of Palm Springs, (“Project”). B. City issued an Request for Proposals (“RFP”) No. 14-24, seeking sealed proposals to provide Un-Armed Uniformed Security Guard Services for City Events, and setting for the terms, conditions, and covenants governing the provision of such services. C. On October 24, 2024, City Council approved a Contract Services Agreement (24P258) with Contractor to provide Un-Armed Uniformed Security Guard Services for City Events in an amount not to exceed $154,474.07. D. City desires to amend Exhibit “A” Scope of Services/Work Including, Schedule of Fees and Schedule of Performance modifying the services identified for Palm Springs Pride Festival and Palm Springs PRIDE Parade and add services for Palm Springs Pride Block Party for an additional amount of $37,972.51 for contract year 1, and a total revised contract amount not to exceed $192,446.58. E. Contractor desires to perform said services on the terms and conditions set forth in this Amendment. In consideration of these promises and mutual obligations, covenants, and conditions, the Parties agree as follows: AGREEMENT SECTION 1. The true and correct recitals above are incorporated by this reference herein as the basis for this Amendment No. 1. SECTION 2. 3.1 Compensation of Contractor. is hereby replaced in its entirety as follows: Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 “3.1. Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total Compensation shall not exceed $192,446.58. SECTION 3. Exhibit “A” Contractor’s Scope of Services/Work including, Schedule of Fees and Schedule of Performance Section 4.3 Schedule Parade Events is hereby amended for Palm Springs Pride Festival, Palm Springs PRIDE Parade and to incorporate the addition of Palm Springs Pride Block Party for contract year 1 as follows: “4.3 Schedule Parade Events: A. Palm Springs Pride Festival 1. Date: 11/1/2024 – Hours: 4:00 PM – 10:30 PM Security Guards (required): 46 Security Supervisor (required): 1 2. Date: 11/2/2024 – Hours: 10:30 AM – 11:30 PM Security Guards (required): 46 Security Supervisor (required): 4 3. Date: 11/3/2024 – Hours: 11:00 AM – 6:00 PM Security Guards (required): 46 Security Supervisor (required): 4 B. Palm Springs PRIDE Parade 1. Date: 11/3/2024 – Hours: 6:00 AM – 1:00 PM Security Guards (required): 28 Security Supervisor (required): 2 Dispatcher (required): 1 C. Palm Springs Pride Block Party 1. Date: 10/31/2024 – Hours: 5:00 PM – 10:30 PM Security Guards (required): 11 Security Supervisor (required): 1 2. Date: 11/1/2024 – Hours: 4:00 PM – 11:30 PM Security Guards (required): 11 Security Supervisor (required): 1 3. Date: 11/2/2024 – Hours: 10:30 AM – 11:30 PM Security Guards (required): 11 Security Supervisor (required): 1 4. Date: 11/3/2024 – Hours: 10:30 AM – 7:00 PM Security Guards (required): 11 Security Supervisor (required): 1” SECTION 4. Exhibit “A” Contractor’s Scope of Services/Work including, Schedule of Fees and Schedule of Performance Section 4.5 Compensation Attachment “G” Cost Proposal is hereby amended for Palm Springs Pride Festival, Palm Springs PRIDE Parade and to incorporate the addition of Palm Springs Pride Block Party for contract year 1 as follows: Contract Year 1 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Event Date Duration Hrs Position Quantity Hourly Rate Annual Tot a l Palm Springs Pride Block Party 10/31/2024 5:00 PM - 10:30 PM 5.5 Security Guard 11 32.06 $ 1,939.63 Palm Springs Pride Block Party 10/31/2024 5:00 PM - 10:30 PM 5.5 Supervisor 1 35.29 $ 194.10 Palm Springs Pride Block Party 11/1/2024 4:00 PM - 11:30 PM 7.5 Security Guard 11 32.06 $ 2,644.95 Palm Springs Pride Block Party 11/1/2024 4:00 PM - 11:30 PM 7.5 Supervisor 1 35.29 $ 264.68 Palm Springs Pride Festival 11/1/2024 4:00 PM - 10:30 PM 6.5 Security Guard 46 32.06 $ 9,585.94 Palm Springs Pride Festival 11/1/2024 4:00 PM - 10:30 PM 6.5 Supervisor 4 35.29 $ 917.54 Palm Springs Pride Block Party 11/2/2024 10:30 AM - 11:30 PM 13 Security Guard 11 32.06 $ 4,584.58 Palm Springs Pride Block Party 11/2/2024 10:30 AM - 11:30 PM 13 Supervisor 1 35.29 $ 458.77 Palm Springs Pride Festival 11/2/2024 10:30 AM - 11:30 PM 13 Security Guard 46 32.06 $19,171.88 Palm Springs Pride Festival 11/2/2024 10:30 AM - 11:30 PM 13 Supervisor 4 35.29 $ 1,835.08 Palm Springs Pride Block Party 11/3/2024 10:30 AM - 7:00 PM 8.5 Security Guard 11 32.06 $ 2,997.61 Palm Springs Pride Block Party 11/3/2024 10:30 AM - 7:00 PM 8.5 Supervisor 1 35.29 $ 299.97 Palm Springs PRIDE Parade 11/3/2024 6:00 AM - 1:00 PM 7 Security Guard 28 32.06 $ 6,283.76 Palm Springs PRIDE Parade 11/3/2024 6:00 AM - 1:00 PM 7 Supervisor 2 35.29 $ 494.06 Palm Springs PRIDE Parade 11/3/2024 6:00 AM - 1:00 PM 7 Dispatcher 1 31.16 $ 218.12 Palm Springs Pride Festival 11/3/2024 11:00 AM - 6:00 PM 7 Security Guard 46 32.06 $10,323.32 Palm Springs Pride Festival 11/3/2024 11:00 AM - 6:00 PM 7 Supervisor 4 35.29 $ 988.12 Subtotal for Contract Year 1 Pride Events $63,202.10 SECTION 5. Full Force and Effect. All terms, conditions, and provisions of the Contract Services Agreement 24P258, unless specifically modified herein, shall continue in full force and effect. In the event of any conflict or inconsistency between the provisions of this Amendment No. 1 and any provisions of the Contract Services Agreement 24P258, the provisions of this Amendment No. 1 shall in all respects govern and control. SECTION 6. The persons executing this Amendment No. 1 on behalf of the Parties hereto warrant that (I) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said Party is bound. Except as specifically amended by this Amendment No. 1, all terms, and provisions of Agreement No. 24P258 remain in full force and effect. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 SIGNATURE PAGE TO AMENDMENT NO. 1 (24P258) BY AND BETWEEN THE CITY OF PALM SPRINGS AND INTER-CON SECURITY SYSTEMS, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By:___________________________ By:____________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: __N/A___ Item No. N/A APPROVED AS TO FORM: ATTEST: By: ___________________________ By: City Attorney City Clerk APPROVED: By: _______________________________ Date: Department Director By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 10/30/2024 10/30/2024 10/30/2024 10/30/2024 CONTRACT ABSTRACT Contract/Amendment Name of Contract: Company Name: Company Contact: Email: Summary of Services: Contract Price: Contract Term: Public Integrity/ Business Disclosure Forms: Contract Administration Lead Department: Contract Administrator/ Ext: Contract Approvals Council/City Manager Approval Date: Agreement Number: Amendment Number: Contract Compliance Exhibits: Insurance: Routed By: Bonds: Business License: Sole Source Co-Op CoOp Agmt #: Sole Source Documents: CoOp Name: CoOp Pricing: By: Submitted on: Contract Abstract Form Rev 8.16.23 Authorized Signers: Name, Email (Corporations require 2 signatures) Un-Armed Uniformed Security Guard Services-City Events Inter-Con Security Systems, Inc. Kevin Hernandez solutionsdesign@icsecurity.com provide un-armed uniformed security guard services for special events within the City of Palm Springs $154,474.07 October 28, 2024 to October 27, 2027 Yes Kevin Hernandez - khernandez@icsecurity.com Bobby Ray - rray@icsecurity.com Recreation Jasmine Waits 24P258 N/A Yes Pending Pending Procurement N/A No RFP 14-24 N/A N/A N/A 10/09/2024 Brian Sotak-Rossman / Sheikia Wilson Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98 10/24/2024 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 1 of 22 CONTRACT SERVICES AGREEMENT 24P258 UN-ARMED UNIFORMED SECURITY GUARD SERVICES FOR CITY EVENTS THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on October 28, 2024, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Inter-Con Security Systems, Inc., a California Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services of a licensed and qualified firm to provide un-armed uniformed security guard services for special events within the City of Palm Springs, (“Project”). B. Contractor has submitted to City a proposal to provide un-armed uniformed security guard services for special events, under the terms of this Agreement. C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project. D. City desires to retain the services of Contractor for the Project. NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. CONTRACTOR SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern. 1.2 Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 2 of 22 1.3 Licenses and Permits. Contractor shall obtain at its 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. 1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement. 2. TIME FOR COMPLETION The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit “A.” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non-performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party responsible for the delay. 3. COMPENSATION OF CONTRACTOR 3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $154,474.07. 3.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City’s finance director. Payments shall be based on the schedule of fees set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice. 3.3 Changes. In the event any change or changes in the Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession. 3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit “A.” Any time period extension must be approved in writing by the Contract Officer. 4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 3 of 22 Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three years, commencing on October 28, 2024, and ending on October 27, 2027, unless extended by mutual written agreement of the Parties. In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for two (2) additional one (1) year terms. 4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 5. COORDINATION OF WORK 5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Kevin Hernandez, Chief Strategy Officer. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer. 5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Contractor shall refer any Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 4 of 22 decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals, and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provisions making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents, or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contractor shall not have any authority to bind City in any manner. 5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor. Name: Title: Brad Lauer SVP, Operations / Contract Manager Richard Stack Chief Operating Officer Brian Faulkner Chief Information Officer David Oken EVP of Talent Acquisition 5.6 California Labor Code Requirements. A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify, and hold the City, its officials, officers, employees, and agents free and harmless from any claims, liabilities, costs, penalties, or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 5 of 22 the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. 6. INSURANCE Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference. 7. INDEMNIFICATION. 7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 7.2 Design Professional Services Indemnification and Reimbursement. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. 8. RECORDS AND REPORTS Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 6 of 22 8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. 8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents. 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder. 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver. No Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 7 of 22 consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement. 9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement. 10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting. 11. MISCELLANEOUS PROVISIONS Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 8 of 22 11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing. To City: City of Palm Springs Attention: City Manager/ City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 To Contractor: Inter-Con Security Systems, Inc. Attention: Kevin Hernandez 210 S. De Lacey Avenue Pasadena, CA 91105 11.2 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement. 11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties. 11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties. 11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees. 11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement. 11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 11.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 9 of 22 shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section. [SIGNATURES ON NEXT PAGE] Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 10 of 22 SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND INTER-CON SECURITY SYSTEMS, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _____________________________ By: _____________________________ Signature Signature (2nd signature required for Corporation) Date: ___________________________ Date: ___________________________ CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _____________________ Item No. ____________ APPROVED AS TO FORM: ATTEST: By: _____________________________ By: _____________________________ City Attorney City Clerk APPROVED: By: _____________________________ Date: ____________________________ City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25 10/28/2024 10/28/2024 Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98 1F10/24/2024 10/29/2024 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 11 of 22 EXHIBIT “A” SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 12 of 22 1.1 Background: The Contractor shall provide un-armed Uniformed Security Guard Services to be provided as the following City sponsored events: Veterans Day Parade, Pride Parade and Festival of Lights Parade as well as any other City Sponsored events deemed necessary during the term of the contract. 1.2 Scope: A. The scope of work will consist of, but is not limited to, the Contractor providing all supervision, uniforms, supplies, materials, equipment, and transportation necessary to provide un-armed uniformed security guard and patrol services for various City sponsored events located in the City of Palm Springs as specified herein. B. The Contractor’s Security Guards will patrol the event/location both in a motorized or non-motorized form of transportation and on foot to inspect all parts of the facilities/locations for the purpose of detecting and preventing individuals or groups from committing acts that are illegal or dangerous to others or to the property. C. The Contractor’s Security Guards will be required to have a valid State of California, Bureau of Security and investigative Services Department, Security Guard license. The Contractor shall insure that background screenings have been performed and completed on all personnel provided. The Contractor will be responsible for crowd management and security services to include, but not limited to the following: • Line control/access control/crowd control. • Crowd monitoring. • Parade vehicles, floats, participants and pedestrian traffic flow. • Valid identification checking for alcohol containment. • Access control and monitoring of traffic barricades. D. The Event Security needs will be determined by City per event and the event security staffing levels are subject to change throughout the length of the agreement. E. General Expectations: 1. The Contractor’s Supervisors will be required to attend scheduled planning meetings prior to and at the conclusion of the events, as requested by City Staff. The City has the right to assign and/or re-assign specific positions as needed. The Contractor’s Security Supervisors will be responsible for maintaining communication with their security staff through the set-up, event and conclusion of the event. The Contractor’s Supervisor will be stationed inside the City’s “Command Post” throughout the event and should be equipped with a radio and cell phone. Event Security DAR’s will be submitted to City staff at the conclusion of each shift. 2. The Security Guards shall be trained specifically for “event security” postings, duties and interactions. 3. The Contractor’s Security Guards shall be in uniform shirt (and hats if applicable) easily identifiable to the City Staff and event participants. All uniforms must be clean and neat in appearance. Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 13 of 22 4. The Contractor’s Security Guards shall be trained in and are expected to provide the highest levels of customer service, professionalism and courtesy, during all interactions while on duty or on premises. 5. The Contractor’s Security Guards are not allowed to eat, drink products other than needed for hydration, use tobacco products, use personal cell phones, accept gratuities, use foul language, consume alcoholic beverages or act in an unprofessional manner. 6. The Contractor will be responsible for providing the following equipment and/or amenities: 7. Any form motorized or non-motorized transportation is required, i.e. bikes, golf carts. 8. Transportation to and from the event/parade route and grounds. 9. Reflective safety vests for all Contractor’s Security Guards working posts with or near vehicular traffic. 10. Radios and any other forms of communication. 11. Flashlights. 12. Uniformed Security T-Shirts for their security staff. 13. Water Bottles/disposable gloves/PPE requirements. 4.3 Scheduled Parade Events: A. Palm Springs Pride Festival 1. Date: 10/31/2024 - Hours: 6:30 pm – 11:30 pm Security Guards (required): 22 Security Supervisor (required): 2 2. Date: 11/1/2024 – Hours: 10:30 am – 10:30 pm Security Guards (required): 22 Security Supervisor (required): 2 3. Date: 11/2/2024 – Hours: 10:30 am – 10:30 pm Security Guards (required): 22 Security Supervisor (required): 2 4. Date : 11/3/2024 – Hours: 11:00 am – 5:30 pm Security Guards (required): 22 Security Supervisor (required): 2 B. Palm Springs PRIDE Parade 1. Date: 11/3/2024 - Hours: 6:00 am – 1:00 pm Security Guards: 28 Security Supervisors: 2 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 14 of 22 Security Dispatcher: 1 C. Veterans Day Parade 1. Date : 11/11/2024 – Hours: 2:00 pm – 5:30 pm Security Guards: 19 Security Supervisor: 2 D. Festival of Lights Parade 1. Date: 12/7/2024 - Hours: 2:00 pm – 8:30 pm Security Guards: 38 Supervisors: 3 Security Dispatcher: 1 E. Tour de Palm Springs Bike EXPO 1. Date: 2/7/2025 – Hours: 3:00 pm – 10:00 pm Security Guards : 10 Security Supervisor : 1 2. Date: 2/8/2025 – Hours: 10:00 am – 4:00 pm Security Guards: 10 Security Supervisor: 1 F. Black History Parade 1. Date : 2/22/2025 – Hours: 7:30 am – 2:00 pm Security Guards : 19 Security Supervisor : 2 G. Black History Town Faire 1. Date : 2/22/2025 – Hours : TBD Security Guards: 19 Security Supervisor: 2 4.4 Other Special Events: Six events anticipated, dates and hours to be determined. 4.5 Compensation: Work will be compensated on an hourly basis. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City. Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 15 of 22 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 16 of 22 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 17 of 22 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 18 of 22 EXHIBIT “B” INSURANCE PROVISIONS Including Verification of Coverage, Sufficiency of Insurers, Errors and Omissions Coverage, Minimum Scope of Insurance, Deductibles and Self-Insured Retentions, and Severability of Interests (Separation of Insureds) Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 19 of 22 INSURANCE 1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement. Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. 2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate; 2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence; 3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is: _________ required ___x_____ is not required; 4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form. 3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 20 of 22 this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy. 5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City. 6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, effecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). B. "This insurance is primary and non-contributory over any insurance or self-insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 21 of 22 obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them. 7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions. 8. Severability of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability. Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 22 of 22 EXHIBIT “C” Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. INSURER(S) AFFORDING COVERAGE INSURER F : INSURER E : INSURER D : INSURER C : INSURER B : INSURER A : NAIC # NAME:CONTACT (A/C, No):FAX E-MAILADDRESS: PRODUCER (A/C, No, Ext):PHONE INSURED REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. OTHER: (Per accident) (Ea accident) $ $ N / A SUBR WVD ADDL INSD THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $ $ $ $PROPERTY DAMAGE BODILY INJURY (Per accident) BODILY INJURY (Per person) COMBINED SINGLE LIMIT AUTOS ONLY AUTOSAUTOS ONLY NON-OWNED SCHEDULEDOWNED ANY AUTO AUTOMOBILE LIABILITY Y / N WORKERS COMPENSATION AND EMPLOYERS' LIABILITY OFFICER/MEMBER EXCLUDED? (Mandatory in NH) DESCRIPTION OF OPERATIONS below If yes, describe under ANY PROPRIETOR/PARTNER/EXECUTIVE $ $ $ E.L. DISEASE - POLICY LIMIT E.L. DISEASE - EA EMPLOYEE E.L. EACH ACCIDENT EROTH-STATUTEPER LIMITS(MM/DD/YYYY)POLICY EXP(MM/DD/YYYY)POLICY EFFPOLICY NUMBERTYPE OF INSURANCELTRINSR DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) EXCESS LIAB UMBRELLA LIAB $EACH OCCURRENCE $AGGREGATE $ OCCUR CLAIMS-MADE DED RETENTION $ $PRODUCTS - COMP/OP AGG $GENERAL AGGREGATE $PERSONAL & ADV INJURY $MED EXP (Any one person) $EACH OCCURRENCE DAMAGE TO RENTED $PREMISES (Ea occurrence) COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY PRO-JECT LOC CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) CANCELLATION AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. CERTIFICATE HOLDER The ACORD name and logo are registered marks of ACORD HIRED AUTOS ONLY 10/4/2024 Arthur J.Gallagher Risk Management Services,LLC 500 N.Brand Boulevard Suite 100 Glendale CA 91203 Monet Rundlett 818-539-1468 818-539-1717 monet_rundlett@ajg.com License#:0D69293 Lexington Insurance Company 19437 INTESEC-05 Hartford Fire Insurance Company 19682Inter-Con Security Systems,Inc. 210 S.De Lacey Avenue Pasadena,CA 91105 Property and Casualty Ins Co of Hartford 34690 Sutton Specialty Insurance Company 16848 Travelers Casualty and Surety Co of America 31194 1831118274 A X 1,000,000 X 100,000 X SIR:$500,000 5,000 X Errors&Omission 1,000,000 3,000,000 X X Primary&Non-Cont Y 011170825 9/1/2024 9/1/2025 INCLUDED Errors&Omission 1,000,000 B 1,000,000 X X X X AL Ded $250k Y 72 CSE S81601 9/1/2024 9/1/2025 Physical Damage Ded 5,000 D X 8,000,000 X AESIR-162-AEFF-ICSS012024 9/1/2024 9/1/2025 8,000,000 C X N Y 72 WN S81600 9/1/2024 9/1/2025 X Ded $500,000 1,000,000 1,000,000 1,000,000 E Crime Excess Liability 107693180 9/1/2024 9/1/2025 EACH OCCURRENCE/DED See Below $2M /$25K 1st Layer Excess Liability Quota Share Trisura Ins Co/Sutton Specialty Ins Co 50/50 -Limit $8M -Policy #AESIR-162-AEFF-ICSS012024 2nd Layer Excess Liability Champlain Specialty Ins Co -$5M xs $9M -Policy #CSSE-CEL-0000985-03 3rd Layer Excess Liability Quota Share Navigators Specialty Ins Co -Limit $7.5M p/o $15M xs $14M -Policy #SF24EXCZ09SV4IC 3rd Layer Excess Liability Quota Share Everest National Ins Co -Limit $7.5M p/o $15M xs $14M -Policy #XC1E00790-241 4th Layer Excess Liability Lexington Ins Co -Limit $4M xs $29M -Policy #11170831 5th Layer Excess Liability Quota Share Lloyd's of London -Limit $3.5M p/o $7M xs $33M -Policy #XS1167024 5th Layer Excess Liability Quota Share United Specialty -Limit $3.5M p/o $7M xs $33M -Policy #DGE-XS6013623 6th Layer Excess Liability Endurance -Limit $10M xs $40M -Policy #ELD30044012601 See Attached... City of Palm Springs Attention:City Manager/City Clerk 3200 E.Tahquitz Canyon Way Palm Springs CA 92262 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 ACORD 101 (2008/01) The ACORD name and logo are registered marks of ACORD © 2008 ACORD CORPORATION. All rights reserved. THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:FORM TITLE: ADDITIONAL REMARKS ADDITIONAL REMARKS SCHEDULE Page of AGENCY CUSTOMER ID: LOC #: AGENCY CARRIER NAIC CODE POLICY NUMBER NAMED INSURED EFFECTIVE DATE: INTESEC-05 1 1 Arthur J.Gallagher Risk Management Services,LLC Inter-Con Security Systems,Inc. 210 S.De Lacey Avenue Pasadena,CA 91105 25 CERTIFICATE OF LIABILITY INSURANCE SEE REMARKS SECTION FOR DESCRIPTION OF OPERATIONS (D.O.O)LANGUAGE Named Insureds: 64 West Valley,LLC Event &Venue Services,Corp. Event Security Services,Inc. Ghana Security Services LLC Honduras Security Services LLC IC Benin LLC IC Canada LLC IC Colombia LLC IC Costa Rica LLC IC France LLC IC Guatemala LLC IC Guyana LLC IC Labs,LLC IC Liberia LLC IC Mexico LLC IC Mexico Properties LLC IC Peacemaker Defense,LLC IC Rwanda,LLC IC Security Equipment Leasing LLC IC Sierra Leone LLC IC Togo LLC IC Tunisia LLC IC Venezuela LLC ICSS Holding Corp. Inter-Con Global Holdings LLC Inter-Con Holding,Inc. Inter-Con International Holdings LLC Inter-Con Security Academy,Inc. Inter-Con Security Systems,Inc. Inter-Con Security Systems de Honduras S.de R.L. Omnitempus Limitada Systèmes De Sécurité Inter-Con Canada Inc.Or Inter-Con Security Systems Canada Inc US Diplomat Protect LLC The City of Palm Springs,its officials,employees,agents,and volunteers are additional insured with Primary and Non-Contributory language for any and all work performed with the City of Palm Springs,its officials,employees,agents,and volunteers in connection with the Contract for full coverage and policy limits per General Liability form LX4237 (08/13);per Auto Liability form CA 20 48 10 13 (AI).Waiver of Subrogation applies per Workers Compensation form WC 00 03 13. Should any of the above-described policies be canceled before the expiration date thereof,the issuing company will mail 30 days written notice to the Certificate Holder named. Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope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ocusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 POLICY NUMBER: COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name Of Person(s) Or Organization(s): Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured" for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision A.1. IIcontained in Paragraph of Section – Covered Autos Liability Coverage in the Business Auto and D.2.Motor Carrier Coverage Forms and Paragraph of ISection – Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 Page 1 of 1© Insurance Services Office, Inc., 2011 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 POLICY NUMBER: COMMERCIAL AUTO CA 04 44 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: Endorsement Effective Date: SCHEDULE Name(s) Of Person(s) Or Organization(s): Information required to complete this Schedule, if not shown above, will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "accident" or the "loss" under a contract with that person or organization. CA 04 44 10 13 Page 1 of 1© Insurance Services Office, Inc., 2011 Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope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ocusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 %YXLSVM^IH6ITVIWIRXEXMZI 0< 4EKISJ '-REGGSVHERGI[MXLXLIXIVQWERHGSRHMXMSRWSJXLITSPMG]ERHEWQSVIJYPP]I\TPEMRIHMRXLITSPMG] EWWSSREWTVEGXMGEFPIIEGLEHHMXMSREPMRWYVIHQYWXKMZIYWTVSQTXRSXMGISJER]SGGYVVIRGISV [VSRKJYPEGX[LMGLQE]VIWYPXMREGPEMQJSV[EVHEPPPIKEPTETIVWXSYWGSSTIVEXIMRXLIHIJIRWI SJER]EGXMSRWERHSXLIV[MWIGSQTP][MXLEPPSJXLITSPMG] WXIVQWERHGSRHMXMSRW*EMPYVIXSGSQTP] [MXLXLMWTVSZMWMSRQE]EXSYVSTXMSRVIWYPXMRXLIGPEMQSVWYMXFIMRKHIRMIH %PPSXLIVXIVQWERHGSRHMXMSRWSJXLITSPMG]VIQEMRXLIWEQI Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. NOTICE OF CANCELLATION TO CERTIFICATE HOLDER(S) Policy Number: Endorsement Number: Effective Date:Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: If this policy is cancelled by the Company, other than Any notification rights provided by this endorsement for non-payment of premium, notice of such apply only to active certificate holder(s) who were cancellation will be provided to the certificate issued a certificate of insurance applicable to this holder(s) with mailing addresses on file with the policy’s term. agent of record. Such notice will be provided within Failure to provide such notice to the certificate30 days of the Company’s receipt of certificate holder(s) will not amend or extend the date theholder(s) information from the agent of record.cancellation becomes effective, nor will it negate If notice is mailed, proof of mailing to the last known cancellation of the policy. Failure to send notice mailing address of the certificate holder(s) on file shall impose no liability of any kind upon the with the agent of record will be sufficient proof of Company or its agents or representatives. notice. Form WC 99 03 98 Printed in U.S.A. Process Date: Policy Expiration Date: © 2011, The Hartford Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. SCHEDULE Countersigned by Authorized Representative Form WC 00 03 13 Printed in U.S.A. Process Date: Policy Expiration Date: Policy Number: Endorsement Number: Effective Date:Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Docusign Envelope ID: BA74DD4B-2E6E-4CA3-8190-5E4A581ADF25Docusign Envelope ID: 9783E77E-E19F-49EB-AC36-1E0081B54A98Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 CITY COUNCIL STAFF REPORT DATE: OCTOBER 24, 2024 CONSENT CALENDAR SUBJECT: APPROVE CONTRACT SERVICES AGREEMENT NO. 24P258 WITH INTER-CON SECURITY SYSTEMS, INC. FOR UNARMED UNIFORMED SECURITY GUARD SERVICES FOR CITY EVENTS FROM: Scott C. Stiles, City Manager BY: Lauri Aylaian, Interim Parks & Recreation Director SUMMARY: This action will approve a contract services agreement (24P258) with Inter-Con Security Systems, Inc. for unarmed uniformed security guard services for City events for an amount not to exceed $154,474.07. RECOMMENDATION: 1. Approve Contract Services Agreement No. 24P258 (Attachment A) with Inter-Con Security Systems, Inc. to provide unarmed uniformed security guard services for City events for a three-year term in an amount not to exceed $154,474.07 beginning October 28, 2024, through October 27, 2027, with two options for one- year extensions at the City’s sole discretion; 2. Authorize the City Manager or designee to execute all necessary documents. BUSINESS PRINCIPAL DISCLOSURE: According to the Public Integrity Disclosure form (Attachment B) submitted on September 4, 2024, Inter-Con Security Systems, Inc. is registered in the state of California. BACKGROUND: Historically the City has contracted for additional unarmed uniformed security guard services to supplement staffing at City-sponsored events on an event-by-event basis. This work dovetails with the work of the Palm Springs Police Department to ensure the safety of the public and participants during special events. Under the proposed contract, the contractor would provide unarmed Uniformed Security Guard Services at the following Item 1F - Page 1 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 City Council Staff Report October 24, 2024 -- Page 2 Award Un-Armed Uniformed Security Guard Services for City Events Contract City sponsored events: Veterans Day Parade, Pride Parade and Festival of Lights Parade as well as any other City-sponsored events deemed necessary during the term of the contract. STAFF ANALYSIS: The Recreation Department worked with the Procurement and Contracting Department to issue a Request for Proposals (RFP) to find a contractor for the needed services. The RFP was advertised in the local newspaper and published on the PlanetBids website. Seven proposals were received by the deadline of September 4, 2024 as follows: • A&A Security Group, Chatsworth, CA • Inter-Con Security Systems, Inc., Pasadena, CA • Jalala Inc. dba American Discount Security, Union City, CA • Peralta Management Co LLC, West Covina, CA • Protect Us Security, Costa Mesa, CA • Staff Pro Inc. dba Allied Universal Event Service, Westminster, CA (local office: Palm Desert, CA) • Veterans High Risk Security Solutions, Inc., Palm Desert, CA The evaluation team made up of City staff from the Parks and Recreation and Police Departments evaluated the proposals received against published criteria that included the firms’ experience, the experience of key staff members, the understanding of the scope of work, local preference, price, and interviews. Inter-Con Security Systems, Inc. was ranked the highest by the evaluation team and is being recommended for award of the contract. ENVIRONMENTAL ASSESSMENT: The requested City Council action is not a “Project” as defined by the California Environmental Quality Act (CEQA). Pursuant to Section 15378(a), a “Project” means the whole of an action, which has a potential for resulting in either a direct physical change in the environment, or a reasonably foreseeable indirect physical change in the environment. The requested action is to approve contracts for the above-mentioned services, and is exempt from CEQA pursuant to Section 15378(b), in that a “Project” does not include: (5) Organizational or administrative activities of governments that will not result in direct or indirect physical changes in the environment. ALIGNMENT WITH STRATEGIC PLANNING: This item aligns with the Council’s major themes and principles for forward‐thinking governance. Item 1F - Page 2 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 City Council Staff Report October 24, 2024 -- Page 3 Award Un-Armed Uniformed Security Guard Services for City Events Contract FISCAL IMPACT: Sufficient funds are budgeted and available in Fiscal Year 2024-25 in community events account 1002530-50127. REVIEWED BY: Interim Parks & Recreation Director: Lauri Aylaian Procurement and Contracting Director: Kim Baker Assistant City Manager: Teresa Gallavan City Manager: Scott Stiles ATTACHMENTS: A. Agreement No. 24P258 B. Public Integrity Disclosure Item 1F - Page 3 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 ATTACHMENT A Item 1F - Page 4 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 1 of 22 CONTRACT SERVICES AGREEMENT 24P258 UN-ARMED UNIFORMED SECURITY GUARD SERVICES FOR CITY EVENTS THIS AGREEMENT FOR CONTRACT SERVICES (“Agreement”) is made and entered into on October 28, 2024, by and between the City of Palm Springs, a California charter city and municipal corporation (“City”), and Inter-Con Security Systems, Inc., a California Corporation, (“Contractor”). City and Contractor are individually referred to as “Party” and are collectively referred to as the “Parties”. RECITALS A. City requires the services of a licensed and qualified firm to provide un-armed uniformed security guard services for special events within the City of Palm Springs, (“Project”). B. Contractor has submitted to City a proposal to provide un-armed uniformed security guard services for special events, under the terms of this Agreement. C. Based on its experience, education, training, and reputation, Contractor is qualified and desires to provide the necessary services to City for the Project. D. City desires to retain the services of Contractor for the Project. NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. CONTRACTOR SERVICES 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Contractor shall provide services to City as described in the Scope of Services/Work attached to this Agreement as Exhibit “A” and incorporated herein by reference (the “Services” or “Work”). Exhibit "A" includes the agreed upon schedule of performance and the schedule of fees. Contractor warrants that the Services shall be performed in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. In the event of any inconsistency between the terms contained in the Scope of Services/Work and the terms set forth in this Agreement, the terms set forth in this Agreement shall govern. 1.2 Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws, statutes and ordinances and all lawful orders, rules, and regulations when performing the Services. Contractor shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. Item 1F - Page 5 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 2 of 22 1.3 Licenses and Permits. Contractor shall obtain at its 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. 1.4 Familiarity with Work. By executing this Agreement, Contractor warrants that it has carefully considered how the Work should be performed and fully understands the facilities, difficulties, and restrictions attending performance of the Work under this Agreement. 2. TIME FOR COMPLETION The time for completion of the Services to be performed by Contractor is an essential condition of this Agreement. Contractor shall prosecute regularly and diligently the work of this Agreement according to the agreed upon schedule of performance set forth in Exhibit “A.” Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non-performing Party. Delays shall not entitle Contractor to any additional compensation regardless of the Party responsible for the delay. 3. COMPENSATION OF CONTRACTOR 3.1 Compensation of Contractor. Contractor shall be compensated and reimbursed for the services rendered under this Agreement in accordance with the schedule of fees set forth in Exhibit “A”. The total amount of Compensation shall not exceed $154,474.07. 3.2 Method of Payment. In any month in which Contractor wishes to receive payment, Contractor shall submit to City an invoice for Services rendered prior to the date of the invoice, no later than the first working day of such month, in the form approved by City’s finance director. Payments shall be based on the schedule of fees set forth in Exhibit “A” for authorized services performed. City shall pay Contractor for all expenses stated in the invoice that are approved by City and consistent with this Agreement, within thirty (30) days of receipt of Contractor’s invoice. 3.3 Changes. In the event any change or changes in the Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or Work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Contractor’s profession. 3.4 Appropriations. This Agreement is subject to, and contingent upon, funds being appropriated by the City Council of City for each fiscal year. If such appropriations are not made, this Agreement shall automatically terminate without penalty to City. 4. PERFORMANCE SCHEDULE 4.1 Time of Essence. Time is of the essence in the performance of this Agreement. 4.2 Schedule of Performance. All Services rendered under this Agreement shall be performed under the agreed upon schedule of performance set forth in Exhibit “A.” Any time period extension must be approved in writing by the Contract Officer. 4.3 Force Majeure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event if Contractor notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Item 1F - Page 6 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 3 of 22 Event. A Force Majeure Event shall mean an event that materially affects the Contractor’s performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Contractor notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer’s judgment, such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the Parties to this Agreement. The Contractor will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 4.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of three years, commencing on October 28, 2024, and ending on October 27, 2027, unless extended by mutual written agreement of the Parties. In addition, the term may be extended at the sole discretion of the City upon written notice to the Contractor, for two (2) additional one (1) year terms. 4.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Contractor. Where termination is due to the fault of Contractor and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Contractor shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Contractor shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Contractor shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation for termination of Work. If the termination is for cause, the City shall have the right to take whatever steps it deems necessary to correct Contractor's deficiencies and charge the cost thereof to Contractor, who shall be liable for the full cost of the City's corrective action. Contractor may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 5. COORDINATION OF WORK 5.1 Representative of Contractor. The following principal of Contractor is designated as being the principal and representative of Contractor authorized to act and make all decisions in its behalf with respect to the specified Services: Kevin Hernandez, Chief Strategy Officer. It is expressly understood that the experience, knowledge, education, capability, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Contractor and devoting sufficient time to personally supervise the Services under this Agreement. The foregoing principal may not be changed by Contractor without prior written approval of the Contract Officer. 5.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Contractor shall be responsible for keeping the Contract Officer fully informed of the progress of the performance of the Services. Contractor shall refer any Item 1F - Page 7 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 4 of 22 decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 5.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, education, capability, and reputation of Contractor, its principals, and employees, were a substantial inducement for City to enter into this Agreement. Contractor shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provisions making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Contractor is permitted to subcontract any part of this Agreement by City, Contractor shall be responsible to City for the acts and omissions of its subcontractor(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. 5.4 Independent Contractor. Neither City nor any of its employees shall have any control over the manner, mode, or means by which Contractor, its agents, or employees, perform the Services required, except as otherwise specified. Contractor shall perform all required Services as an independent contractor of City and shall not be an employee of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role; however, City shall have the right to review Contractor’s work product, result, and advice. Contractor shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. Contractor shall pay all wages, salaries, and other amounts due personnel in connection with their performance under this Agreement and as required by law. Contractor shall be responsible for all reports and obligations respecting such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, and workers’ compensation insurance. Contractor shall not have any authority to bind City in any manner. 5.5 Personnel. Contractor agrees to assign the following individuals to perform the services in this Agreement. Contractor shall not alter the assignment of the following personnel without the prior written approval of the Contract Officer. Acting through the City Manager, the City shall have the unrestricted right to order the removal of any personnel assigned by Contractor by providing written notice to Contractor. Name: Title: Brad Lauer SVP, Operations / Contract Manager Richard Stack Chief Operating Officer Brian Faulkner Chief Information Officer David Oken EVP of Talent Acquisition 5.6 California Labor Code Requirements. A. Contractor is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects (“Prevailing Wage Laws”). If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Contractor agrees to fully comply with such Prevailing Wage Laws. Contractor shall defend, indemnify, and hold the City, its officials, officers, employees, and agents free and harmless from any claims, liabilities, costs, penalties, or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon Item 1F - Page 8 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 5 of 22 the Contractor and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). B. If the Services are being performed as part of an applicable “public works” or “maintenance” project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Contractor and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Contractor shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Contractor’s sole responsibility to comply with all applicable registration and labor compliance requirements. 6. INSURANCE Contractor shall procure and maintain, at its sole cost and expense, policies of insurance as set forth in the attached Exhibit "B", incorporated herein by reference. 7. INDEMNIFICATION. 7.1 Indemnification. To the fullest extent permitted by law, Contractor shall defend (at Contractor’s sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the “Indemnified Parties”), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively “Claims”), including but not limited to Claims arising from injuries to or death of persons (Contractor’s employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Contractor, its officers, employees, representatives, and agents, that arise out of or relate to Contractor’s performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Contractor’s indemnification obligation or other liability under this Agreement. Contractor’s indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 7.2 Design Professional Services Indemnification and Reimbursement. If Contractor’s obligation to defend, indemnify, and/or hold harmless arises out of Contractor’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Contractor’s indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor in the performance of the Services or this Agreement, and, upon Contractor obtaining a final adjudication by a court of competent jurisdiction, Contractor’s liability for such claim, including the cost to defend, shall not exceed the Contractor’s proportionate percentage of fault. 8. RECORDS AND REPORTS Item 1F - Page 9 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 6 of 22 8.1 Reports. Contractor shall periodically prepare and submit to the Contract Officer reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. 8.2 Records. Contractor shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Contractor shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 8.3 Ownership of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of this Agreement shall be the property of City. Contractor shall deliver all above-referenced documents to City upon request of the Contract Officer or upon the termination of this Agreement. Contractor shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights or ownership of the documents and materials. Contractor may retain copies of such documents for Contractor's own use. Contractor shall have an unrestricted right to use the concepts embodied in such documents. 8.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Contractor in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. 8.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Contractor shall provide City, or other agents of City, such access to Contractor’s books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Contractor’s performance under this Agreement. Contractor shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder. 9. ENFORCEMENT OF AGREEMENT 9.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Contractor covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 9.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 9.3 Waiver. No delay or omission in the exercise of any right or remedy of a non- defaulting Party on any default shall impair such right or remedy or be construed as a waiver. No Item 1F - Page 10 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 7 of 22 consent or approval of City shall be deemed to waive or render unnecessary City’s consent to or approval of any subsequent act of Contractor. Any waiver by either Party of any default must be in writing. No such waiver shall be a waiver of any other default concerning the same or any other provision of this Agreement. 9.4 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative. The exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 9.5 Legal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctive relief, a declaratory judgment, or any other remedy consistent with the purposes of this Agreement. 9.6 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non-judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non-prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert contractor fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 10. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 10.1 Non-Liability of City Officers and Employees. No officer or employee of City shall be personally liable to the Contractor, or any successor-in-interest, in the event of any default or breach by City or for any amount which may become due to the Contractor or its successor, or for breach of any obligation of the terms of this Agreement. 10.2 Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement, nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Contractor warrants that Contractor has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 10.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a “prohibited basis”). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City’s lawful capacity to enter this Agreement, and in executing this Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting. 11. MISCELLANEOUS PROVISIONS Item 1F - Page 11 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 8 of 22 11.1 Notice. Any notice, demand, request, consent, approval, or communication that either Party desires, or is required to give to the other Party or any other person shall be in writing and either served personally or sent by pre-paid, first-class mail to the address set forth below. Notice shall be deemed communicated seventy-two (72) hours from the time of mailing if mailed as provided in this Section. Either Party may change its address by notifying the other Party of the change of address in writing. To City: City of Palm Springs Attention: City Manager/ City Clerk 3200 E. Tahquitz Canyon Way Palm Springs, California 92262 To Contractor: Inter-Con Security Systems, Inc. Attention: Kevin Hernandez 210 S. De Lacey Avenue Pasadena, CA 91105 11.2 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement. 11.3 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties. 11.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement, which shall be interpreted to carry out the intent of the Parties. 11.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties’ successors and assignees. 11.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third-party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 11.7 Recitals. The above-referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 11.8 Authority. The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of Parties and that by so executing this Agreement the Parties are formally bound to the provisions of this Agreement. 11.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 11.10 Compliance with Economic Sanctions in Response to Russia's Actions in Ukraine. When funding for the services is provided, in whole or in part, by an agency controlled of the State of California, Consultant shall fully and adequately comply with California Executive Order N-6-22 (“Russian Sanctions Program”). As part of this compliance process, Consultant Item 1F - Page 12 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 9 of 22 shall also certify compliance with the Russian Sanctions Program by completing the form located in Exhibit “C” (Russian Sanctions Certification), attached hereto and incorporated herein by reference. Consultant shall also require any subconsultants to comply with the Russian Sanctions Program and certify compliance pursuant to this Section. [SIGNATURES ON NEXT PAGE] Item 1F - Page 13 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 10 of 22 SIGNATURE PAGE TO CONTRACT SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND INTER-CON SECURITY SYSTEMS, INC. IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. CONTRACTOR: By: _____________________________ By: _____________________________ Signature Signature (2nd signature required for Corporation) Date: ___________________________ Date: ___________________________ CITY OF PALM SPRINGS: APPROVED BY CITY COUNCIL: Date: _____________________ Item No. ____________ APPROVED AS TO FORM: ATTEST: By: _____________________________ By: _____________________________ City Attorney City Clerk APPROVED: By: _____________________________ Date: ____________________________ City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Item 1F - Page 14 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 11 of 22 EXHIBIT “A” SCOPE OF SERVICES/WORK Including, Schedule of Fees And Schedule of Performance Item 1F - Page 15 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 12 of 22 1.1 Background: The Contractor shall provide un-armed Uniformed Security Guard Services to be provided as the following City sponsored events: Veterans Day Parade, Pride Parade and Festival of Lights Parade as well as any other City Sponsored events deemed necessary during the term of the contract. 1.2 Scope: A. The scope of work will consist of, but is not limited to, the Contractor providing all supervision, uniforms, supplies, materials, equipment, and transportation necessary to provide un-armed uniformed security guard and patrol services for various City sponsored events located in the City of Palm Springs as specified herein. B. The Contractor’s Security Guards will patrol the event/location both in a motorized or non-motorized form of transportation and on foot to inspect all parts of the facilities/locations for the purpose of detecting and preventing individuals or groups from committing acts that are illegal or dangerous to others or to the property. C. The Contractor’s Security Guards will be required to have a valid State of California, Bureau of Security and investigative Services Department, Security Guard license. The Contractor shall insure that background screenings have been performed and completed on all personnel provided. The Contractor will be responsible for crowd management and security services to include, but not limited to the following: • Line control/access control/crowd control. • Crowd monitoring. • Parade vehicles, floats, participants and pedestrian traffic flow. • Valid identification checking for alcohol containment. • Access control and monitoring of traffic barricades. D. The Event Security needs will be determined by City per event and the event security staffing levels are subject to change throughout the length of the agreement. E. General Expectations: 1. The Contractor’s Supervisors will be required to attend scheduled planning meetings prior to and at the conclusion of the events, as requested by City Staff. The City has the right to assign and/or re-assign specific positions as needed. The Contractor’s Security Supervisors will be responsible for maintaining communication with their security staff through the set-up, event and conclusion of the event. The Contractor’s Supervisor will be stationed inside the City’s “Command Post” throughout the event and should be equipped with a radio and cell phone. Event Security DAR’s will be submitted to City staff at the conclusion of each shift. 2. The Security Guards shall be trained specifically for “event security” postings, duties and interactions. 3. The Contractor’s Security Guards shall be in uniform shirt (and hats if applicable) easily identifiable to the City Staff and event participants. All uniforms must be clean and neat in appearance. Item 1F - Page 16 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 13 of 22 4. The Contractor’s Security Guards shall be trained in and are expected to provide the highest levels of customer service, professionalism and courtesy, during all interactions while on duty or on premises. 5. The Contractor’s Security Guards are not allowed to eat, drink products other than needed for hydration, use tobacco products, use personal cell phones, accept gratuities, use foul language, consume alcoholic beverages or act in an unprofessional manner. 6. The Contractor will be responsible for providing the following equipment and/or amenities: 7. Any form motorized or non-motorized transportation is required, i.e. bikes, golf carts. 8. Transportation to and from the event/parade route and grounds. 9. Reflective safety vests for all Contractor’s Security Guards working posts with or near vehicular traffic. 10. Radios and any other forms of communication. 11. Flashlights. 12. Uniformed Security T-Shirts for their security staff. 13. Water Bottles/disposable gloves/PPE requirements. 4.3 Scheduled Parade Events: A. Palm Springs Pride Festival 1. Date: 10/31/2024 - Hours: 6:30 pm – 11:30 pm Security Guards (required): 22 Security Supervisor (required): 2 2. Date: 11/1/2024 – Hours: 10:30 am – 10:30 pm Security Guards (required): 22 Security Supervisor (required): 2 3. Date: 11/2/2024 – Hours: 10:30 am – 10:30 pm Security Guards (required): 22 Security Supervisor (required): 2 4. Date : 11/3/2024 – Hours: 11:00 am – 5:30 pm Security Guards (required): 22 Security Supervisor (required): 2 B. Palm Springs PRIDE Parade 1. Date: 11/3/2024 - Hours: 6:00 am – 1:00 pm Security Guards: 28 Security Supervisors: 2 Item 1F - Page 17 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 14 of 22 Security Dispatcher: 1 C. Veterans Day Parade 1. Date : 11/11/2024 – Hours: 2:00 pm – 5:30 pm Security Guards: 19 Security Supervisor: 2 D. Festival of Lights Parade 1. Date: 12/7/2024 - Hours: 2:00 pm – 8:30 pm Security Guards: 38 Supervisors: 3 Security Dispatcher: 1 E. Tour de Palm Springs Bike EXPO 1. Date: 2/7/2025 – Hours: 3:00 pm – 10:00 pm Security Guards : 10 Security Supervisor : 1 2. Date: 2/8/2025 – Hours: 10:00 am – 4:00 pm Security Guards: 10 Security Supervisor: 1 F. Black History Parade 1. Date : 2/22/2025 – Hours: 7:30 am – 2:00 pm Security Guards : 19 Security Supervisor : 2 G. Black History Town Faire 1. Date : 2/22/2025 – Hours : TBD Security Guards: 19 Security Supervisor: 2 4.4 Other Special Events: Six events anticipated, dates and hours to be determined. 4.5 Compensation: Work will be compensated on an hourly basis. Contract pricing includes all labor, expenses, and incidentals to complete the work outlined in the contract scope. No additional compensation will be due by the City unless the contract is modified for additional work requested by the City. Item 1F - Page 18 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 15 of 22 Item 1F - Page 19 ITEM 1 2 A'TTAOHMENT •~G" OOST PROPOSAL REO:UES,T FOR PROPOSAL (RFP 14-24), UN-ARMED UIN FROMED SECURITY GUARD SERVICES FOR CITY EVS,ITS TH S FO l~MI MIJST BE COMPLETED AND SUBMITTED Hi S&PAIRATli EUECTRONIC F1LE #2 "Cost Proposal/', NOTwlt'fl1 Erectlonlc File #11 , Techni.callWofl!c IProposali") SCHEDULED PARADE Un it of Evmt Haurty lOlAL EVENTS Measure Hl:lurs Rate (!Hourly) Palm Spri1 -gs Pride Festlval H our (5 hours x 22 11813,112:6124 -Hours: 1 :00 pm -guard's x 3 $32 .06 $10,579.80 6:00pm years) Security Guards: .22 1101311:Wi24 -Hours 11 :00 pm -Hour (5 hou rs x 2 6:0 0pm supervl$o r x $35.29 $1 ,058.70 Security Supervisors: 2 3 years) 1111/202:4 -Hours: 1 O: 30 am -Hour (1.2 hours x 10;30 pm 22 guardsx 3 $32.06 $25,391 .52 Security Gua:rds : 22 )!l&ars) 1111121>24 -Hou rs : 10:30, am -Hour (12 hours x2 H):30Pfiill supervisors x $35.29 $6,,352.20 Secur [ty Supervisors: 2 3 years) 11131202 4 Ho urs: 11 :oo-5:30 Hour (6,.5 hours x pm 22 guards x 3 $32.06 $-113,,753.74 Security Guards: 22 years) 11 /312824 -Ho"Urs: 11 :00 -5: 30 Hour (6.5 hours x .2 pm superviso:rs x $35,29 $11,376,.31 Security Superv isors: 2 3 years) Subtotal Palm Springs PRIDE Parade: Ho ur (7 hours x28 11J312G!2:4, -Hours; 6:00 am -gua rds x 3 $32.06 $,18 ,851..28 years) Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 16 of 22 Item 1F - Page 20 1:00pm Security Gua.rd,s : 28 11/3120.24 -II-lours: 6:00 am -How Cl hoursx2 1 :00 pm supervisors x $35.29 $1,482.18 SupeNiso ~s : 2 3 years) 111/31202-4 -Hours: ,s: 00 am -Ho ur (1 hours x 1 11:00 pm dispatcher x $31.16 $654.36 SecYriJty !Disp-atcliler. 1 3 years) Subtotal 3 Veterans. Day Parade : HoLlr (3.5 hoLlrs x 11/1112024 -Hourn : 2:iQO pm -119 g.uards x 3 $32.06 $6 ,395.97 5 ;30 pm years) Security Guards : 19 11/1112:024-Hol.!ra; .2J)01 am-Hour (3.5 hours x 2 5:3-0 pm &1Jpervisors x $35 .29 $741.09 Supervisors :. 2 3 y88!1'$) •Subtotal 4 Fes trv.al ofC.g ts Paratte ; Hour (6.5 l'IOtHS X 121712024 -Hours: 2 :00 pm -38 guardsx 3 32 .00 $23,7 58.46 8 :30 pm years) Security Guards: 38 11.2171202,4 ~ Hours: 2:00 pm -Ho ur (6 .5 hOILIF6 X 3 8:30 pm supervisors x $35.29 $2,064.A7 SupeNis.crrs ; 3 3 years) 121 7IW24 ~ Hours: 2:00 pm -Hour (6.5 hours x 1 8 :30 pm dispatd,ef x $31. 6 $607.6:2 DispatC'h:er: 1 3 <years) Subtotal 5 Tour de Palm Sprling:s IBike Hour (7 flours x 11 0 EXPO: guardsx 3 years) $32 ,06 $6, 732J301 21712021 -HOlll'$: 3:00 IPm - 110:00 pm Security G 1.:1ards.: 1 O 217/2025-Hours: 3:001Pm (7 hours x 1 10:00pm supervi sor x: $35,.29 $741.09 3,yea irs) Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 17 of 22 Item 1F - Page 21 Securiity Supervisor: 1 2/812026 -Ho:urs : 10:00 am - 4 :00 pm Security G·uards : 10 2.1812026 -Hl)urs: 1 0:00 am - 4 :00 pm Secunity Supe11Vi;sor: 1 Subtotal IEU.ack History Parade 21221202(1 -Hours: 7:30 am ~ 2:00pm Seoul'lity Guards: 19 21.2212025 -Hours: 7: 30 am - 2:•00,pm Security Superv,isor: 2 Subtotal B :ack H·story Town Fair& 2122'2025 12:00 pm -7 :00 m Security Guards: 19 21.22f2025 -12 :00 pm -7 :00 pm Security Superv isors: 2 Subtotal Al lowance for Ext ra Ho ui'S (6 hours x 10 guards x 3 years) (6 hours x 1 supervisor x 3 years) (hours x 19 guardsx 3 years) ( hou x2 supervisors x 3 years) (hours x 119 g ards x 3 y,ea.rs) ( lloul'S x 2 supervisors x 3 years) 32 .06 $5,770_,80 :$35 .29 $635.22 $32.06 $1ffl ,878 .23 $35.29 $1 ,376.31 $32,00 $12,791 .94 $35.29 · 1,482.18 Total $154,474.0i Firm Name : __ l __ nt __ :e __ r-c ____ o __ n .... s __ e __ c __ u._rit..,v .... §v ....... sti .... •e_m __ s._. l __ n __ c, ____________ _ Signature of Alllhoriz•ed Person : --t-':+-v.::!_:::::...0:::-::...._}~' ...-::::~:...Jr.-----,,,,,.....--\ K Printed Name: Kevin H:e·mandez '\J Title: ____ C __ h __ i .... et .... s __ tra ....... teg_.,y._· __ O._fti.._ce .... ~r ___________ _ Date; ____ _.9...,(41.......,2, ... 02 ... 4._ ________________ _ Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 18 of 22 EXHIBIT “B” INSURANCE PROVISIONS Including Verification of Coverage, Sufficiency of Insurers, Errors and Omissions Coverage, Minimum Scope of Insurance, Deductibles and Self-Insured Retentions, and Severability of Interests (Separation of Insureds) Item 1F - Page 22 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 19 of 22 INSURANCE 1. Procurement and Maintenance of Insurance. Contractor shall procure and maintain public liability and property damage insurance against all claims for injuries against persons or damages to property resulting from Contractor’s performance under this Agreement. Contractor shall procure and maintain all insurance at its sole cost and expense, in a form and content satisfactory to the City, and submit concurrently with its execution of this Agreement. Contractor shall also carry workers’ compensation insurance in accordance with California workers’ compensation laws. Such insurance shall be kept in full force and effect during the term of this Agreement, including any extensions. Such insurance shall not be cancelable without thirty (30) days advance written notice to City of any proposed cancellation. Certificates of insurance evidencing the foregoing and designating the City, its elected officials, officers, employees, agents, and volunteers as additional named insureds by original endorsement shall be delivered to and approved by City prior to commencement of services. The procuring of such insurance and the delivery of policies, certificates, and endorsements evidencing the same shall not be construed as a limitation of Contractor’s obligation to indemnify City, its elected officials, officers, agents, employees, and volunteers. 2. Minimum Scope of Insurance. The minimum amount of insurance required under this Agreement shall be as follows: 1. Comprehensive general liability and personal injury with limits of at least one million dollars ($1,000,000.00) combined single limit coverage per occurrence and two million dollars ($2,000,000) general aggregate; 2. Automobile liability insurance with limits of at least one million dollars ($1,000,000.00) per occurrence; 3. Professional liability (errors and omissions) insurance with limits of at least one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000) annual aggregate is: _________ required ___x_____ is not required; 4. Workers’ Compensation insurance in the statutory amount as required by the State of California and Employer’s Liability Insurance with limits of at least one million dollars $1 million per occurrence. If Contractor has no employees, Contractor shall complete the City’s Request for Waiver of Workers’ Compensation Insurance Requirement form. 3. Primary Insurance. For any claims related to this Agreement, Contractor’s insurance coverage shall be primary with respect to the City and its respective elected officials, officers, employees, agents, and volunteers. Any insurance or self-insurance maintained by City and its respective elected officials, officers, employees, agents, and volunteers shall be in excess of Contractor’s insurance and shall not contribute with it. For Workers’ Compensation and Employer’s Liability Insurance only, the insurer shall waive all rights of subrogation and contribution it may have against City, its elected officials, officers, employees, agents, and volunteers. 4. Errors and Omissions Coverage. If Errors & Omissions Insurance is required, and if Contractor provides claims made professional liability insurance, Contractor shall also agree in writing either (1) to purchase tail insurance in the amount required by this Agreement to cover claims made within three years of the completion of Contractor’s services under this Agreement, or (2) to maintain professional liability insurance coverage with the same carrier in the amount required by this Agreement for at least three years after completion of Contractor’s services under Item 1F - Page 23 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 20 of 22 this Agreement. Contractor shall also be required to provide evidence to City of the purchase of the required tail insurance or continuation of the professional liability policy. 5. Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best’s Key Rating of B++, Class VII, or better, unless otherwise acceptable to the City. 6. Verification of Coverage. Contractor shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, effecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Contractor’s insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers’ Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured…” ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). B. "This insurance is primary and non-contributory over any insurance or self-insurance the City may have..." ("as respects City of Palm Springs Contract No.___" or "for any and all work performed with the City" may be included in this statement). C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, “endeavor to” mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. D. Both the Workers’ Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to Item 1F - Page 24 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 21 of 22 obtain the required documents prior to the commencement of work shall not waive the Contractor’s obligation to provide them. 7. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City prior to commencing any work or services under this Agreement. At the option of the City, either (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its elected officials, officers, employees, agents, and volunteers; or (2) Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration, and defense expenses. Certificates of Insurance must include evidence of the amount of any deductible or self-insured retention under the policy. Contractor guarantees payment of all deductibles and self-insured retentions. 8. Severability of Interests (Separation of Insureds). This insurance applies separately to each insured against whom claim is made or suit is brought except with respect to the limits of the insurer’s liability. Item 1F - Page 25 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Page 22 of 22 EXHIBIT “C” Item 1F - Page 26 .ATTACHMENT "F" EXEC1UTIIVE. ORDER N .. 6 .. 22 CERTIFICATliON REQUE:S.TS FOR PROPOSALS, (RFP 14-2,4) UN-ARMIED UN IIF ORMIED SECURITY GUA RD 1 SERV ICES FOR CITY EV1EINTS Executive Order Ne~22 iissued by Governor Gavin Newsom on March 4. 2022, directs all agencies and departments that are sub ect to the Governor's authorirty to (a) terminate any con tracts with any indliv idualls or ,entities that are d,etermined to· be a target of economi(: sa nctions agaiinst Russia and R.ussian entittes and individua ls.: and (b) refirain from entering iinto any new contracts with such individuals -or entities while ~he afo rementioned sa ncti-ons are in effect Executive Orde 1r IN-6-22 also requires that any contr-actor that: ( 1) currently has a contract wnth the City of Pallm Springs funded through ·girant funds provided by the State of Californ·a; and/or (2) submits a bid or proposal or otherwise proposes to or enter into or renew a contract w ii~h the City o,f Palm Sp ngs with Sta,te of Californ·a grant funds, certlify that the person is not the ·target of any eco·nomic sanctions. ag1ains1t Ru!SS ia and 'Russian enilitt&s and iindirviduals . The ,contractor h ereby certlifies, SUBJECT TO PENAL TY IFOR PERJURY. that a) the contractor is not a target of any econom ic sanctions against Russian and Russian entities and indirviduails as discussed in Executive• Order Nl--6 22 and b), the person signing below is dul;y authoriizedl to legally bind the Contractor. This. certification ts m ade under t he laws of the· State ,of CaUfomia. Title: _____ C_lh_ie_f S_1_·ra_-1e~-9Y-·_o_m_10_-e_r _____ _ Fi rm Name:. __ ln_,-te_-r-_-C_o_-n_1 S_e_-cu_-_rity_S_y_st_e_m_s, __ l_nc._-. __ _ Date : 9/4/2024 ----------------- Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 ATTACHMENT B Item 1F - Page 27 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Item 1F - Page 28 1. 2. 3. 4. 5. Name of Entity PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM Inter-Con Security Systems, Inc. Address of Entity (Principal Place of Business) 210 S. De Lacey Avenue, Pasadena, CA 91105 Local or California Address (if different than #2) same State where Entity is Registered with Secretary of State California If other than California, is the Entity also registered in California? D Yes D No Type of Entity [XI Corporation D Limited Liability Company D Partnership D Trust D Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity Enrig ue Robert Hernandez Ill Ix] Officer 1K] Director D Member D Manager [name] D General Partner D Limited Partner •Other Charles Thuss 1K] Officer D Director D Member D Manager [name] D General Partner D Limited Partner D Other Brian Faulkner IZ] Officer D Director D Member D Manager [name] D General Partner D Limited Partner D Other Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Item 1F - Page 29 6. Officers, Directors, PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity Michael Hernandez 0 Officer D Director D Member D Manager [name] D General Partner D Limited Partner •Other Kevin Hernandez ~ Officer D Director D Member D Manager [name] D General Partner D Limited Partner D Other Richard Stack ~ Officer D Director D Member D Manager [name] D General Partner D Limited Partner D Other Robert Ray D Officer D Director D Member D Manager [name] D General Partner D Limited Partner 0 Other Ge•eral Cou •sel Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Item 1F - Page 30 6. Officers, Directors, PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust, or other entity Enri g ue Hernandez Jr. D Officer Ix] Director D Member D Manager [name] D General Partner D Limited Partner •Other Yvonne Slaught D Officer 1K] Director D Member D Manager [name] D General Partner D Limited Partner •Other Megan Hernandez D Officer Ix] Director D Member D Manager [name] D General Partner D Limited Partner •Other Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8 Item 1F - Page 31 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE 50%, ABC COMPANY, Inc. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] A. Enrique Hernandez, Jr. 62.75% [name of owner/investor] [percentage of beneficial interest in entity and name of entity] B. Enri gue Hernandez, Ill 22.46% [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENAL TY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Date f-' 9/4/2024 Docusign Envelope ID: 0D519BFD-AB5E-4A65-8529-4113ACD293C8