Press Alt + R to read the document text or Alt + P to download or print.
This document contains no pages.
2023 Feb 07 - CC PACKET REVAGENDA
REVISED
(ADDITION OF/TEIMIS #15AND #17)
EL SEGUNDO CITY COUNCIL
REGULAR MEETING
TUESDAY, FEBRUARY 7, 2023
6.00 PM OPEN SESSION
CLOSED SESSION TO IMMEDIATELY FOLLOW OPEN SESSION
CITY COUNCIL CHAMBER
350 MAIN STREET, EL SEGUNDO, CA 90245
Drew Boyles, Mayor
Chris Pimentel, Mayor Pro Tern
Carol Pirsztuk, Council Member
Lance Giroux, Council Member
Ryan W. Baldino, Council Member
Tracy Weaver, City Clerk
Matthew Robinson, City Treasurer
Executive Team
Darrell George, City Manager
Barbara Voss, Deputy City Manager
Jaime Bermudez, Police Chief
Michael Allen, Community Development Dir.
Jose Calderon, IT Director
Aly Mancini, Recreation, Parks & Library Dir.
Mark Hensley, City Attorney
Joe Lillio, Chief Financial Officer
Deena Lee, Fire Chief
Rebecca Redyk, HR Director
Elias Sassoon, Public Works Dir.
MISSION STATEMENT:
"Provide a great place to live, work, and visit."
VISION STATEMENT:
"Be a global innovation leader where big ideas take off
while maintaining our unique small-town character."
1
Page 1 of 224
The City Council, with certain statutory exceptions, can only take action upon properly
posted and listed agenda items. Any writings or documents given to a majority of City
Council regarding any matter on this agenda that the City received after issuing the
agenda packet are available for public inspection in the City Clerk's Office during normal
business hours. Such documents may also be posted on the City's website at
,,ca,1l, e.q..!�..!2 , ,,,,.2.!q„ and additional copies will be available at the City Council meeting.
Unless otherwise noted in the agenda, the public can only comment on City -related
business that is within the jurisdiction of the City Council and/or items listed on the
agenda during the Public Communications portions of the Meeting. Additionally,
members of the public can comment on any Public Hearing item on the agenda during
the Public Hearing portion of such item. The time limit for comments is five (5) minutes
per person.
Those wishing to address the City Council are requested to complete and submit to the
City Clerk a "Speaker Card" located at the Council Chamber entrance. You are not
required to provide personal information in order to speak, except to the extent
necessary for the City Clerk to call upon you, properly record your name in meeting
minutes and to provide contact information for later staff follow-up, if appropriate.
In compliance with the Americans with Disabilities Act, if you need special
assistance to participate in this meeting, please contact the City Clerk's Office at
310-524-2305. Notification 48 hours prior to the meeting will enable the City to
make reasonable arrangements to ensure accessibility to this meeting.
2
Page 2 of 224
CLOSED SESSION — CALL TO ORDER / ROLL CALL
CLOSE SESSION WILL IMMEDIATLEY FOLLOW OPEN SESSION
PUBLIC COMMUNICATION — (RELATED TO CITY BUSINESS ONLY — 5-MINUTE
LIMIT PER PERSON, 30-MINUTE LIMIT TOTAL) Individuals who have received value
of $50 or more to communicate to the City Council on behalf of another, and employees
speaking on behalf of their employer, must so identify themselves prior to addressing
City Council. Failure to do so shall be a misdemeanor and punishable by a fine of $250.
While all comments are welcome, the Brown Act does not allow City Council to take
action on any item not on the agenda. City Council and/or City Manager will respond to
comments after Public Communications is closed.
SPECIAL ORDERS OF BUSINESS
RECESS INTO CLOSED SESSION: City Council may move into a closed session
pursuant to applicable law, including the Brown Act (Government Code Section
§54960, et seq.) for purposes of conferring with City's Real Property Negotiator; and/or
conferring with City Attorney on potential and/or existing litigation; and/or discussing
matters covered under Government Code Section §54957 (Personnel); and/or
conferring with City's Labor Negotiators.
CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION (GOV'T CODE
§54956.9(D)(1): -9- MATTER(S)
1. Scott O'Connor (City Police Officer) v. City of El Segundo, United States
District Court (Central District of California), Civil Case No. 2-20-CV-0311
DMG (PLAx).
2. Scott Martinez (Retired City Fire Fighter) v. City of El Segundo, Los Angeles
Superior Court Case No. 21ST CV10637.
3. James Tulette (Retired City Fire Fighter) v. City of El Segundo, Los Angeles
Superior Court, Case No. 205T, CV44025.
4. Shawn Bonfield Retired (City Fire Department Battalion Chief) v. City of El
Segundo, Los Angeles Superior Court Case no. 20ST CV48677.
5. William Hatcher (Retired El Segundo Fire Fighter) v. City of El Segundo, Los
Angeles Superior Court, Case No. 21ST CV37399.
6. Richard Towne (Retired El Segundo Fire Fighter) v. City of El Segundo, Los
Angeles Superior Court, Case No. 21ST CV19113.
7. Rebecca Smith (Former Non -Sworn Police Department Employee) v. City of
El Segundo - Binding Arbitration Personnel Case.
8. Amy McDaniels (Non -Sworn Police Department Employee) v. City of El
Segundo - Binding Arbitration Personnel Case.
3
Page 3 of 224
9. Brent Beardmore (City Police Officer) v. City of El Segundo, Los Angeles
Superior Court Case No. 22STCV25047.
CONFERENCE WITH LEGAL COUNSEL — ANTICIPATED LITIGATION
Significant exposure to litigation pursuant to Government Code §54956.9(d) (2) and (3).
-1- matter.
1. Government Tort Claim Filed by Keith Puckett
Initiation of litigation pursuant to Government Code §54956.9(D)(4): -1- matter.
CONFERENCE WITH CITY'S LABOR NEGOTIATOR (GOV'T CODE §54957.6): -7-
MATTER(S)
1. Employee Organizations: Fire Fighters Association (FFA), Police Officers
Association (POA), Supervisory Professional Employee Association (SPEA),
Professional Support Services Employee Association (PSSEA), City
Employees' Association (CEA), Police Managers' Association (PMA), and
Management Confidential.
Representative: Irma Moisa Rodriquez, City Manager, Darrell George, Human
Resources Director, Rebecca Redyk. Laura Drottz Kalty and Alex Volberding.
6:00 PM — CONVENE OPEN SESSION — CALL TO ORDER / ROLL CALL
INVOCATION — TBA
PLEDGE OF ALLEGIANCE — Council Member Baldino
SPECIAL PRESENTATIONS
1. Black History Month
2. Recognition of Citizens' Police Academy Graduates
PUBLIC COMMUNICATIONS — (RELATED TO CITY BUSINESS ONLY — 5 MINUTE
LIMIT PER PERSON, 30 MINUTE LIMIT TOTAL) Individuals who have received value
of $50 or more to communicate to the City Council on behalf of another, and employees
speaking on behalf of their employer, must so identify themselves prior to addressing
the City Council. Failure to do so shall be a misdemeanor and punishable by a fine of
$250. While all comments are welcome, the Brown Act does not allow Council to take
action on any item not on the agenda. The Council will respond to comments after
Public Communications is closed.
CITY MANAGER FOLLOW-UP COMMENTS — (Related to Public Communications)
• Hyperion Water Reclamation Plant Update
0
Page 4 of 224
A. PROCEDURAL MOTIONS
Read All Ordinances and Resolutions on the Agenda by Title Only
Recommendation -
Approval
B. CONSENT
3. City Council Meetina Minutes
Recommendation -
1. Approve Regular City Council meeting minutes of January 17, 2023 and
Special City Council meeting minutes of January 26, 2023.
2. Alternatively, discuss and take other action related to this item.
4. Warrant Demand Register for December 26, 2022 through January 15,
2023
Recommendation -
1. Ratify payroll and employee benefit checks; checks released early due to
contracts or agreements; emergency disbursements and/or adjustments;
and, wire transfers.
2. Approve Warrant Demand Register numbers 13B, 14A, and 1413: warrant
numbers 3043826 through 3044124, and 9002768 through 9002794.
3. Alternatively, discuss and take other action related to this item.
5. Notice of Completion for FY 21-22 Concrete Improvements Project
Recommendation -
1. Accept FY 21-22 Concrete Improvements Project, Project No. PW 21-10,
by FS Contractors, Inc., as complete.
2. Authorize and direct the City Clerk to file a Notice of Completion with the
County Recorder's Office.
3. Alternatively, discuss and take other action related to this item.
5
Page 5 of 224
6. Pension Obligation 115 Trust Funding Plan Administration and Portfolio
Management
Recommendation -
Adopt a Resolution authorizing the City Manager to execute agreements
to transfer administration and investment management services of the
City's Pension Stabilization Trust assets to Shuster Advisory Group, LLC
("Shuster"), transfer Trust assets to Charles Schwab Trust Bank
("Schwab") and name Alta Trust Company ("Alta") as the Directed
Trustee.
2. Authorize the trustee and discretionary advisory services to be assigned
to Alta Trust Company and Shuster Advisory Group, respectively.
3. Alternatively, discuss and take other action related to this item.
7. Alondra Park Multi -Benefit Stormwater Capture Project Partnership
Aareement
Recommendation -
1. Authorize the City Manager to execute a partnership agreement with the
County of Los Angeles, City of El Segundo, City of Hawthorne, City of
Lawndale, City of Manhattan Beach, and City of Redondo Beach for
Alondra Park Multi -Benefit Stormwater Capture Project.
2. Alternatively, discuss and take other action related to this item.
8. Renew Agreement with Insight for Three Years for $720,103.11 to Provide
Microsoft and Office 365 Licenses
Recommendation -
1. Exempt the City's formal bidding requirements pursuant to El Segundo
Municipal Code § 1-7-9(C) and award a contract to Insight through the
County of Riverside Cooperative Purchasing Agreement.
2. Authorize the City Manager to execute a three-year software license
agreement with Insight to provide Microsoft and Office 365 licenses for
$240,034.37 per year, totaling $720,103.11 over the three years.
3. Alternatively, discuss and take other action related to this item.
0
Page 6 of 224
9. Four -Month Trial and Potential Permanent Implementation of Alternative
4/10 Work Schedule for the Employees Covered Under the Management
and Confidential Series of the Administrative Code
Recommendation -
1. Authorize the City Manager to implement a four -month, alternative 4/10
work schedule trial for eligible Management and Confidential employees.
2. Authorize the City Manager to permanently implement the alternative
4/10 work schedule for eligible Management and Confidential employees
upon successful conclusion of the four -month trial.
3. Alternatively, discuss and take other action related to this item.
10. Government Finance Officers Association (GFOA) Award for Excellence in
Financial Reporting
Recommendation -
Receive and file the Government Finance Officers Association award for
excellence in financial reporting for the City's Fiscal Year 2020-21 Annual
Comprehensive Financial Report.
2. Alternatively, discuss and take other action related to this item.
C. PUBLIC HEARINGS
11. Adoption of Annual Community Development Block Grant Program
Proiect Selection for 2023-2024
Recommendation -
Adopt Resolution approving a new 2023-2024 Community
Development Block Grant ("CDBG") Project entitled, "El Segundo
Library Park American with Disabilities Act (ADA)-Compliant Pathway
Project," and appropriate 2023-2024 CDBG funds estimated at
$62,337, plus prior, unspent CDBG funds in the amount of $77,802 for
a total project budget of $140,139.
2. Authorize the City Manager, or his designee, to execute all contracts,
in a form approved by the City Attorney, with the Los Angeles County
Development Authority ("LACDA").
3. Alternatively, discuss and take other possible action related to this
item.
D. STAFF PRESENTATIONS
7
Page 7 of 224
12. Review and Approve City -Owned Walls for Possible Mural Locations as
Selected by the Arts and Culture Advisory Committee
Recommendation -
1. Review and approve selected locations for public art murals.
2. Alternatively, discuss and take other action related to this item.
E. COMMITTEES, COMMISSIONS AND BOARDS PRESENTATIONS
13. Announce Appointment to the Diversity, Equity, and Inclusion (DEI)
Committee
Recommendation -
1. Announce appointments, if any.
2. Alternatively, discuss and take other action related to this item.
F. REPORTS - CITY CLERK
G. REPORTS - CITY TREASURER
14. Investment Portfolio Report for December 2022
Recommendation -
1. Receive and file the Investment Portfolio Report dated December 2022.
2. Alternatively, discuss and take other action related to this item.
H. REPORTS - COUNCIL MEMBERS
COUNCIL MEMBER BALDINO
15. Discuss Establishing an Ad Hoc City Council Subcommittee to Address
Issues Related to the Hyperion Water Reclamation Plant
Recommendation -
1. Approve establishing an Ad Hoc City Council Subcommittee to address
issues related to the Hyperion Water Reclamation Plant.
2. Select two City Councilmembers to serve on the Subcommittee.
3. Alternatively, discuss and take other action related to this matter.
COUNCIL MEMBER GIROUX
0
Page 8 of 224
COUNCIL MEMBER PIRSZTUK
MAYOR PRO TEM PIMENTEL
MAYOR BOYLES
16. Assign City Council Members to Serve on Committees for Various
Intergovernmental and Local Agencies
Recommendation -
1. Approve and implement assignments.
2. Alternatively, discuss and take other action related to this item.
17. Discuss Retaining a Public Relations Firm to Assist with Communications
Related to Hvoerion
Recommendation -
1. Approve the retention of a Public Relations Firm to Assist with
Communications Related to Hyperion.
2. Alternatively, discuss and take other action related to this matter.
I. REPORTS - CITY ATTORNEY
J. REPORTS/FOLLOW-UP - CITY MANAGER
CLOSED SESSION
The City Council may move into a closed session pursuant to applicable law, including
the Brown Act (Government Code Section §54960, et seq.) for the purposes of
conferring with the City's Real Property Negotiator, and/or conferring with the City
Attorney on potential and/or existing litigation, and/or discussing matters covered under
Government Code Section §54957 (Personnel), and/or conferring with the City's Labor
Negotiators.
REPORT OF ACTION TAKEN IN CLOSED SESSION (if required)
MEMORIALS
Sandra Jacobs and William Bue
ADJOURNMENT
POSTED:
DATE: February 3, 2023
TIME: 12.00 PM
BY: Tracy Weaver, City Clerk
0
Page 9 of 224
rortamatt"On
Citp of el bepubo, California
WHEREAS, Black History Month affords special opportunity to become more
knowledgeable about black heritage, and to honor the many black
leaders who have contributed to the progress of our nation; and
WHEREAS, Dr. Woodson initiated Black History Week, February 12, 1926; and
for many years, the second week of February, chosen so as to coincide
with the birthdays of Frederick Douglas and Abraham Lincoln, was
celebrated by African Americans in the United States; and
WHEREAS, in 1976, as part of the nation's bicentennial, Black History Week was
expanded and became established as Black History Month, and is now
celebrated all over North America; and
WHEREAS, such knowledge can strengthen the insight of all our citizens regarding
the issues of human rights, the great strides that have been made in the
crusade to eliminate the barriers of equality for minority groups, and
the continuing struggle against racial discrimination and unconscious
bias.
NOW, THEREFORE, the Mayor and Members of the City Council of the City of El
Segundo, California, hereby proclaim the month of February 2023 "BLACK
HISTORY MONTH" and urge all citizens to join together in making this period of
rededication to the principles of justice and equality for all people.
�41ayorDrew �Boyfes
�l�layorT'ro gem Chris Timente� Counci�9l�lemder Carol�irsztuk
Councd44em6er Lance Giroux CouncdRem6er 1 yan �Bafdino
Page 10 of 224
MEETING MINUTES OF THE EL SEGUNDO CITY COUNCIL
TUESDAY, JANUARY 17, 2023
CLOSED SESSION — Mayor Boyles called to order at 4.00 PM.
ROLL CALL
Mayor Boyles -
Present
Mayor Pro Tern Pimentel -
Present
Council Member Pirsztuk -
Present
Council Member Giroux -
Present
Council Member Baldino -
Present
PUBLIC COMMUNICATION — (Related to City Business Only — 5-minute limit per
person, 30-minute limit total) None
SPECIAL ORDER OF BUSINESS:
Mayor Boyles announced that Council would be meeting in closed session pursuant to
the items listed on the Agenda.
CONFERENCE WITH LEGAL COUNSEL — EXISTING LITIGATION (GOV'T CODE
§54956.9(D)(1): -2- MATTER(S)
1. Richard Town (Retired Firefighter) v. City of El Segundo (Workers'
Compensation Claim), WCAB Case No. ADJ1166116
2. Rebecca Smith (Former Non -Sworn Police Department Employee) v. City of El
Segundo — Binding Arbitration Personnel Case
CONFERENCE WITH LEGAL COUNSEL — ANTICIPATED LITIGATION
Significant exposure to litigation pursuant to Government Code §54956.9(d) (2) and
(3):-1-matter.
1. Government Tort Claim filed by Keith Puckett
Initiation of litigation pursuant to Government Code §54956.9(c): -1- matter
1. City of Los Angeles (Hyperion Water Reclamation Plant
CONFERENCE WITH CITY'S LABOR NEGOTIATOR (GOV'T CODE §54957.6): -4-
MATTER(S)
Employee Organizations: Police Officers' Association (POA)
Agency Designated Representative: Irma Moisa Rodriquez, Laura Drottz Kalty,
City Manager, Darrell George, and Human Resources Director, Rebecca Redyk
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 1
Page 11 of 224
Recessed at 5.50 PM
OPEN SESSION — Mayor Boyles called to order at 6.00 PM
ROLL CALL
Mayor Boyles -
Present
Mayor Pro Tern Pimentel -
Present
Council Member Pirsztuk -
Present
Council Member Giroux -
Present
Council Member Baldino -
Present
INVOCATION — Pastor Scott Tannehill, The Bridge Church
PLEDGE OF ALLEGIANCE — Council Member Giroux
SPECIAL PRESENTATIONS:
Chief Deena Lee and Council recognized Captain Nate McElroy and Venessa Arias,
Management Analyst with a Courtesy and Service Award for their work on the Spark of
Love Toy Drive.
PUBLIC COMMUNICATIONS — (Related to City Business Only — 5-minute limit per
person, 30-minute limit total)
Adam Aylesworth, resident, commented on the need for a bike park.
Robin Miskolcze, resident, commented on the Diversity, Equity, and Inclusion
Committee.
John Pickhaver, resident, commented on the Diversity, Equity, and Inclusion
Committee.
CITY MANAGER FOLLOW-UP COMMENTS:
Darrell George, City Manager and Mark Hensley, City Attorney gave an update on the
Hyperion Water Reclamation Plant.
Mark Hensley, City Attorney reported during this time that the City of El Segundo
prevailed in a lawsuit with William Hatch, a non -sworn Fire Department former
employee. Mr. Hensley stated this lawsuit cost the City $250,000 to defend.
A. Read all Ordinances and Resolutions on the Agenda by Title Only.
MOTION by Council Member Giroux, SECONDED by Council Member Pirsztuk to read
all ordinances and resolutions on the agenda by title only. MOTION PASSED BY
UNANIMOUS VOTE. 5/0
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 2
Page 12 of 224
B. CONSENT-
1. Approve Regular City Council Meeting minutes of December 20, 2022, and
Special City Council Meeting of January 12, 2023
2. Approve warrants demand register for November 28, 2022, through December
25, 2022, numbers 11A, 11 B, 12A, and 12B, warrant numbers 3043467 through
3043825 and 9002732 through 9002767. Ratify Payroll and employee benefit
Checks; Checks released early due to contracts or agreement; Emergency
disbursements and/or adjustments; and, Wire transfers.
(Fiscal Impact: $12,790,750.38 ($2,270,338.42 in check warrants and
$10,520,411.96 in wire warrants))
3. Authorize the City Manager to execute Janitorial Services Agreement No. 6573
with Coastal Building Services, Inc. for various City buildings and facilities for
three years with two, one-year optional renewal terms starting at $279,376
annually, with capped inflation and minimum wage increases.
(Fiscal Impact: Cost of $279,376 per year with an annual CPI increase not to
exceed 3%, and a minimum wage increase not to exceed an additional 1% per
year, only if the minimum wage increases exceed the CPI increase. Funds from
budgeted Government Building vacancies will be utilized (included in the
Adopted FY 2022-23 Budget)
4. Adopt Resolution No. 5386 to continue the City's utilization of relaxed
teleconferencing requirements under the Brown Act.
(Fiscal Impact: None)
5. Authorize the City Manager to execute a Standard Public Works Construction
Contract No. 6574 with Sully -Miller Contracting Company for $6,586,035.30 for
the improvements to El Segundo Boulevard from Illinois Street to Isis Avenue
and authorize an additional $700,000 for construction related contingencies for a
total authorization of $7,286,035.30. Project No. PW 23-02.
(Fiscal Impact: City will receive $4,050,000 in Measure M funds, and $786,537 in
Federal Transportation Earmark Exchange funds from the Los Angeles County
Metropolitan Transportation Authority. Funding reserves and appropriations were
established at the September 20, 2022, Council meeting)
6. Adopt Resolution No. 5387 updating findings to support local amendments to the
2022 California Building Standards Model Codes pursuant to California Building
Standards Commission direction.
(Fiscal Impact: None)
MOTION by Mayor Pro Tern Pimentel, SECONDED by Council Member Pirsztuk
approving Consent Agenda items 1, (Mayor Pro Tern Pimentel abstained from this item)
2, 3, 4, 5, and 6. MOTION PASSED BY VOTE. 5/0 (Item #1 vote 4/0)
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 3
Page 13 of 224
D. STAFF PRESENTATIONS: (Items #D8 and #D9 moved forward on the agenda
at the request of City Manager, Darrell George)
8. Factual Response to Police Officers' Association (POA) Communications to the
Public
(Fiscal Impact: None)
Darrell George, City Manager, Rebecca Redyk, Human Resources Director, and Jaime
Bermudez, Police Chief gave a presentation and answered questions on the item.
Council Discussion
Council consensus to receive and file the response.
9. Urho Saari Swim Stadium ("The Plunge") Project
(Fiscal Impact: Budgeted Amount: $2,500,000 plus $2,500,710 (Chevron
Contribution - $500,000, L.A. Chargers Headquarters Agreement - $2,000,000,
$710 - Interest), for a total of $5,000,710)
Current Balance: $4,152,672 ($848,038 has been encumbered for design)
Approximately $10.7M is expected to be available for this project in FY 2025-
2026 as follows:
• $4,152,672 - Current balance
• $4,500,000 - City General Fund Budget ($1,500,000 per year for three years —
FY 2023-2024 through FY 2025-2026)
• $1,000,000 - L.A. Chargers Headquarters (Ordinance #1631) - $2,000,000 has
been paid to date and is included in the current balance above.
• $1,000,000 - Provided by ESUSD (Agreement 5586)
Darrell George, City Manager introduced the item.
Elias Sassoon, Public Works Director, Aly Mancini, Recreation, Parks, and Library
Director and Janvi Janani and Michael Wahl with IBI Group reported and answered
questions on the item.
Council Discussion
Council consensus to receive and file the "business model" for the operations and
maintenance of "The Plunge" and move forward with the project.
C. PUBLIC HEARINGS:
7. Adoption of Annual Community Development Block Grant Program Project
Selection for 2023-2024
(Fiscal Impact: $140,139 - included in the adopted FY 2022/23 budget)
Mayor Boyles stated this was time and place for a Public Hearing regarding adopting a
resolution approving a new 2023-2024 Community Development Block Grant (CDBG)
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 4
Page 14 of 224
Project entitled, "El Segundo Library Park American Disabilities Act (ADA) — Compliant
Pathway Project."
Barbara Voss (sitting in for absent Clerk Weaver) stated that proper notice had been
given in a timely manner and that no written communication had been received in the
City Clerk's office.
Tina Gall, Community Development Block Grant (CDBG) Consultant and Michael Allen,
Community Development Director reported and answered questions on the item.
Public Input: None
MOTION by Council Member Pirsztuk, SECONDED by Mayor Pro Tern Pimentel to
close the public hearing. MOTION PASSED BY UNANIMOUS VOTE. 5/0
Council Discussion
Item to continue to the regular scheduled City Council Meeting of February 7, 2023.
D. STAFF PRESENTATIONS:
10. El Segundo Fire Department 2022 Annual Report
(Fiscal Impact: None)
Deena Lee, Fire Chief reported on the item.
Council Discussion
Council consensus to receive and file the report.
11. Building Forward Library Infrastructure Grant Resolution
(Fiscal Impact: $185,000)
Aly Mancini, Recreation, Parks, and Library Director gave a presentation on the item.
Council Discussion
Mark Hensley, City Attorney read by title only:
RESOLUTION NO. 5389
A RESOLUTION APPROVING ACCEPTANCE AND
EXECUTION OF SB 129 CALIFORNIA STATE LIBRARY
BUILDING FORWARD INFRASTRUCTURE GRANT
FUNDS FOR EL SEGUNDO PUBLIC LIBRARY REPAIRS
FOR ACCESSIBILITY AND HEALTH.
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 5
Page 15 of 224
MOTION by Council Member Baldino, SECONDED by Council Member Giroux
approving Resolution No. 5389. MOTION PASSED BY UNANIMOUS VOTE. 5/0
12. Solicitation of Request for Qualifications for Planning, Design and Engineering
Services for the Recreation Park Renovation Project
(Fiscal Impact: Included in the adopted FY 2022-23 Budget. No additional
appropriation is required. Once the RFQ process is complete, staff will return to
City Council with a recommendation to award a contract with the selected
consulting firm)
Aly Mancini, Recreation, Parks, and Library Director reported on the item.
Council Discussion
MOTION by Mayor Pro Tern Pimentel, SECONDED by Council Member Pirsztuk
authorizing staff to release the Request for Qualifications (RFQ) to solicit interest from
qualified professionals for planning, design and engineering services for the Recreation,
Parks, and Library Renovation Project. MOTION PASSED BY UNANIMOUS VOTE. 5/0
E. COMMITTEES, COMISSIONS AND BOARDS PRESENTATIONS:
F. REPORTS — CITY CLERK — Not present
G. REPORTS — CITY TREASURER — Not present
H. REPORTS — COUNCIL MEMBERS
Council Member Baldino — Met with Senator Ben Allen's office regarding the
Hyperion Water Reclamation Plant litigation and asked that Council begin the
process of addressing the Business License Tax that will be implemented in
2024.
Council Member Giroux — Announced he will attend the Finance Committee
meeting Thursday, January 19, 2023.
Council Member Pirsztuk —
13. Include the Cultural Development Fee Budget on the City Council Finance
Subcommittee Agenda
Council Member Pirsztuk reported on the item.
Council Discussion
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 6
Page 16 of 224
MOTION by Council Member Pirsztuk, SECONDED by Council Member Giroux
approving including the Cultural Development Fee Budget on the City Council Finance
Subcommittee agenda. MOTION PASSED BY A VOICE VOTE. 4/1 Yes: Baldino Boyles
Giroux Pirsztuk No: Pimentel
Mayor Pro Tern Pimentel — Attending the South Bay Council Of Governments
upcoming meeting regarding Transportation and will attend the Sanitation District
meeting tomorrow, Wednesday, January 18, 2023.
Mayor Boyles —Attended South Bay Council of Governments Regional meeting.
13. PULLED TO THE FEBRUARY 7, 2023, CITY COUNCIL MEETING
Assign Council Members to Serve on Committees for Various Intergovernmental
and Local Agencies
I. REPORTS — CITY ATTORNEY — No report
J. REPORTS/FOLLOW-UP — CITY MANAGER — Mentioned the Finance Meeting
will be held on Thursday, not Wednesday of this week. Michael Allen, Community
Development Director gave an update regarding the Housing Element.
MEMORIALS — None
Adjourned at 8.31 PM
Tracy Weaver, City Clerk
EL SEGUNDO CITY COUNCIL MEETING MINUTES
JANUARY 17, 2023
PAGE 7
Page 17 of 224
SPECIAL MEETING MINUTES OF THE EL SEGUNDO CITY COUNCIL
THURSDAY, JANUARY 26, 2023 — 4.30 PM
TELECONFERENCED MEETING
CALL TO ORDER- Mayor Boyles Pimentel at 4.37 PM
ROLL CALL
Mayor Boyles -
Present via teleconferencing
Mayor Pro Tern Pimentel -
Present via teleconferencing
Council Member Pirsztuk -
Present via teleconferencing
Council Member Giroux -
Present via teleconferencing
Council Member Baldino -
Present via teleconferencing
PUBLIC COMMUNICATION — (Related to City Business Only — 5-minute limit per
person, 30-minute limit total) None
SPECIAL ORDER OF BUSINESS-
1. Discuss Previously Interviewed Diversity, Equity, and Inclusion Committee (DEI)
Applicants to fill Vacancy Due to a Resignation
Council reviewed and discussed previously interviewed applications/applicants. Council
appointed Valerie Green to the Diversity, Equity, and Inclusion Committee (DEI) to a
partial term expiring October 31, 2025.
Council will announce the appointment at the 6.00 PM February 6, 2023, regular City
Council meeting.
ADJOURNMENT at 4.51 PM
Tracy Weaver, City Clerk
EL SEGUNDO CITY COUNCIL SPECIAL MEETING MINUTES
MONDAY, NOVEMBER 7, 2022
PAGE 1
Page 18 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.4
TITLE:
Warrant Demand Register for December 26, 2022 through January 15, 2023
RECOMMENDATION:
Ratify payroll and employee benefit checks; checks released early due to
contracts or agreements; emergency disbursements and/or adjustments; and,
wire transfers.
2. Approve Warrant Demand Register numbers 13B, 14A, and 1413: warrant
numbers 3043826 through 3044124, and 9002768 through 9002794.
3. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
The warrants presented were drawn in payment of demands included within the FY
2022-2023 Adopted Budget. The total of $5,176,044.03 ($1,803,511.98 in check
warrants and $3,372,532.05 in wire warrants) are for demands drawn on the FY 2022-
2023 Budget.
BACKGROUND:
California Government Code Section 37208 provides General Law cities flexibility in
how budgeted warrants, demands, and payroll are audited and ratified by their
legislative body. Pursuant to Section 37208 of the California Government Code,
warrants drawn in payments of demands are certified by the City's Chief Financial
Officer and City Manager as conforming to the authorized expenditures set forth in the
City Council adopted budget need not be audited by the City Council prior to payment,
but may be presented to the City Council at the first meeting after delivery.
In government finance, a warrant is a written order to pay that instructs a federal, state,
county, or city government treasurer to pay the warrant holder on demand or after a
specific date. Such warrants look like checks and clear through the banking system like
Page 19 of 224
Warrant Demand Register
February 7, 2023
Page 2 of 2
checks. Warrants are issued for payroll to individual employees, accounts payable to
vendors, to local governments, and to companies or individual taxpayers receiving a
refund.
DISCUSSION:
The attached Warrants Listing delineates the warrants that have been paid for the
period identified above. The Chief Financial Officer certifies that the listed warrants
were drawn in payment of demands conforming to the adopted budget and that these
demands are being presented to the City Council at its first meeting after the delivery of
the warrants.
CITY STRATEGIC PLAN COMPLIANCE:
Goal 5: Champion Economic Development and Fiscal Sustainability
Objective 5B: El Segundo approaches its work in a financially strategic and responsible
way.
PREPARED BY:
Liz Lydic, Management Analyst
REVIEWED BY:
Joseph Lillio, Chief Financial Officer
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Register 13b summary
2. Register 14a summary
3. Register 14b summary
Page 20 of 224
I
moo ` o
N o m y$ o
N K i F- lK
2 M 2 r a SA m W U p LL V w w g r r
2 uw2a w¢¢ wu1UJ�'�Q 11
°
�MU s i � oHaQ�z LLua
33� n_ ❑ � U I rcr �d uraaod �
LL'q`V ❑'�-• 3a z���z z W z om � W�/J W wW a 3
�Nrqq���oaiWMr�Jz�a� J[t U' �� o W szi3�JN�a��z}z} Uz Jow a
��LL(]$c�F�❑'¢SJ? r❑n�K�vi d2��°'a u U�SN� Ni=�w V 3�1-w ❑ORw ❑
p O Z yNj F¢� W r O d J x ff Z J N
w2 J rq K UJ' i m�. parr
g i �' <� U o JU U� � V
d "dufa� u.33tlN w�� 'uSVO
�w
rn p p
- - - - - - .- .- - - - - - - - - - - - - - - - � - - V - -gib
m r
409
M
a
a
a
w
o
chi
W
=
V
a
0
W
x
z
L,
C
W
j
z
z
0
a
o
O2
p
p
J
❑
w
o
w
fl
w
u
U
u
W
cri
� ('tom
K
1w7
qZ
— t r
a �m
6
0
pp
mT
m
d
m a Pp,_
E3E=Tc i1Yr,J
r�
m
m
3
g uN
.w
Ec
2
mih
jo
v
m
m
de
o
8'`�3 ¢
m
m
�O=Uci
o
a
q 3
m p S
2 4
N
p
a
ff
N LL
? yWj ui
wo
- wm
o
a
r
a x u a
N
N
4—
O
N
O
0)
N
CITY OF EL SEGUNDO
WARRANTS TOTALS BY DEPARTMENT
AS OF 1/5/2022
REGISTER # 136
DEPT#
NAME TOTAL
GENERAL FUND DEPARTMENTAL EXPENDITURES
GENERAL GOVERNMENT
1101
City Council
214.28
1201
City Treasurer
1300
City Clerk
1,301.99
2101
City Manager
4,658,16
2102
Communications
79.22
2103
El Segundo Media
2201
City Attorney
2401
Economic Development
481.84
2402
Planning
2,970.00
2405
Human and Health Services
956.00
2500
Administrative Services
18,267.02
2601
Government Buildings
19,723.52
2900
Nondepartmental
25,250.64
6100
Library
11,280.19
85,182.86
PUBLIC SAFETY
3100
Police
129,972,35
3200
Fire
16,574.34
2403
Building Safety
1,326,85
2404
Ping/Bldg Sfty Administration
84.01
147,957.55
PUBLIC WORKS
4101
Engineering
5,496.58
4200
Streets/Park Maintenance
41,833,20
4300
Wastewater
590.59
4601
Equipment Maintenance
835.51
4801
Administration
109 49
48,865,37
COMMUNITY SERVICES
5100,6200 Recreation & Parks
5400 Centennial
EXPENDITURES
CAPITAL IMPROVEMENT
ALL OTHER ACCOUNTS
TOTAL WARRANTS
63, 280.91
75.14
63, 356.05
14,650,00
231, 863.01
591,874,84
Page 22 of 224
c-
N
00
NLO
CD
L
r
0
LO
clq
i�
f
ff)
N
?
7
M
—
oO
a7
3
O
r
U)
CD
F-
�o
Z
—
OM
fn
Z
Q
N
ct
e
a3
Co
a
U
U
Ix
U
-�
TALL
O
MO
U
a
M
W
U
fU
Q
U
af
O
>
Li
a7
co
U)
m
U3
ii5
U)
mZ�l
U)
U]
N
0
:3
N
E
m
C
a)
C
as
C
O
0
C
a)
a)
Z
N
,aD
C6
,N
Co
U
2
a5
a)
0�(D
w
a)�
•�
U
w
Q)
_
�
I1
LL
LL
LLLEI..
U-
LLU
aa)i
LU
LU
LU
w
LU
ui
ui
U)
U
M
w
v
v
rn
M
—
CQ
�
o 0
�
M
Iti
� CO
ch
r�
ai
q
Ca
LO
tv
o
M
W
CV
V
Ln
Ch
N
C
Ll7 00
Cl
r
co
LL` O
W j U
LL
(n a! U 0 w
Z Q U
Nc
O a
©~ U F2- 2
© W �r L
Z LLB =q 0. 0-a 0. R d a_ _ N ,_.a
�+ a 6 u- fQ Ctl fU fu O M CD 9
W= U U U U U U U€ LL
VJ IM Of
J= " N N N CV N N N N N N
W F"" " N N N N N N N N N N
Z Ca C7 O 0 CJ 0 O� a LD Lo
LL CAE N N N Q" N N N Q LD N CC
W 'f
OD CO co 00 W m 00 N C1f N N
CNIrN r eN- " N N N
U CL r
rn M rn 0)
r r e- r•
CN
N N N N
ro
h
r
T
CD
CD
O
c
CD
(3
U)
LU
O
c.i
a)
O
o
`�
as
-c
U
.n
fu
4
'
cu
a
>
CD
fY
o
=�
Z
c�i
0 }CL
UhN-
ca
~
U
M
Z
O
U
w
-
tp
b
U
V
O
O
-J
C
wa
LL
f[i
f9
E
N
N
4-
O
co
N
W
O7
rN
c9
N
d
N
L(j
r
I
n;9 d o n
z lgR u!
a 3 Q W.
a }
qg4 y Z� 2 p' U a H � Z ug3 Z Q z
Z Fj UZz W 3 Ui
� zuullw ryKry papd 4 ZH V W wg V pp w W W ff rah
�u�.Uff d 6 wm N "' W y�3 rjww W jj�'Z �Zff K,'R-0 W
z aw QqM a�ff za�winF��wow 3
�a0� °mr
o o��p�w¢uo-a haw ad�"�rc w��a���rcwc°��w wogao 0
°u i d ri I .04 W m a i��d"
mOl
N
N
4—
O
d
N
O
0)
N
CITY OF EL SEGUNDO
WARRANTS TOTALS BY DEPARTMENT
AS OF 1/12/2022
REGISTER # 14A
DEPT#
NAME TOTAL
GENERAL FUND DEPARTMENTAL EXPENDITURES
GENERAL GOVERNMENT
1101
City Council
626.61
1201
City Treasurer
171,49
1300
City Clerk
1,806.39
2101
City Manager
444.62
2102
Communications
784.00
2103
El Segundo Media
1,159.72
2201
City Attorney
2401
Economic Development
39,194,73
2402
Planning
276.52
2405
Human and Health Services
2500
Administrative Services
106,956.68
2601
Government Buildings
38,605,98
2900
Nondepartmental
6,024.48
6100
Library
16,925,07
212, 976.29
PUBLIC SAFETY
3100
Police
14,903.13
3200
Fire
11,635.18
2403
Building Safety
8.58
2404
Ping/Bldg Sfty Administration
209.50
26,756.39
PUBLIC WORKS
4101
Engineering
6,894.78
4200
Streets/Park Maintenance
27,49521
4300
Wastewater
14,617.33
4601
Equipment Maintenance
8,960.75
4801
Administration
200,00
58,168.07
COMMUNITY SERVICES
5100,5200 Recreation & Parks 11,097.73
5400 Centennial 111.65
11,209.38
EXPENDITURES
CAPITAL IMPROVEMENT
ALL OTHER ACCOUNTS
TOTAL WARRANTS
136,517.25
183, 882.62
629, 510.00
Page 25 of 224
N
w
2)
co
co
N -0
G O Y U
+ O O + O U
a CL C � w
a w w '0 © U
a 0) � a E -o 0 O fl
w a
cn °' CL 0 c
co cn
m m
c>> c r w 5 E w
ca 0 (n N
> > Ci Y � m
0 >,a0 rn-C 0_
E m w E -C U w v w
ro
a M m CL oo
Q � E� .� w
NfItIV— cUl�Uitu
N c0 LO a (D ti
co co co Ca 0 L
T Cl) M 0 N I7'
( 00
T N N
U 0
W E N cUi
Q � m` cis c
O N w w
pH� �v>cncn � Ni`=rn
Z LU
0 0 0 0- 2 w w
w n
x 0cu w w
W�-U' � ��uj3t:iwti
cn m :
-j N p N N N N
W Z= N N N N
O W"" w N N N N
N 0
_ N Q CV N CV CV N N N N N
V d C"" (D m 0) Cn
r r r �-
N N N N
r r +r-• r
c6
M
C+]
T
�D
ti
06
M
e!
m
C4
N
LU
z�
D G}[3
E-
v�
�z
f ' LLI
}
LL. 0
O _j
QO
C3 I-^
O
Cn
(0
c
w
U
O
C
w
U)
ut
a
Z"
U
w
0
cwi
4
N
M
W
U
a�
C
f0
tp
.N
U)
m
c
N
Q.
x
w
cu
C
O
C
O
co
O
C
o
w
LL
N
z
U
O W �
Z
Iz
zz-
flzflicx �oowg�ozN
Ro Ra 0aa"m
m
aa
6
rc i°z can �WW�n� a
¢4%a% tuil� mNN WZhm
2�WLL¢ QRW J V�
j`lJ
�{{yNy--
© fl�6pZd
(��
D
VI O�
UZ�
�p�
`_n S¢FflZ 4Q Z� O� (��
�❑.OZ�¢ W
�-47 �
W Wl
u LL O¢K¢JJ
RA �
us�bsi
WW = h c�u aaaw777fl
W 6
J�J ¢u
R
M�N�
iiuu
�wd°XF
00
N Q�
�r P �-, V� 4e n V N 6 -O
SS�BSg-------.r-----."O --- o �v ��u�Saa��S�
r> Ch
M 6ppPi
E
N
N
4—
O
r
N
O
a)
N
DEPT#
1101
1201
1300
2101
2102
2103
2201
2401
2402
2405
2500
2601
2900
6100
3100
3200
2403
2404
4101
4200
4300
4601
4801
CITY OF EL SEGUNDO
WARRANTS TOTALS BY DEPARTMENT
AS OF 1/19/2022
REGISTER # 14B
NAME TOTAL.
GENERAL FUND DEPARTMENTAL EXPENDITURES
GENERAL_ GOVERNMENT
City Council
City Treasurer
City Clerk
168.00
City Manager
Communications
6,208.25
El Segundo Media
City Attorney
1,593.08
Economic Development
6,332,25
Planning
Human and Health Services
1,040,00
Administrative Services
13,262.70
Government Buildings
28,441.58
Nondepartmental
1,227.94
Library
PUBLIC SAFETY
Police
Fire
Building Safety
Ping/Bldg Sfty Administration
PUBLIC WORKS
Engineering
Streets/Park Maintenance
Wastewater
Equipment Maintenance
Administration
COMMUNITY SERVICES
5100,5200 Recreation & Parks
5400 Centennial
EXPENDITURES
CAPITAL IMPROVEMENT
ALL OTHER ACCOUNTS
TOTAL WARRANTS
58,273.80
45, 727.66
25,733.65
71,461.31
2,813.98
23, 851.44
235.98
13,267.37
40,168.77
103,349.06
1,911,00
105, 260.06
306,963.20
582,127.14
Page 28 of 224
1*
O
r
00
N
N
O
Q
U-)
Q)
c+0
N
N
cM-
U)
z
Q
N
U
m
O
N
Q
af
CL
LL.1
z
s~
N
M
U
W
m
N
U)
Z
WO
U)
-0
LLJ
'
Q
U
U
Q
�
o
(v
O.
O
U
�
1C
a
U
IZ
i L
d
CD
CcuL
O
o
o
>
U
a)
L
uau�
cncnu)�
n
E
y
w
a:
E
E
E
E
E
E
c
F
.O
a)
.'-'
E:c
a
.
2
a
IY
of
w
cLw
fY
wQ�
tC
c
J--
O
F-
O
F.L
F-
F-
F-
1--
U
x
.
n
LL
N
L
U--
U-
LL.
LL
L L
U-
LL
0
U
a)
E
w
m
w
LU
LU
LU
t,a
u.i
w
w0�
co
U
m
w
LO m
to
LO
LO
t-
o
�
C)
U')
N
0
a>
Cb
M Q
N
M
N
10
1`
177
LO
(N
r
W
LO
N t�
(O
m
(0
O
00
U.)
ci
c+')
J
rn M
0
N
M
It t'
LC)
m
N
0
m
C
h (D
C
V
O
C7
N
cc
'tz
CD
It
LO
M
C]
r
r- �
11'
00
0
Nr
N
M
f~
C7
rn
Cv
N
V
M
0
'tt
Lo
�-
CO 0
cr)
C\
r�
m
0
T
s..
aI
W
N
U
U
L
(S
IL
co
CL
m
1L
m
cL
m
a.
a-
m
IL
7
mLL
�
Q
�
N
U
Q
U
M
to
=
=
=
=
=
.—
=
0
�
1
r
C7
e7
N
a)
F-- Lp
IZ
0
4
2
0
2
0
0
0
0
©
uJ
U
2
M
{V LU
ram'
0W
w
;n
F-2
zw
a
�,rZa
a.ca
cLa-
a-
o
ff"
O
maD
w
0
'
-5Fa�
U
U
U
U
o
-71
W
u-
m
:3
cn m p
L�, z
a)
LU F`- =
M
N
M
N
M
N
M
N
M
N
N
N
N
N
N
N
N
N
N
N
j--
LL
O
N
O
(ti
Ca
N
O
N
O
N
CD
N
O
N
p
N
Ca
N
a
N
O
N
w
w
Lo
LO
L7
{r!fi}
W C3
OO
ar
e^
D
w
'r
r-
•-
�-
w
.--
s-
w
�-
�'"
w
r
a
r
`-
w
s^^
r
w
N
N
N
N
N
N
N
N
N
a.LO
O J
a)
.ice
} C
Q
ti
w Q
w'
C
r
r
�-
r
r
t'^
t--
�--
•""'
T""
N
N
N
N
F-
-
Ua�
rn
rn
o
4 O
f F-
ate
)
U
0
Q
N
N
N
N
0
1
W
U
r�
ti
N
aL
C
ID
m
:;
ro
.N
c
a)
a.
x
L
O
.76
C
O
0
(D
D
v-
E
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.5
TITLE:
Notice of Completion for FY 21-22 Concrete Improvements Project
RECOMMENDATION:
1. Accept FY 21-22 Concrete Improvements Project, Project No. PW 21-10, by FS
Contractors, Inc., as complete.
2. Authorize and direct the City Clerk to file a Notice of Completion with the County
Recorder's Office.
3. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
The fiscal impact of the project is $291,301.60 from Measure M funding.
Amount Budgeted: $300,000
Additional Appropriation: None.
Account Number(s): 127-400-0000-8382 (Measure M)
BACKGROUND:
The Public Works Department administers an annual concrete improvements program
to repair defective sidewalks, curbs and gutters throughout the City. The program
eliminates potential trip hazards, ensures public safety, and restores proper drainage
flows affected by the defective areas. On January 18, 2022, City Council approved
awarding a standard Public Works construction contract to FS Contractors, Inc. for
$250,981 for the FY2021-22 Annual Concrete Improvements Project, and authorized an
additional $49,000 for construction contingencies (the "Project").
DISCUSSION:
FS Contractors, Inc. began construction of this Project and performed the necessary
Page 30 of 224
Notice of Completion FY 21-22 Concrete Project
February 7, 2023
Page 2 of 2
work for the 80 locations throughout the city on March 21, 2022, and completed the
work by December 16, 2022 in accordance with the approved plans and specifications
and to the City's satisfaction. The Project was completed within budget and unspent
funds will be returned to source for future projects.
Staff recommends that City Council approve the recommended actions as noted.
CITY STRATEGIC PLAN COMPLIANCE:
Goal 4: Develop and Maintain Quality Infrastructure and Technology
Objective 4A: El Segundo's physical infrastructure supports an inviting and safe
community.
Floriza Rivera, Principal Civil Engineer
REVIEWED BY:
Elias Sassoon, Public Works Director
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Vicinity Map PW 21-10
2. Location Map PW 21-10
3. Notice of Completion PW 21-10
4. Before and After Pictures PW 21-10
Page 31 of 224
cn
E
a)
^0
l.i
E
a)
a)
U
Q
�
CU 0
�U
C: C:
N
N
V—
O
i
N
fV ,;,, l/ I ?'rrrsy,llialrrn7�nnrrnrrirrr�rrrr rrurrr rrrnrrur�!uV� ,.W,!u �I�I Ali.', �p"�"1�;"u...�,z. P "O�
I,
J —
Irr�(J'Y(2ts��u Yll��yv%Cy%��,,,�irN' ruIorrraIp�rn i° rrr J o �,
ftf {lim
% r ' ° o a
Hu
"u�
�
PhD ' ° II Q)
d % It f J r „�,�,,, ) a o
,,, �r,w�w.:Wa"ww��uwrwmu�rwuwxvt✓�o,r�mnr"s:r r r�. c.E
h
rp ° a
o� o
1� rm uRw V r c a Q)
' y,S s,IlCplfj n �G mj :.% P� n' h.IIVrooijul j,�s
>dr
y�
I,`� ""rid �� ,' UJI✓ o h s m
nr. .cm�oE
rT9 r, Q).oLcy
U,r ti`Ocs�s
Q) Q 3 ...
KGUVu4,111'11all F"Vu11wd �. trl✓� � rm' 'a� p8u K a� �a a�i
wsa�y
¢ �scos ARM
C-) w
r, co
11- f
ra l u � S1 h �1 w� ��r�
r irr(% ..�MMxMumwxMxMMxM >�
1 M�M�x
C IJ
ills" a X�,d
Cd
� r
N
ILL
uu1� �! a �",� ��" VC ^� 06
co
AM
r udn
" M
Cl) u,¢ul"99
o
Ili j i p 5 ILI,°' C
4fi )"'6 A Cl) °,U llu7illO gyp,
1
" o
IR,rn�,
°d, Diu �I
T
° UJ
wa'�wam.mimurvuwvm�mnmm ��um�mwuew,wwwrximi �
VI lo* �I
I
00
CO
o C7
t�
U
N
. O
L
n
cn
-&-j
^�
W
E
0
CL
CoCL
G �
C: p
o U
U
O
J CC:
N
N
r
N
H
0
r
r
N
3:
n
Q
N
T
Q
CIO0
N
ry
C
7
N
O
N
m
N
U
C)
p
u Ira
IMF
1AJ AJ
Ill " IIII l ' 1 'ri
Ill Glld u IRi'J'c PV(,IIvn ,
1 Tay III
u r 0.V 11 tl Diu I., fR r I�R YI
d J r 4 Ilu Il 11 R V/1
p
' V ,pl�R � Ill91 �tM I ° R f'r � II N'',In Y 03
RIB R°O�III�p�uu71 0,
uit
U I I,, �r l u "V�lfl>IZ, �l RN° rio
�w
0
fl " �J"t
d ��� - 0;✓nI "9 ��"fi rh„U1911,16U 7r'"�� �;` fd:� UPR
d Lu u
3 "v , ttl', R Nbal a u
d,
VS, It
It
�: R,h m, t II"rt Ir" �, r rllf II,RIvN it Viu
uC11 s o m,a Ili kII v D u,�
EI
5
i�
l '/$ YU pjU,�NlIHIV,�
� i��, .;bik IR R�9u I'Li
x
� II
w
Iir,liRiIR`Il. PR'III
f ��tt r 0.R 4; II rt IIR,lrr
'lobuy a Jf,'I!UU<4swN,
IZ
rc uqw INS u v rcxr N V;pGn,V�N�U�J��m�MI�.NUN�,x;R"V"P; ,�4 vw. OEM
� r
n 5; prr n ' q u7,u.0 uN.,l Yl
UIIUW.
e• .
�.R lill o`D u„ ,u
a
>a
co
U y > h
U U
N Q q
a � m
h
o Q
Q h O vNj
3w>
U
U a N
12
Q O
= N N "
o s
o h
0
h=w�U �
o a o
�cQc
m
°Q)Q)
Q) = �
tics=s
m 3
W ) o a o
m
h o Q) Q)
U h w
v o a W Ohmo.'o
:
N
Cl)ILL
6
0
C
co
CD
CD
V
O
LO
O
00
�I
al
0
�I
71
Cl)
o (I
Cij ?�
Recording Requested by
and When Recorded Mail To:
City Clerk, City Hall
350 Main Street
El Segundo, CA 90245
NOTICE OF COMPLETION OF CONSTRUCTION PROJECT
Project Name: FY 21/22 Concrete Improvements Project
Project No. PW 21-10 Contract No. 6255
Notice is hereby given pursuant to State of California Civil Code Section 3093 et seq that:
1. The undersigned is an officer of the owner of the interest stated below in the property
hereinafter described.
2. The full name of the owner is: City of El Segundo
3. The full address of the owner is: City Hall, 350 Main Street, El Segundo, CA, 90245
4. The nature of the interest of the owner is: Public Facilities
5. A work of improvement on the property hereinafter described was field reviewed by the
City Engineer on December 15, 2022. The work done was: Concrete Improvements
Project
6. On February 7, 2023, City Council of the City of El Segundo accepted the work of this
contract as being complete and directed the recording of this Notice of Completion in the
Office of the County Recorder.
7. The name of the Contractor for such work of improvement was: FS Contractors, Inc.
8. The property on which said work of improvement was completed is in the City of El
Segundo, County of Los Angeles, State of California, and is described as follows:
• Various locations citywide
9. The street address of said property is: None
Dated:
Elias Sassoon
Public Works Director
VERIFICATION
I, the undersigned, say: I am the Director of Public Works of the City El Segundo, the declarant of the
foregoing Notice of Completion; I have read said Notice of Completion and know the contents thereof; the
same is true of my own knowledge.
I declare under penalty of perjury the foregoing is true and correct.
Executed on , 2023 at El Segundo, California.
Elias Sassoon
Public Works Director
Page 34 of 224
PW 21-10 FY 21/22 Concrete Improvements Project Before and After Pictures
Before: 140 and 150 Main Street
Before: 231 E. Franklin, unused driveway
approach on Eucalyptus side
After:
After:
Page 35 of 224
Before: 645 W. Oak unused driveway approach After:
Before: 1003 E. Pine uplifted sidewalk After:
Page 36 of 224
Before: 1205 El Segundo Blvd. missing
sidewalk
Before: 409 Virginia St. uplifted curb.
Before: 423 Whiting St. asphalt curb in
front of the new tree, non -straight curb
After:
After:
After:
Page 37 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.6
TITLE:
Pension Obligation 115 Trust Funding Plan Administration and Portfolio Management
RECOMMENDATION:
1. Adopt a Resolution authorizing the City Manager to execute agreements to
transfer administration and investment management services of the City's
Pension Stabilization Trust assets to Shuster Advisory Group, LLC ("Shuster"),
transfer Trust assets to Charles Schwab Trust Bank ("Schwab") and name Alta
Trust Company ("Alta") as the Directed Trustee.
2. Authorize the trustee and discretionary advisory services to be assigned to Alta
Trust Company and Shuster Advisory Group, respectively.
3. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
Included in Adopted FY 22-23 Budget
Amount Budgeted: $79,000
Additional Appropriation: N/A
Account Number(s): 001-400-2901-4209 (General Fund, non -Departmental, 115 Trust
Expense)
Savings to the City by reduction in fees of approximately $14,000 in the first year, an
estimated $218,000 in savings over 10 years, $709,000 over 20 years, and $1.7 million
over 30 years. These results assume there are no fee changes, both programs earn an
average 6% gross rate of return, and $4,612,288 of pension stabilization assets as of
August 31, 2022. Future contributions by the City will only increase the comparative
savings.
Page 38 of 224
Pension Obligation 115 Trust Funding Plan Admin
February 7, 2023
Page 2 of 3
BACKGROUND:
The City Council originally adopted the Shuster Multiple Employer OPEB/Pension 11�
Trust on December 6, 2022 (Exhibit A), with Resolution No. 5379. Public Agency
Retirement Services ("PARS") requested a change to the effective date of terminating
the PARS plan by allowing for additional time. The termination date referenced in
Resolution No. 5379 was January 31, 2023. Staff has revised the termination date to
April 30, 2023, in the attached revised resolution. If approved by City Council,
Resolution No. 5379 is hereby rescinded and the attached resolution shall supersede
and replace Resolution No. 5379 in its entirety. This Resolution will take effect
immediately upon adoption and will remain effective unless repealed or superseded.
DISCUSSION:
Finance Committee
On February 23, 2022, the Finance Committee and City staff heard a presentation from
Shuster on alternative investment options for the OPEB and Pension Trusts. Present
were Councilmember Giroux, Councilmember Pirsztuk, Treasurer Robinson, and City
staff. Shuster explained the reduction in fees, improved fund lineup, and greater
investment flexibility the City could have with exiting the PARS and CalPERS Trusts
and transitioning to a more competitive free market competitor in the investment Trust
space. The Finance Committee supported the idea of exiting the PARS Trust. Staff
recommended implementing the transition as described in the recommendation section,
which City Council did on December 6, 2022. However, PARS has communicated to
the City that the implementation date of January 31, 2023 that was included in the
December 6, 2022, resolution will not be sufficient time for this financial transition and
request the City re -adopt the action with a longer lead time. The attached resolution
rescinds the original adopted Resolution No. 5379, from December 6, 2022, and
provides a greater timeline for the transition of investments to be completed by April 30,
2023.
Staff recommends that City Council authorize and direct the City Manager to terminate
the contracts and agreements with PARS/U.S. Bank and enter into agreements with
Shuster, Charles Schwab Trust Bank, and Alta Trust Company to provide the Section
115 Trust account(s).
CITY STRATEGIC PLAN COMPLIANCE:
Goal 5: Champion Economic Development and Fiscal Sustainability
Objective 513: El Segundo approaches its work in a financially strategic and responsible
way.
Page 39 of 224
Pension Obligation 115 Trust Funding Plan Admin
February 7, 2023
Page 3 of 3
PREPARED BY:
Joseph Lillio, Chief Financial Officer
REVIEWED BY:
Joseph Lillio, Chief Financial Officer
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Revised Pension Trust Funding Resolution
2. December 6, 2022 City Council Meeting Staff Report
Page 40 of 224
RESOLUTION NO.
A RESOLUTION APPROVING THE ADOPTION OF THE MULTIPLE
EMPLOYER OPEB/PENSION SECTION 115 TRUST AND
AUTHORIZING THE RELATED ENGAGEMENT OF SECTION 115
TRUSTEE AND DISCRECTIONARY ADVISORY SERVICES.
The City of El Segundo does resolve as follows:
SECTION 1. Findings. The City Council finds and declares as follows:
A. The City of El Segundo ("City") is eligible to participate in a tax-exempt,
multiple employer other post -employment benefits ("OPEB")/trust performing
an essential governmental function within the meaning of Section 115 of the
Internal Revenue Code ("Section 115"), as amended, and the regulations
issued thereunder.
B. Shuster Advisory Group, LLC ("Shuster") has made available a Section 115
Trust ("Trust") for the purpose of pre -funding pension obligations.
C. Alta Trust Company satisfies Section 115 trustee requirements.
D. All qualified assets currently held in the City's Public Agency Retirement
Services ("PARS") Public Agencies Post -Employment Benefit Trust are
irrevocably dedicated to prefunding the City's pension obligations.
E. The City's adoption and operation of the Trust has no effect on any current
or former employee's entitlement to post -employment benefits.
F. The terms and conditions of post -employment benefit entitlement, if any, are
governed by contracts separate from and independent of the Trust.
G. The City Council has prudently set aside funds for pre -funding of pension
obligations.
H. The City's funding of the Trust does not, and is not intended to, create any new
vested right to any benefit nor strengthen any existing vested right.
I. The City reserves the right to make contributions, if any, to the Trust.
J. On December 6, 2022, the City Council adopted Resolution No. 5379 to
convert the City's Trust -related services from PARS/US Bank, N.A. ("U.S.
Bank") to Shuster, Charles Schwab Trust Bank ("Charles Schwab"), and Alta
Trust Company ("Alta").
K. City staff has since learned, however, that PARS and U.S. Bank require
additional time to effectuate the transfer of Trust assets, and the City Council
seeks to adopt this Resolution to allow additional time to allow for such
Page 41 of 224
transfer and conversion in Trust -related services.
SECTION 2. Approval, Authorization.
A. The City Council adopts Shuster's Trust, effective February 7, 2023, and
the text of the Section 115 Trust is on file with the City's Finance
Department.
B. Subject to this Resolution's terms, the City Council reauthorizes the
termination of the City's Trust -related PARS Public Agencies Post -
Employment Benefits Trust Program, all services, administration, and
investment contracts with PARS and US Bank, NA ("U.S. Bank"), including
U.S. Bank's service as trustee for the Trust.
C. The City Council reauthorizes the appointment of Alta as successor trustee
for the Trust and Charles Schwab as custodian of the Trust's assets, upon
the acceptance of the appointments by both Alta and Chrales Schwab.
D. The City Council recertifies that the Alta satisfies the requirements of Section
115 and that all assets held by the Trust will qualify as "plan assets" that are
irrevocably dedicated to the prefunding of City pension obligations.
E. The City Council reauthorizes the liquidation to effectuate the transfer
of all Trust assets to Charles Schwab, as soon as administratively
practicable.
F. Upon the complete transfer of all Trust assets on or prior to April 30, 2023,
PARS is removed as Trust administrator and U.S. Bank is removed as
Trustee.
G. The City Council appoints the City Manager, or designee, as the City's
Trust Administrator.
H. The City Manager, or designee is hereby authorized to execute the legal
and administrative documents on behalf of the City and to take whatever
additional actions are necessary to maintain the City's participation in the
Trust and to maintain compliance with any relevant regulation issued or
as may be issued; therefore, authorizing him/her to take whatever
additional actions are required to administer the City's Trust and carry out
this Resolution's terms, approvals, and authorizations.
Page 42 of 224
SECTION 3. Severability. If any part of this Resolution or its application is deemed
invalid by a court of competent jurisdiction, the City Council intends that such invalidity
will not affect the effectiveness of the remaining provisions or applications and, to this
end, the provisions of this Resolution are severable.
SECTION 4. Signature Authority. The Mayor, or presiding officer, is hereby
authorized to affix his signature to this Resolution signifying its adoption by the City
Council of the City of El Segundo, and the City Clerk, or her duly appointed deputy, is
directed to attest thereto.
SECTION 5. Effective Date. Resolution No. 5379, adopted December 6, 2022, is
hereby rescinded and this Resolution will supersede and replace Resolution No. 5379 in
its entirety. This Resolution will take effect immediately upon adoption and will remain
effective unless repealed or superseded.
SECTION 6. City Clerk Direction. The City Clerk will certify to the passage and
adoption of this Resolution, enter it in the City's book of original Resolutions, and make a
record of this action in the meeting's minutes.
PASSED AND ADOPTED this 7t" day of February 2023.
Drew Boyles,
Mayor
ATTEST:
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO )
I, Tracy Weaver, City Clerk of the City of El Segundo, California, do hereby certify that
the whole number of members of the City Council of said City is five; that the foregoing
Resolution No. was duly passed and adopted by said City Council, approved and
signed by the Mayor, and attested to by the City Clerk, all at a regular meeting of said
Council held on the 7t" day of February, 2023, and the same was so passed and
adopted by the following vote:
AYES:
NOES:
Page 43 of 224
ABSENT-
ABSTAIN -
Tracy Weaver, City Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, CITY ATTORNEY
Joaquin Vazquez, Assistant City Attorney
Page 44 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: December 6, 2022
Agenda Heading: Consent
Item Number: B.8
TITLE:
Pension Obligation 115 Trust Funding Plan Administration and Portfolio Management
RECOMMENDATION:
1. Adopt a Resolution authorizing the City Manager to execute agreements to
transfer administration and investment management services of the City's
Pension Stabilization Trust assets to Shuster Advisory Group, LLC ("Shuster"),
transfer Trust assets to Charles Schwab Trust Bank ("Schwab") and name Alta
Trust Company ("Alta") as the Directed Trustee.
2. Authorize the trustee and discretionary advisory services to be assigned to Alta
Trust Company and Shuster Advisory Group, respectively.
3. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
Included in Adopted FY 2022/23 Budget
Amount Budgeted: $79,000
Additional Appropriation: N/A
Account Number(s): 001-400-2901-4209 (General Fund, non -Departmental, 115 Trust
Expense)
Savings to the City by reduction in fees of approximately $14,000 in the first year, an
estimated $218,000 in savings over 10-years, $709,000 over 20-years, and $1.7 million
over 30-years. These results assume there are no fee changes, both programs earn an
average 6% gross rate of return, and $4,612,288 of pension stabilization assets as of
August 31, 2022. Future contributions by the city will only increase the comparative
savings.
BACKGROUND:
Section 115 Trusts
Page 45 of 224
Pension Obligation 115 Trust Funding Plan Admin
December 6, 2022
Page 2 of 5
Assets in a 115 Trust are irrevocably committed for the government function specific in
the applicable trust agreement. Additionally, monies held in such trusts can be invested
in accordance with the rules governing those trusts, which are different than the
investment rules for the City's pooled investments. Investment restrictions that apply to
the general fund of a City (CA Government Code 53601) do not apply to the assets held
in an Irrevocable Section 115 Trust, thus allowing for more flexibility in the investment
strategy. Setting aside funds in a Section 115 Trust can potentially earn a higher rate of
return than funds invested within 53601 guidelines.
In November 2017, the City approved opening a section 115 trust ("Pension Trust") with
Public Agency Retirement Services ("PARS") to help fund the City's long-term pension
liabilities with CalPERS. This was part of City Council's multi -faceted approach, which
came out of the Council's Pension ad -hoc Committee, to strategically address rising
pension costs. The City initially funded the Pension Trust with $1 million in April 2018.
The City funded an additional $3,015,000 in contributions over the course of fiscal years
2018-19 through 2019-20, for total contributions of $4,015,000. The balance in the
Pension Trust as of August 31, 2022, was $4,612,228.
In 2019, the City engaged Shuster as the retirement plan consultant and investment
fiduciary for our 457(b) and 401(a) plans. Shuster issued a Request for Information
(RFI) to our incumbent record -keepers and completed a comprehensive review of our
plans, identifying that the fees for record -keeping and administration were high and not
transparent, and the quality of the investment menu needed improvement. Based on the
information obtained through the RFI, Shuster subsequently conducted a Request for
Proposal (RFP) for administration and recordkeeping services for the Plans. The results
of the RFP proved that by consolidating to a single recordkeeper, our administration and
record -keeping fees could significantly be reduced, and the city could implement an
open architecture investment menu and fee transparent platform benefiting participants.
The city decided to consolidate assets with a single recordkeeper at a 93% negotiated
reduction in record keeping costs. Also, Shuster negotiated a higher crediting rate for
the safety of principal investment option, implemented an improved investment menu for
plan participants and implemented a comprehensive fiduciary oversight process. Since
the transition in January of 2020, employee participants in the Plan as a whole have
saved approximately $836,000 from the reduction in recordkeeping fees alone. This
enhancement does not consider any financial gains from improved investments. At the
time of conversion, the positive impact to participants due to the combination of the fee
reduction and increased interest rate was estimated to be approximately $242,000 over
a one-year period, so the actual savings, (—$1 M) have exceeded the original estimate.
The projected fee savings due to the reduction is estimated to be $6.1 million over 10-
years, $13.2 million over 20-years, and $26.0 million over 30-years.
Similar to that effort, staff has been evaluating a change regarding its current
administration of our 115 Trust account for Pension Stabilization funds away from
PARS/U.S. Bank. In short, the change is expected to result in a reduction in fees of
approximately $218,000 over 10-Years, $709,000 over 20-Years, and $1.7 million over
Page 46 of 224
Pension Obligation 115 Trust Funding Plan Admin
December 6, 2022
Page 3 of 5
30-Years, assuming both programs earned an average 6% gross rate of return, a
beginning value of $4.6 million, and no change in fee structures. The costs associated
with the PARS/U.S. Bank Pension Rate Stabilization Program are significantly higher
than the solutions offered by Shuster Advisory Group, LLC, which provides an 50%
reduction from the current PARS/U.S. Bank program. Additionally, Shuster Advisory
Group will provide ten investment strategies that combine both active and passive
(index) investment solutions to take advantage of the optimum mix of investments from
both an investment return and cost perspective.
The City of El Segundo (City) has two Trust Accounts for the purpose of funding certain
retiree obligations. The funds for retiree medical liability (other post -employment
benefits {OPEB}) are currently administered by California Public Employees' Retirement
System (CaIPERS) and assets are held by State Street Bank (State Street). The funds
for future Pension Liability (Pension) are currently administrated by Public Agency
Retirement Services (PARS), assets are held by U.S. Bank National Association (U.S.
Bank) and managed by HighMark Capital Management, Inc. a subsidiary of U.S Bank.
In total the city has $28,758,290 as of June 30, 2022, with CaIPERS and $4,612,228 as
of August 31, 2022, with PARS/U.S. Bank ($33,370,518 in total). After a review of the
current fee structure and investment portfolios, it was determined that significant
savings (a 50% reduction from the current PARS/U.S. Bank fees) in addition to
improved investment flexibility, customization, transparency, and service could be
achieved by transferring the Pension Stabilization Trust administration and portfolio
management from PARS to a different provider. The provider recommended, Shuster
Advisory Group, LLC, is the same firm that took over fiduciary responsibilities of the
employees' 457(b) deferred compensation account in January of 2020 as well as the
401(a) plan. Through that change, employees, participants, and retirees have realized
significant savings on the fees of those accounts. The OPEB Trust is recommended to
remain with CaIPERS for now due to the low investment fee of 0.10%. The OPEB Trust
will be evaluated on an annual basis by staff and if the analysis supports moving the
OPEB Trust into an alternative investment vehicle, this recommendation will be brought
back to City Council.
DISCUSSION:
Finance Committee
On February 23, 2022, the Finance Committee and City staff heard a presentation from
Shuster Advisory Group on alternative investment options for the OPEB and Pension
Trusts. Present were Councilmember Giroux, Councilmember Pirsztuk, Treasurer
Robinson, and City staff. Shuster explained the reduction in fees, improved fund lineup,
and greater investment flexibility the City could have with exiting the PARS and
CaIPERS Trusts and transitioning to a more competitive free market competitor in the
investment Trust space. The Finance Committee supported the idea of exiting the
PARS Trust. Staff is now recommending implementing the transition as described in the
Page 47 of 224
Pension Obligation 115 Trust Funding Plan Admin
December 6, 2022
Page 4 of 5
recommendation section.
Public Agency Retirement Services (PARS) and U.S. Bank
The PARS/U.S. Bank option for OPEB and Pension Stabilization is the Public Agencies
Post -Employment Benefits Trust, a multiple employer trust arrangement which cities
adopt the Trust to hold assets. It is important to note that although PARS provides
services to public agencies, PARS is not a public agency or public retirement system.
PARS provides trust administration for the PARS Post -Retirement Healthcare Plan and
the PARS Pension Rate Stabilization Program, both held in the same Public Agencies
Post -Employment Benefits Trust. The advisor to the PARS investment portfolios is U.S.
Bank and HighMark Capital Management serves as the sub -advisor to U.S. Bank,
managing the portfolios. U.S. Bank also serves as Trustee for the multiple employer
trust. The fees for PARS administrative services and U.S. Bank trust and investment
advisory services are separate fees, both a tiered structure based on assets. The
PARS/U.S. Bank program generally provides five HighMark active investment strategies
and another five portfolios of the same strategies, but as passive (index) strategies.
PARS/U.S. Bank also offers the opportunity for custom investment portfolios for
potentially an additional cost.
Shuster Advisory Group, LLC
Shuster Advisory Group, LLC (Shuster) is an independent investment advisory firm and
fiduciary. They provide governmental and institutional retirement plan consulting
services as well as private wealth management. Shuster is a SEC -Registered
Investment Advisor with over $5 billion in assets under management focusing on
serving the unique needs of governmental agencies and special districts serving over
60 cities, agencies and public entities. Shuster serves as fiduciary to plan investments
and provides investment selection, monitoring and management.
Shuster serves currently as the fiduciary investment advisor and plan consultant for our
457(b) Deferred Compensation Plan and 401(a) Defined Contribution Plan. Shuster
entered the public retirement plan sector after analyzing the sector and realizing that
cities and agencies were being underserved and over -charged for their retirement
plans, directly impacting the supplemental retirement savings of city employees. Hiring
Shuster Advisory Group for these services resulted in a 50% reduction in total plan
costs for the 457(b) and 401(a) plans in addition to a significant improvement in the
quality of the investments available in the retirement plan. In addition to the positive
financial impact to the 457(b) and 401(a) plans and negotiation skills, Shuster Advisory
Group continues to execute a service model that far exceeds the services the City is
currently receiving from PARS/U.S. Bank and CalPERS. The services provided by
Shuster Advisory Group are unique with a low-cost transparent structure, high -end
service, fiduciary services and investment management. Shuster Advisory Group has
Page 48 of 224
Pension Obligation 115 Trust Funding Plan Admin
December 6, 2022
Page 5 of 5
proven to be responsive, analytical, and a true partner to the city.
Shuster Advisory Group has conducted the same analysis of the Section 115 Trust
programs available to cities and agencies and again determined that the cities were
being over -charged and underserved, which has a direct result on the taxpayer -funded
savings that a city is putting aside for their future obligations. Shuster also found that the
programs available lacked investment flexibility, customization, transparency, and high-
level customer service. As a result, Shuster created and offers a Section 115 Trust
program that provides cities with the services they are lacking at a fraction of the cost
currently being paid. With Shuster's ongoing oversight and exceptional service model,
Staff expects similar results with the 115 Trust as experienced with the 457(b) and
401(a) plans.
Staff recommends that City Council authorize and direct the City Manager to terminate
the contracts and agreements with PARS/U.S. Bank and enter into the attached
agreements with Shuster Advisory Group LLC, Charles Schwab Trust Bank, and Alta
Trust Company to provide the 115 Trust account(s).
CITY STRATEGIC PLAN COMPLIANCE:
Goal 5: Champion Economic Development and Fiscal Sustainability
Objective 5B: El Segundo approaches its work in a financially strategic and responsible
way.
PREPARED BY:
Joseph Lillio, Chief Financial Officer
REVIEWED BY:
Joseph Lillio, Chief Financial Officer
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
Pension Trust Funding Resolution
Page 49 of 224
RESOLUTION NO.
A RESOLUTION APPROVING THE ADOPTION OF THE MULTIPLE
EMPLOYER OPEB/PENSION 115 TRUST.
The City of El Segundo does resolve as follows:
SECTION 1. Findings. The City Council finds and declares as follows:
A. Shuster Advisory Group, LLC ("Shuster") has made available Pension 115
Trust ("Trust") for the purpose of pre -funding pension obligations.
B. The City of El Segundo ("City") is eligible to participate in a tax-exempt trust
performing an essential governmental function within the meaning of Section
115 of the Internal Revenue Code, as amended, and the Regulations issued
there under, and is a tax-exempt trust under the state's relevant statutory
provisions.
C. Alta Trust Company satisfies the Trustee requirements under IRS section
115.
D. All qualified assets currently held in the City's Public Agency Retirement
Services ("PARS") Public Agencies Post -Employment Benefit Trust are
irrevocably dedicated to prefunding the City's Pension obligations.
E. The City's adoption and operation of the Trust has no effect on any current
or former employee's entitlement to post -employment benefits.
F. The terms and conditions of post -employment benefit entitlement, if any, are
governed by contracts separate from and independent of the Trust.
G. The City Council has prudently set aside funds for pre -funding of pension
obligations.
H. The City's funding of the Trust does not, and is not intended to, create any new
vested right to any benefit nor strengthen any existing vested right.
I. The City reserves the right to make contributions, if any, to the Trust.
SECTION 2. Approval, Authorization.
A. The City Council adopts the Shuster Multiple Employer OPEB/Pension
115 Trust, effective December 6, 2022.
Page 50 of 224
B. The City Council authorizes the termination of the City of El Segundo
PARS Public Agencies Post -Employment Benefits Trust Program, all
services, administration, and investment contracts with PARS and US
Bank, N.A ("U.S. Bank"), including the services of U.S. Bank as Trustee.
C. The City Council authorizes the appointment of Alta Trust Company as
successor Trustee and Charles Schwab Trust Bank as custodian of the
assets. The transfer of assets is contingent upon the acceptance of the
successor Trustee and custodian.
D. The City Council certifies that the successor trust satisfies the requirements
of Section 115 of the Internal Revenue Code and that all assets held by that
trust shall qualify as "plan assets" that are irrevocably dedicated to the
prefunding of Pension obligations.
E. The City Council authorizes the liquidation to effectuate the transfer of
all assets to Charles Schwab Trust Bank, as soon as administratively
practicable
F. Upon the complete transfer of all assets on or around January 31, 2023,
or earlier, PARS is removed as trust administrator and U.S. Bank is
removed as Trustee.
G. The City Council appoints the City Manager, or his/her successor or
his/her designee as the City's Administrator for the Trust.
H. The City's Administrator is hereby authorized to execute the legal and
administrative documents on behalf of the City and to take whatever
additional actions are necessary to maintain the City's participation in
the Trust and to maintain compliance with any relevant regulation issued
or as may be issued; therefore, authorizing him/her to take whatever
additional actions are required to administer the City's Trust.
SECTION 3. Severability. If any part of this Resolution or its application is deemed
invalid by a court of competent jurisdiction, the City Council intends that such invalidity
will not affect the effectiveness of the remaining provisions or applications and, to this
end, the provisions of this Resolution are severable.
SECTION 4. Electronic Signatures. This Resolution may be executed with
electronic signatures in accordance with Government Code §16.5. Such electronic
signatures will be treated in all respects as having the same effect as an original signature.
Page 51 of 224
SECTION 5. Signature Authority. The Mayor, or presiding officer, is hereby
authorized to affix his signature to this Resolution signifying its adoption by the City
Council of the City of El Segundo, and the City Clerk, or her duly appointed deputy, is
directed to attest thereto.
SECTION 6. Effective Date. This Resolution will take effect immediately upon
adoption and will remain effective unless repealed or superseded.
SECTION 7. City Clerk Direction. The City Clerk will certify to the passage and
adoption of this Resolution, enter it in the City's book of original Resolutions, and make a
record of this action in the meeting's minutes.
PASSED AND ADOPTED this 6t" day of December 2022.
Drew Boyles,
Mayor
ATTEST:
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO )
I, Tracy Weaver, City Clerk of the City of El Segundo, California, do hereby certify that
the whole number of members of the City Council of said City is five; that the foregoing
Resolution No. was duly passed and adopted by said City Council, approved and
signed by the Mayor, and attested to by the City Clerk, all at a regular meeting of said
Council held on the 6t" day of December, 2022, and the same was so passed and
adopted by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
Page 52 of 224
Tracy Weaver, City Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, CITY ATTORNEY
Joaquin Vazquez, Assistant City Attorney
Page 53 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.7
TITLE:
Alondra Park Multi -Benefit Stormwater Capture Project Partnership Agreement
RECOMMENDATION:
1. Authorize the City Manager to execute a partnership agreement with the County
of Los Angeles, City of El Segundo, City of Hawthorne, City of Lawndale, City of
Manhattan Beach, and City of Redondo Beach for Alondra Park Multi -Benefit
Stormwater Capture Project.
2. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
Fiscal impacts are only related to ongoing maintenance and operations costs, which are
estimated to be $50,000 per year once construction is complete. Funds from Measure
W (safe clean water local return fund) will be used to cover future maintenance related
costs. All parties will enter into a separate operations and maintenance agreement at a
future date. There will be no fiscal impact related to construction costs.
BACKGROUND:
In response to the National Pollutant Discharge Elimination System (NPDES) Municipal
Separate Storm Sewer System (MS4) Permit, Order No. R4-2021-0105, the Dominguez
Channel Watershed Management Group (DC WMG) was formed to implement the MS4
Permit requirements on a watershed scale. The DC WMG is comprised of the County
of Los Angeles (County), Los Angeles County Flood Control District (LACFCD), and the
cities of Carson, El Segundo, Hawthorne, Inglewood, Lawndale, Lomita, and Los Angles
(including the Port of Los Angeles). The DC WMG, through a cooperative and
collaborative process, subsequently developed an Enhanced Watershed Management
Program (EWMP), known as the revised Watershed Management Program (WMP)
based on Best Management Practices for implementation to address the water quality
objectives for the region.
Page 54 of 224
Alondra Park Multi -Benefit Stormwater Capture Project Partnership Agreement
February 7, 2023
Page 2 of 3
The Alondra Park Multi -Benefit Stormwater Capture Project, which was ranked as one
of the top projects in the Dominguez Channel Watershed, is owned by the County of
Los Angeles, and is located just outside the City of Lawndale. Municipalities in the DC
WMG that are tributary to this location include the County of Los Angeles and the cities
of El Segundo, Hawthorne, and Lawndale. The cities of Manhattan Beach and
Redondo Beach are not part of the DC WMG, but are in the nearby Beach Cities
Watershed Management Area Group, and are tributary to the Alondra Park project.
These two cities are the participating parties in the project and are a part of the
partnership agreement.
The project will be constructed to capture and treat 40 acre-feet of stormwater runoff
volume by installing stormwater diversion structures, stormwater pretreatment systems,
an underground storage treatment system, and connection to the sanitary sewer line for
overflow. The project will also consist of above -ground improvements and recreational
elements such as planting drought -tolerant landscaping, restoring baseball, soccer and
multi -purpose fields, and installment of interpretive signage.
The estimated total cost of the project is $60,322,000. The County and partnership
agencies applied for and received funding from Safe Clean Water Regional Funding
($30,000,000) and Proposition 1 ($2,101,061) evenly divided between partnership
agencies for return of runoff volume credit. Caltrans also contributed $15,000,000 and
will obtain a share of runoff volume credit. It should be noted that the City will also
receive a credit for this project equivalent to a $6,650,000 project, if the City were to
construct a stormwater capture project on its own. The remaining needed funds for the
construction of this project are provided from other municipalities, as noted in the
attached agreement.
DISCUSSION:
The City of El Segundo earmarked $1 M of the Measure W funds for the construction of
this project initially. However, since this project is currently fully funded for construction,
there is no need to utilize the Measure W funds for the construction of this project, and
the $1 M Measure W funds will be reallocated towards other storm water quality
projects.
After the project is constructed, the City of El Segundo will be entering into a long-term
maintenance agreement with partnering agencies regarding the operations and
maintenance for this project, which is estimated to be $50,000 per year for the useful life
of the facility. The Safe Clean Water local return funds (Measure W) can be used for
ongoing maintenance and operations.
Staff recommends authorizing the City Manager to execute this partnership agreement
between the County of Los Angeles, City of El Segundo, City of Hawthorne, City of
Lawndale, City of Manhattan Beach, and City of Redondo Beach for Alondra Park Multi -
Benefit Stormwater Capture Project.
Page 55 of 224
Alondra Park Multi -Benefit Stormwater Capture Project Partnership Agreement
February 7, 2023
Page 3 of 3
CITY STRATEGIC PLAN COMPLIANCE:
Goal 4: Develop and Maintain Quality Infrastructure and Technology
Objective 4A: El Segundo's physical infrastructure supports an inviting and safe
community.
Objective 413: El Segundo's technology supports effective, efficient, and proactive
operations.
Goal 5: Champion Economic Development and Fiscal Sustainability
Objective 5A: El Segundo promotes economic growth and vitality for business and the
community.
Objective 513: El Segundo approaches its work in a financially strategic and responsible
way.
PREPARED BY:
Cheryl Ebert, Senior Civil Engineer
REVIEWED BY:
Elias Sassoon, Public Works Director
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Alondra Park Partnership Agreement
Page 56 of 224
PARTNERSHIP AGREEMENT
BETWEEN THE COUNTY OF LOS ANGELES,
CITY OF EL SEGUNDO, CITY OF HAWTHORNE, CITY OF LAWNDALE, CITY
OF MANHATTAN BEACH, AND CITY OF REDONDO BEACH
FOR ALONDRA PARK MULTI -BENEFIT STORMWATER CAPTURE
PROJECT
This PARTNERSHIP AGREEMENT (AGREEMENT) is made and entered into as
of the date of the last signature set forth below by and among the County of Los
Angeles (COUNTY), a political subdivision of the State of California, City of El Segundo
(EL SEGUNDO), City of Hawthorne (HAWTHORNE), City of Lawndale (LAWNDALE),
City of Manhattan Beach (MANHANTTAN BEACH), and City of Redondo Beach
(REDONDO BEACH), all municipal corporations in the County of Los Angeles (CITIES).
Collectively, these entities shall be known herein as PARTIES or individually as PARTY.
WITNESSETH
WHEREAS, effective December 28, 2012, the Los Angeles Regional Water
Quality Control Board (REGIONAL BOARD) issued National Pollutant Discharge
Elimination System Municipal Separate Storm Sewer System Permit Order No. R4-
2012-0175 (MS4 Permit or Permit); and
WHEREAS, the MS4 Permit requires the COUNTY, the Los Angeles County
Flood Control District, and 84 of the 88 cities (excluding Avalon, Long Beach, Palmdale,
and Lancaster) within Los Angeles County to comply with the requirements of the MS4
Permit; and
WHEREAS, the MS4 Permit identified the PARTIES as MS4 permittees
responsible for compliance with requirements pertaining to the Dominguez Channel
Watershed Management Area; and
WHEREAS, the PARTIES who are members of the Dominguez Channel
Watershed Management Area Group (DCWMG) have jointly prepared an Enhanced
Watershed Management Program (EWMP) plan as required by the MS4 Permit; and
WHEREAS, the DCWMG EWMP plan identified a suite of institutional and
structural control measures, including multi -benefit regional projects to address the
PARTIES' compliance; and
WHEREAS, the PARTIES propose to improve the water quality of stormwater
and urban runoff form their respective land areas; and
Page 1 of 19
Page 57 of 224
WHEREAS, the COUNTY proposes to design, construct, operate and maintain
the Alondra Park Multi -Benefit Stormwater Capture Project (hereinafter referred to as
PROJECT),
WHEREAS, the PROJECT is in the Dominguez Channel Watershed, and is
identified in the DCWMG EWMP plan; and
WHEREAS, effective September 11, 2021, the REGIONAL BOARD issued
National Pollutant Discharge Elimination System Municipal Separate Storm Sewer
System Permit Order No. R4-2021-0105 (Current MS4 Permit or Permit); and
WHEREAS, the DCWMG prepared and submitted a revised WMP to the
REGIONAL BOARD; and
WHEREAS, the PROJECT is identified in the DCWMG revised WMP plan; and
WHEREAS, the PROJECT is anticipated to include below ground elements such
as stormwater diversion structures, stormwater pretreatment systems, underground
storage system, stormwater treatment system, and connection to sanitary sewer line
(hereinafter referred to as WATER QUALITY IMPROVEMENTS), and above ground
improvements and recreational elements such as drought tolerant landscaping, restored
baseball fields, soccer field, multi -purpose field, and interpretive signage;
WHEREAS, the PROJECT will be designed to provide treatment of 40 acre-feet
of runoff volume through constructed WATER QUALITY IMPROVEMENTS; and
WHEREAS, of the 40 acre-feet (AF) of runoff volume captured by the PROJECT,
the County will be credited 2.00 AF for PROJECT management and administration,
which is five (5) percent of the runoff volume captured by the PROJECT; and
WHEREAS, 8.31 AF will be credited to the California Department of
Transportation (CALTRANS) through a separate agreement with the County for their
contribution of $15,000,000 to the PROJECT; and
WHEREAS, the remaining volume capture will be credited to the PARTIES as
shown in Tables 1-3 of Exhibit A, and
WHEREAS, the estimated cost of the PROJECT is sixty million three hundred
twenty-two thousand dollars ($60,322,000); and
Page 2 of 19
Page 58 of 224
WHEREAS, the COUNTY has received a total of thirty-two million one hundred
one thousand sixty-one dollars ($32,101,061) of grant funding towards funding the
PROJECT through two grants. Thirty million dollars ($30,000,000) of the grant funding
is from the Safe Clean Water (SCW) Infrastructure Program and two million one
hundred one thousand sixty-one dollars ($2,101,061) from Proposition 1 Stormwater
Grant (PROP 1), referred to collectively as GRANTS; and
WHEREAS, each PARTY will be credited through the $30,000,000 from the
SCW Infrastructure Program as shown on Table 2 of Exhibit A based on tributary area;
EL SEGUNDO will be credited 4.36 AF; HAWTHORNE will be credited 3.23 AF;
LAWNDALE will be credited 4.74 AF; MANHATTAN BEACH will be credited 1.47 AF;
REDONDO BEACH will be credited 4.41 AF; COUNTY will be credited 1.44 AF; and
WHEREAS, the COUNTY, REDONDO BEACH, and HAWTHORNE, will be
credited additional runoff volume based on additional fund contributions as shown on
Table 3 of Exhibit A; and
WHEREAS, REDONDO BEACH agrees to fund an amount of five hundred
thousand dollars ($500,000) of the PROJECT costs and will be credited an additional
0.38 AF, bringing REDONDO BEACH's total credit to 4.79 AF; and
WHEREAS, HAWTHORNE agrees to fund an amount of one million ($1,000,000)
of the PROJECT costs and will be credited an additional 0.76 AF, bringing
HAWTHORNE's total credit to 3.99 AF; and
WHEREAS, COUNTY agrees to fund the remaining amount of the PROJECT
costs estimated at eleven million seven hundred twenty thousand nine hundred thirty
nine dollars ($11,720,939) and will be credited an additional 8.90 AF, bringing
COUNTY's total credit to 12.34 AF; and
WHEREAS, PARTIES agree to amend Exhibit A if PROJECT costs change to
adjust runoff volume capture credits for each PARTY; and
WHEREAS, PARTIES agree to enter into a separate agreement for Operations
and Maintenance (O&M) for the PROJECT's useful life to maintain each PARTY's runoff
volume capture credit shown in Exhibit A; and
WHEREAS, for the purpose of this Agreement, the "useful life" of any
constructed portions of the PROJECT begins upon completion of construction and
continues until 50 years thereafter; and
Page 3 of 19
Page 59 of 224
WHEREAS, PARTIES desire to enter into this AGREEMENT to establish each
PARTY's responsibilities and financial obligations for the PROJECT; and
WHEREAS, the PROJECT is in the joint interest of PARTIES and will improve
water quality and quality of life for residents and provide opportunities for water
conservation; and
NOW, THEREFORE, in consideration of the promises and mutual covenants set
forth herein, PARTIES hereby agree as follows:
1. COUNTY AGREES:
a. To prepare plans, specifications, and a cost estimate for the PROJECT.
b. To utilize the combined thirty-two million one hundred one thousand sixty-
one dollar ($32,101,061) in grant funding from GRANTS towards the
construction of the PROJECT and to ensure all grant requirements are
met.
c. To prepare, as lead agency, and obtain approval of any necessary
environmental documents as required under the California Environmental
Quality Act (CEQA) for the PROJECT.
d. To obtain and comply with all applicable regulatory permits, approvals,
and requirements for the PROJECT, including obtaining adequate right-of-
way for the useful life of the PROJECT for any work to be carried out on
property not owned by any of the PARTIES.
e. To require each consultant or contractor retained to implement the
PROJECT to obtain liability coverage PARTIES and their respective
officers, agents, employees, and volunteers as additional insureds on
such policy.
f. To advertise the PROJECT for construction bids; to award and administer
the construction contract; to modify approved plans and specifications for
the PROJECT necessitated by unforeseen field conditions encountered
during construction as necessary to ensure the PROJECT is constructed
as intended; and to cause the PROJECT to be constructed in accordance
with the approved plans and specifications.
Page 4 of 19
Page 60 of 224
g. To prepare an O&M manual, a document that describes in detail the
operation and maintenance requirements for all WATER QUALITY
IMPROVEMENTS based on the final PROJECT design, including, but not
limited to, inspections, clean out of pretreatment devices and underground
storage systems, and repairs.
h. Upon award of a construction contract by COUNTY for PROJECT, to
notify PARTIES of any request for a change order related to the
construction of the PROJECT that exceeds ten percent (10%) of the total
contract amount within ten (10) business days of receipt of the request,
and to further notify PARTIES of COUNTY's approval thereof, or if it does
not so approve, the reasons therefor, within ten business days of receipt
of the request. Any change order that will results in the total cost of the
PROJECT to exceed $74,500,000 will require approval of all PARTIES
prior to COUNTY's approval of the change order.
i. To invoice REDONDO BEACH and HAWTHORNE based on the payment
schedule shown in Exhibit B. The total invoiced amounts shall not exceed
$500,000 and $1,000,000 for REDONDO BEACH and HAWTHORNE,
respectively. In the event the PROJECT costs increase after execution of
this AGREEMENT, an amendment shall be required to provide for the
increased cost and redistribution of the 40 acre-feet (AF) of runoff volume
credit.
j. Upon completion of the PROJECT, to assume ownership, operation, and
maintenance responsibilities for WATER QUALITY IMPROVEMENTS and
Page 5 of 19
above ground improvements.
k. Upon completion of construction of PROJECT, to provide as -built plans to
CITIES.
I. Upon completion of the PROJECT, to operate and maintain WATER
QUALITY IMPROVEMENTS pursuant to the O&M MANUAL.
m. Upon completion of the PROJECT, to provide CITIES with contact
information for person(s) responsible for the operation and maintenance
activities set forth in this MOU.
n. Upon completion of the PROJECT, to maintain and comply with all
applicable regulatory permits and requirements associated with operation
Page 61 of 224
and maintenance of the PROJECT. COUNTY will maintain and operate
the PROJECT throughout its useful life.
o. During construction and throughout the useful life of the PROJECT,
COUNTY shall provide and maintain insurance against fire, vandalism and
other loss, damage or destruction of the PROJECT.
p. COUNTY shall not abandon, discontinue use of, lease or dispose of the
PROJECT or fail to maintain any significant part or portion of the
PROJECT thereof during its useful life.
2. REDONDO BEACH AGREES:
a. To provide COUNTY with a not -to -exceed amount of $500,000 to finance
the capital costs of the PROJECT per Exhibit B invoice schedule. In the
event the PROJECT costs increase after execution of this AGREEMENT,
an amendment shall be required to provide for the increased cost and
redistribution of the 40 acre-feet (AF) of runoff volume credit.
b. At REDONDO BEACH'S discretion, to provide any necessary approvals,
entitlements, and permits to provide adequate rights -of -way for the useful
life of the PROJECT if the project is in CITIES' jurisdiction.
c. To approve or disapprove of any change order to the construction of the
PROJECT requested by COUNTY within twenty-one (21) working days of
receipt of written request from COUNTY. Approval shall not be
unreasonably withheld. In the event of a disagreement, the issue shall be
mutually referred to sequentially higher administrative levels within the
PARTIES until the issue is resolved. If the PARTIES are still unable to
resolve their disagreement, COUNTY reserve all rights and remedies at
law and in equity.
d. To pay COUNTY within sixty (60) days of receipt of invoice.
e. To provide COUNTY any comments to COUNTY's proposed O&M
MANUAL within twenty-one (21) business days of receipt.
Page 6 of 19
Page 62 of 224
3. HAWTHORNE AGREES:
a. To provide COUNTY with a not -to -exceed amount of $1,000,000 to
finance the capital costs of the PROJECT per Exhibit B invoice schedule.
In the event the PROJECT costs increase after execution of this
AGREEMENT, an amendment shall be required to provide for the
increased cost and redistribution of the 40 acre-feet (AF) of runoff volume
credit.
b. To provide any necessary approvals, entitlements, and permits to provide
adequate rights -of -way for the useful life of the PROJECT if the project is
in CITIES' jurisdiction.
c. To approve or disapprove of any change order to the construction of the
PROJECT requested by COUNTY within twenty-one (21) working days of
receipt of written request from COUNTY. Approval shall not be
unreasonably withheld. In the event of a disagreement, the issue shall be
mutually referred to sequentially higher administrative levels within the
PARTIES until the issue is resolved. If the PARTIES are still unable to
resolve their disagreement, COUNTY reserve all rights and remedies at
law and in equity.
d. To pay COUNTY within sixty (60) days of receipt of invoice.
e. To provide COUNTY any comments to COUNTY's proposed O&M
MANUAL within twenty-one (21) business days of receipt.
4. EL SEGUNDO, LAWNDALE, AND MANHATTAN BEACH AGREE:
a. To, in good faith, consider approval and provision of any necessary
approvals, entitlements, and permits to provide adequate rights -of -way for
the useful life of the PROJECT if the project is in CITIES' jurisdiction.
Page 7 of 19
b. To approve or disapprove of any change order to the construction of the
PROJECT requested by COUNTY within twenty-one (21) working days of
receipt of written request from COUNTY. Approval shall not be
unreasonably withheld. In the event of a disagreement, the issue shall be
mutually referred to sequentially higher administrative levels within the
PARTIES until the issue is resolved. If the PARTIES are still unable to
Page 63 of 224
resolve their disagreement, COUNTY reserve all rights and remedies at
law and in equity.
c. To provide COUNTY any comments to COUNTY's proposed O&M
MANUAL within twenty-one (21) business days of receipt.
5. IT IS MUTUALLY UNDERSTOOD AND AGREED AS FOLLOWS:
a. This AGREEMENT shall become effective on the last date of execution by
a PARTY and shall remain in effect until CITIES have paid all outstanding
invoices for costs associated with the PROJECT capital.
b. All PARTIES shall have suitable access to the PROJECT sites at all
reasonable times during PROJECT implementation and thereafter for the
useful life of the PROJECT.
c. If PROJECT costs increase and there are insufficient funds an
amendment shall be required to provide for the increased cost and
redistribution of the 40 acre-feet (AF) of runoff volume credit.
d. PARTIES shall have no financial obligation to any other PARTY under this
AGREEMENT except as herein expressly provided.
e. PARTIES may elect to partner in the pursuit of grant funding opportunities
for the PROJECT.
f. To maintain each PARTY's 24-hour runoff volume capture capacity credit,
all PARTIES agree to enter into a separate agreement for O&M for the
PROJECT that shall remain in effect until CITIES have paid all
outstanding invoices for costs associated with PROJECT O&M for the
useful life.
g. Each PARTY shall indemnify, defend, and hold harmless each other
PARTY, including its special districts, elected and appointed, officers,
employees, agents, attorneys, and designated volunteers from and
against any and all liability, including, but limited to demands, claims,
actions, fees, costs, and expenses (including reasonable attorney's and
expert witness fees), arising from or connected with the respective acts of
each PARTY arising from or related to this AGREEMENT; provided,
Page 8 of 19
Page 64 of 224
however, that no PARTY shall indemnify another PARTY for the latter
PARTY's own negligence or willful misconduct.
GENERAL PROVISIONS
Cooperation. The PARTIES shall fully cooperate with one another to attain the
purposes of the AGREEMENT.
Good Faith. Each PARTY shall use reasonable efforts and work in good faith for
the expeditious completion of the purposes and goals of this AGREEMENT and the
satisfactory performance of its terms.
Voluntary. This AGREEMENT is voluntarily entered into, to attain the purposes
set forth in this AGREEMENT.
Relationship of PARTIES. The PARTIES are and shall remain at all times as to
each other wholly independent entities. No PARTY to this AGREEMENT shall have
power to incur any debt, obligation, or liability on behalf of another PARTY unless
expressly provided to the contrary by this AGREEMENT. No employee, agent, or officer
of a PARTY shall be deemed for an y purpose whatsoever to be an agent, employee or
officer of another PARTY.
Binding Effect. This AGREEMENT shall be binding upon, and shall be to the
benefit of the respective successors, heirs, and assigns of each PARTY; provided,
however, no PARTY may assign its respective rights or obligations under this
AGREEMENT without prior written consent of the other PARTIES.
Amendment. The terms and provisions of this AGREEMENT may not be
amended, modified or waived, except by an instrument in writing signed by all the
PARTIES.
Waiver. Waiver by any PARTY to this AGREEMENT of any term, condition, or
covenant of this AGREEMENT shall not constitute a waiver of any other term, condition,
or covenant. Waiver by any PARTY to any breach of this provisions of this MOU shall
not constitute a waiver of any other provision, nor a waiver of any subsequent breach or
violation of any provision of this AGREEMENT.
Governing Law. This AGREEMENT is made under and will be governed by the
laws of the State of California. In the event of litigation between the PARTIES, venue in
the state trial court shall lie exclusively in the County of Los Angeles.
Page 9 of 19
Page 65 of 224
No Third Party Rights. The PARTIES to this AGREEMENT do not create rights
in, or grant remedies to, any third party as a beneficiary of this AGREEMENT, or of the
duty, covenant, obligation or undertaking established in this Agreement.
No Presumption in Drafting. All PARTIES have been represented by legal
counsel in the preparation and negotiation of this AGREEMENT. Accordingly, this
AGREEMENT shall be construed according to its fair language. Any ambiguities shall
be resolved in a collaborative manner by the PARTIES.
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 and the exercise by any 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
PARTIES.
Legal Action. In addition to any other rights or remedies, any party may take legal
action, in law or in equity, to cure, correct or remedy any default, to recover damages for
any default, to complete specific performance of this AGREEMENT, to obtain
declaratory or injunctive relief, or to obtain any other remedy consistent with the
purposes of this Agreement.
Termination. The COUNTY reserves the right to terminate this AGREEMENT for
any reason upon thirty (30) days' prior to written notice to CITIES. In the event of such
termination, CITIES shall be entitled to a prorated portion of the PARTIES' annual
contribution for the calendar year in which the COUNTY terminates the AGREEMENT
hereunder.
Severability. The provisions of this AGREEMENT are severable, and the
invalidity, illegality or unenforceability of any provision of this AGREEMENT will not
affect the validity or enforceability of any provision. If any provision of this MOU is found
to be invalid, illegal, or unenforceable, the PARTIES shall endeavor to modify that
clause in a manner which gives effect to the intent of the PARTIES in entering into this
AGREEMENT.
Counterparts. This AGREEMENT may be executed in counterparts, which
together shall constitute the same and entire AGREEMENT.
Page 10 of 19
Page 66 of 224
Notices. Any notices, bills, invoices, or reports relating to this AGREEMENT, and
any request, demand, statement or other communication required or permitted
hereunder shall be in writing and shall be delivered to the Representative of the PARTY
at the address set forth below. PARTIES shall promptly notify each other of any change
of contact information, including personnel changes. Written notice shall include notice
delivered via email or fax. A notice shall be deemed to have been received on (a) the
date of delivery, if delivered by hand during regular business hours, or by confirmed
facsimile or by email; or (b) on the third (3) business day following mailing by registered
or certified mail (return receipt requested) to the address set forth below.
Administration. For purposes of this AGREEMENT, the PARTIES hereby
designate as their respective PARTY Representatives the persons named below. The
designated PARTY Representatives, or their respective designees, shall administer the
terms and conditions of the AGREEMENT on behalf of their respective PARTY. Each of
the persons signing below on behalf of a PARTY represents and warrants that they are
authorized to sign this AGREEMENT on behalf of such PARTY.
COUNTY: Mr. Mark Lombos
Assistant Deputy Director
Los Angeles County Department of Public Works
P.O. Box 1460
Alhambra, CA 91802-1460
EL SEGUNDO: Darrell George
City Manager
350 Main Street
El Segundo, CA 90245
HAWTHORNE:
LAWN DALE:
Page 11 of 19
Page 67 of 224
MANHATTAN BEACH:
REDONDO BEACH: William C. Brand
Mayor
Mayor and City Council
415 Diamond Street
Redondo Beach, CA 90277
IN WITNESS WHEREOF, the PARTIES hereto have caused this AGREEMENT
to be executed by their duly authorized representative and affixed as of the date of
signature of the PARTIES:
COUNTY OF LOS ANGELES
Director of Public Works
APPROVED AS TO FORM:
DAWYN R. HARRISON
Acting County Counsel
Deputy
Page JIG of 19
Date
Page 68 of 224
CITY OF EL SEGUNDO
Bla
City Manager
APPROVED AS TO FORM:
MARK D. HENSLEY
City Attorney
Page :ll =3 of 19
Date
Page 69 of 224
CITY OF HAWTHORNE
Date
Title:
APPROVED AS TO FORM:
CITY ATTORNEY
Page 14 of 19
Page 70 of 224
CITY OF LAWNDALE
Date
Title:
APPROVED AS TO FORM:
CITY ATTORNEY
Page 15 of 19
Page 71 of 224
CITY OF MANHATTAN BEACH
Date
Title:
APPROVED AS TO FORM:
CITY ATTORNEY
Page 16 of 19
Page 72 of 224
CITY OF REDONDO BEACH
WILLIAM C. BRAND
Title: MAYOR
APPROVED AS TO FORM:
MICHAEL W. WEBB
CITY ATTORNEY
Page 17 of 19
Date
Page 73 of 224
EXHIBIT A
Table 1: Total Volume Credit
Agency
Table 2
Table 3
Administration
Credit (AF)2
Total Volume Credit
(AF)'
ElSegundo
4.36
-
-
4.36
Hawthorne
3.23
0.76
-
3.99
Lawndale
4.74
-
-
4.74
Manhattan Beach
1.47
-
-
1.47
Redondo Beach
4.41
0.38
-
4.79
Unincorporated County
1.44
8.90
2.0
12.34
Caltrans
-
8.31
-
8.31
Total
40.00
'Total Volume Credit = Table 2 + Table 3 + Administration Credit
2Five Percent of Total Volume Credit (for project administration and management) = 5% x 40 AF = 2.0 AF
Table 2: Volume Credit from Safe Clean Water Program SCWP
Agency
Land Area
(acres)
% of
Area
$ from SCWP
Regional Funding'
Volume
Credit (AF)2
ElSegundo
1,055.11
22%
$6,649,469
4.36
Hawthorne
783.84
16%
$4,939,921
3.23
Lawndale
1,148.76
24%
$7,239,688
4.74
Manhattan Beach
355.78
7%
$2,242,181
1.47
Redondo Beach
1,067.78
22%
$6,729,346
4.41
Unincorporated County
348.99
7%
$2,199,395
1.44
Total
19.65
'$ from SCWP Regional = % of Area x $30,000,000
2Volume Credit = (Total Volume Capture - Administration Credit - Caltrans Credit) x 3SCW Volume Credit
x % of Area = (40 - 2.0 - 8.31) x 20.81 % of Area
3SCW Volume Credit =$30,000,000/(60,322,000-15,000,000)
Table 3: Volume Credit
from Contribution
Agency
Contribution
Volume Credit AF'
C lt'ran 2,
$15,040,000
8.31
Hawthorne
$1,000,000
0.76
Redondo Beach
$500,000
0.38
Unincorporated County
$11,720,939
8.90
Total
18.35
'Volume
Credit = (40 AF -Caltrans Volume Credit -Unincorporated County Administration Volume
Credit - Total Volume Credit from Table 2) * (Contribution/(Total Contribution-Caltrans Contribution)
2Caltrans volume credit through a separate agreement with the Unincorporated County
Page 18 of 19
Page 74 of 224
EXHIBIT B
ALONDRA PARK STORMWATER CAPTURE PROJECT INVOICE SCHEDULE
Agency
Amount
Invoice Date
Hawthorne
$400,000
12/30/2023
Redondo Beach
$500,000
12/30/2023
Hawthorne
$300,000
12/30/2024
Hawthorne
$300,000
7/1/2025
Page 19 of 19
Page 75 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.8
TITLE:
Renew Agreement with Insight for Three Years for $720,103.11 to Provide Microsoft
and Office 365 Licenses
RECOMMENDATION:
1. Exempt the City's formal bidding requirements pursuant to El Segundo Municipal
Code § 1-7-9(C) and award a contract to Insight through the County of Riverside
Cooperative Purchasing Agreement.
2. Authorize the City Manager to execute a three-year software license agreement
with Insight to provide Microsoft and Office 365 licenses for $240,034.37 per
year, totaling $720,103.11 over the three years.
3. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
The annual license costs will be $240,034.37 per year, totaling $720,103.11 over the
three year software license agreement (see attachment 3). The cost for the first year is
included in the FY 2022-23 budget account 001-400-2505-6217 . The costs for the
subsequent years will be requested in future budgets.
Amount Budgeted: $240,035
Additional Appropriation: None
Account Number(s): 001-400-2505-6217 (Software Maintenance)
BACKGROUND:
The City of El Segundo uses Microsoft Enterprise software to run its daily operational
activities. The software is used for server and desktop operating systems, databases,
email functionality, and a host of other business applications. Microsoft licensing is the
foundation of our software infrastructure and is essential to the following systems:
Page 76 of 224
Renewal of Agreement with Insight for Microsoft and Office 365 Licenses
February 7, 2023
Page 2 of 3
• All City of El Segundo email
• All desktops and all associated software
• All datacenter servers
• Document imaging system
• Enterprise Resource Planning, ERP- Financial System
• Fire applications
• Police Mobile Data Computers (MDC)
• Graphical Information Systems (GIS)
• Library catalog and operations system
Office 365 - A cloud based Software as a Service (SaaS) solution that includes the
following applications:
• Microsoft Exchange - Enables the city to send\receive email, and includes all
required licenses to deploy this technology
• Microsoft Office - Enables city access to deploy industry standard productivity
tools such as Outlook, Word, Excel, PowerPoint, and OneNote
• Microsoft Server - Provides the city with the required licenses needed to deploy
Microsoft servers
• Microsoft Azure - Access to cloud data
• SQL Server: large-scale database server
• Windows 10- personal computer operating system
• Windows Server: group of server operating systems
DISCUSSION:
The County of Riverside Cooperative Purchasing Agreement (see attachments 1 & 2)
allows an exception to the formal bidding requirement as described in the El Segundo
Municipal code § 1-7®9(C) allowing this contract to be awarded to Insight. This
cooperative purchasing agreement will allow the use of preexisting contracts which
have been created through a previous solicitation process. These agreements allow for
the most competitive pricing and an expedited purchasing process.
The renewal of this contract will continue to enable business across all city departments
through continued access to Microsoft server and desktop applications. Staff requests
City Council to Authorize the City Manager to execute a three-year agreement with
Insight to provide Microsoft Enterprise software licenses. The total cost over three years
will be $720,103.11.
Page 77 of 224
Renewal of Agreement with Insight for Microsoft and Office 365 Licenses
February 7, 2023
Page 3 of 3
CITY STRATEGIC PLAN COMPLIANCE:
Goal 4: Develop and Maintain Quality Infrastructure and Technology
Objective 413: El Segundo's technology supports effective, efficient, and proactive
operations.
PREPARED BY:
Jose Calderon, Information Technology Services Director
REVIEWED BY:
Jose Calderon, Information Technology Services Director
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Riverside Co -Op Amendment - Extend 2024
2. Riverside Co -Op Amendment - Original
3. Insight - El Segundo Microsoft Quote
Page 78 of 224
COUNTY OF RIVERSIDE
AMENDMENT NO. I TO THE LICENSING SOLUTION PROVIDER AGREEMENT
WITH
Insight Public Sector Inc.
Original Contract Term: 11/01/2019 through 10/31/2021
Original Contract ID: PSA-0001526
Effective Date of Amendment: 04/01/2020
Original Annual Maximum Contract Amount: $0
Amended Annual Maximum Contract Amount: $0
This AMENDMENT NO. I TO THE LICENSING SOLUTION PROVIDER AGREEMENT with
Insight Public Sector Inc. ("First Amendment"), dated as of 01 April 2020, is entered into by and between
the County of Riverside ("COUNTY"), a political subdivision of the State of California, and Insight
Public Sector Inc. ("CONTRACTOR"), an Illinois corporation, sometimes collectively referred to as the
"Parties".
RECITALS
WHEREAS, COUNTY and Microsoft Corporation ("Microsoft") have entered into that certain
Microsoft Enterprise Agreement (Master Agreement No. 8084445; the "Master Agreement"), effective
August 23, 2019, under which COUNTY has the ability to enter into one or more enrollments to order
certain Microsoft product licenses;
WHEREAS, CONTRACTOR and COUNTY entered into the aforementioned Licensing Solution
Provider Agreement Number PSA-000 1526 (the "Agreement") to provided support services to COUNTY
and its Enrolled Affiliates (as defined in the Master Agreement) for said licenses; and
WHEREAS, COUNTY and CONTRACTOR now desire to amend the Agreement for the first time
to extend the period of performance of the Agreement.
NOW, THEREFORE, for good and valuable consideration the receipt and adequacy of which is
hereby acknowledged, the Parties agree as follows:
1. The above recitals are true and correct, and are incorporated herein by reference.
2. Section 4 of the Agreement is hereby deleted in its entirety and replaced with the following:
"This Agreement shall be effective from November 1, 2019 through October 31, 2024, unless
terminated earlier (the "Term")."
Section 9 of the Agreement is hereby deleted in its entirety and replaced with the following:
"Usage Reporting: CONTRACTOR will provide to COUNTY the Licensed Support Provider
(LSP) Reporting of Active Enrollments to Master Microsoft Enterprise Agreement No. 8084445,
Select Plus Agreement No. 7756479, Microsoft Premier, Unified, and MCS Support services,
showing a list of enrollments by December 15th of each year. Forms shall be submitted
electronically to MasterMicrosoftAdmin@rivco.org. A copy of the form is attached hereto as
Exhibit D and incorporated herein by reference."
4. Capitalized Terms/Amendment to Prevail. Unless defined herein or the context requires otherwise,
BOS agenda #3.16 Approved 22 October 2019
Form #116-311 Revision Date: 01/13/2016
RCIT 3450 14t" Street, Riverside, CA 92501
Page 79 of 224
COUNTY OF RIVERSIDE
AMENDMENT NO. I TO THE, MCI LASING SOLUTION PROVIDER AGRE1",l\4FNT
wiTH
Insight Public Sector Inc.
all capitalized terms herein shall have the meaning defined in the Agreement, as heretofore
amended. The provisions of this First Amendment shall prevail over any inconsistency or
conflicting provisions of the Agreement, as heretofore amended, and shall supplement the
remaining provisions thereof.
Miscellaneous. Except as amended or modified herein, all the terms of the Agreement shall
remain in Full force and effect and sliall apply with the same force and effect. Time is of the
essence in this First Amendment and the Agreement and each and all of their respective
provisions. Subject to the provisions of the Agreement as to assignment, the agreements,
conditions and provisions herein contained shall apply to and bind the heirs, executors,
administrators, successors and assigns of the parties hereto. If any provisions of this First
Amendment or the Agreement shall be determined to be illegal or unenforceable, such
determination shall not affect any other provision of the Agreement and all SLICII other provisions
shalt remain in full Force and effect. The language in all parts of the Agreement shall be COnStIMCd
according to its normal and usual meaning and not strictly for or against either COUNTY or
CONTRACTOR,
G. E11'ecGve Date. This Firs( Amendment shall not be binding Or C011SLInlinated until its approval by
the Riverside County Board Of Supervisors and fully executed by the Pat -ties.,
IN WITNESS WHEREOF, the Parties hereto have caused their duly authorized representatives
to CXCCLItC this First Amendment.
COUNTY OF RIVERSIDE, a political
subdivision 011)lle 'State of California
By:
Richard R. Hai
Senior PI-OCUrenICIlt Contract Specialist
Dated: 9/-2_,0 ea
APPROVED AS TO FORM:
Gregory P. Priamos
County COLICISCI
us,
a Oil
Deputy C01111ty Counsel
Insight Public Sector Inc., ,In ill inois corporation
By:
Global Compliance Officer
Dated:
2
BOS agenda 113. 16 Approved 22 October 2010
Form 1016-311 Revision Date: 01/13/2016 RGrr 3460 1411, Street, Riverside, CA 92501
Page 80 of 224
COUNTY OF RIVERSIDE
AMENDMENT NO. I TO THE LICENSING SOLUTION PROVIDER AGREEMENT
WITH
Insight Public Sector Inc.
all capitalized terms herein shall have the meaning defined in the Agreement, as heretofore
amended. The provisions of this First Amendment shall prevail over any inconsistency or
conflicting provisions of the Agreement, as heretofore amended, and shall supplement the
remaining provisions thereof.
5. Miscellaneous. Except as amended or modified herein, all the terms of the Agreement shall
remain in full force and effect and shall apply with the same force and effect. Time is of the
essence in this First Amendment and the Agreement and each and all of their respective
provisions. Subject to the provisions of the Agreement as to assignment, the agreements,
conditions and provisions herein contained shall apply to and bind the heirs, executors,
administrators, successors and assigns of the parties hereto. If any provisions of this First
Amendment or the Agreement shall be determined to be illegal or unenforceable, such
determination shall not affect any other provision of the Agreement and all such other provisions
shall remain in full force and effect. The language in all parts of the Agreement shall be construed
according to its normal and usual meaning and not strictly for or against either COUNTY or
CONTRACTOR.
6. Effective Date. This First Amendment shall not be binding or consummated until its approval by
the Riverside County Board of Supervisors and fully executed by the Parties.
IN WITNESS WHEREOF, the Parties hereto have caused their duly authorized representatives
to execute this First Amendment.
COUNTY OF RIVERSIDE, a political
subdivision e Z St of California
V
By:
Richard R. Hai
Senior Procurement Contract Specialist
Dated: ` /?- - 3/ ?" �: ) -'?-, e-12
APPROVED AS TO FORM:
Gregory P. Priamos
County Counsel
M
Susanna Oh
Deputy County Counsel
BOS agenda #3.16 Approved 22 October 2019
Form #116-311 Revision Date: 01/13/2016
Insight Public Sector Inc., an Illinois corporation
By:
sanne `§teinheisci
Global Compliance Officer
Dated: 7, 0'e'
RCIT 3450 14111 Street, Riverside, CA 92501
F�
Page 81 of 224
Licensing Solution Provider Agreement Number PSA-0001526
This Licensing Solution Provider Agreement is made and entered into this 22,nd day of October 2019, by and
between Insight Public Sector Inc., an Illinois corporation ("CONTRACTOR"), and the COUNTY OF
RIVERSIDE, a political subdivision of the State of California, ("COUNTY"),
WHEREAS, COUNTY and Microsoft Corporation ("Microsoft") have entered into that certain Microsoft
Enterprise Agreement (Master Agreement No. 8084445; the "Master Agreement"), effective August 23, 2019,
under which COUNTY has the ability to enter into one or more enrollments to order certain Microsoft product
licenses;
WHEREAS, CONTRACTOR desires to provide support to COUNTY and its Enrolled Affiliates (as
defined in the Master Agreement) for said licenses under this Agreement and hereby represents that it has the
skills, experience, and knowledge necessary to perform under this Agreement; and
WHEREAS, COUNTY desires to accept CONTRACTOR's services under this Agreement.
NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of which is hereby
acknowledged, the parties agree as follows:
1. This Agreement covers all enrollments for all products licensed under the Master Agreement. All terms
and conditions of the Master Agreement, attached as Exhibit E of this Agreement and incorporated by
reference, shall apply to the purchase of related products and set -vices,
2. This Agreement is available for use by all government entities within the State of California (an "Enrolled
Affiliate") for the duration of the Term (defined below in section 4). Enrollment documents will contain
the terms and conditions specific to each entity.
3 CONTRACTOR agrees to extend the same pricing, terms, and conditions as stated in this agreement to
each and every government entity in the State of California. Terms and conditions are governed by this
Agreement, the Master Agreement, and the applicable enrollment documents for each entity. Entities shall
make purchases in their own name, make direct payment to CONTRACTOR, and be liable directly to
CONTRACTOR for all obligations,
11 COUNTY shall in no way be responsible to CONTRACTOR for Enrolled Affiliates' purchases
and obligations. COUNTY shall in no way be responsible to other entities for their purchases or
any acts or omissions of CONTRACTOR, including but not limited to product selection or
implementation, services or other related matters.
3.2 CONTRACTOR shall notify Ent -oiled Affiliate in writing of the terms and conditions, stated in
Section 11.
4, This Agreement shall be effective from November 1, 2019 through October 31, 2021, unless terminated
earlier (the "Term"),
5. Hold Harmless/Indemnification:
5.1 CONTRACTOR shall indemnify and hold harmless the: County of Riverside, its Agencies,
Districts, Special Districts and Departments, their respective directors, officers, Board of
Supervisors, elected and appointed officials, employees, agents and representatives (individually
and collectively hereinafter referred to as Indemnitees) from any liability, action, claim or damage
whatsoever, based or asserted upon any services, or acts or omissions, of CONTRACTOR, its
Page 1 of 1,1
Page 82 of 224
Licensing Solution Provider Agreement Number PSA-0001526
officers, employees, subcontractors, agents or representatives arising Out Of Or in any way relating
to this Agreement, including but not limited to property damage, bodily injury, or death or any
other element of any kind or nature. CONTRACTOR shall defend the Indernnitees at its sole
expense including all costs and fees (including, but not limited, to attorney fees, cost of
investigation, defense and settlements or awards) in any claim or action based upon Such acts,
omissions or services.
52 With respect to any action or claim subject to indemnification herein by CONTRACTOR,
CONTRACTOR shall, at their sole cost, have the right to use counsel of their, own choice and shall
have the right to adjust, settle, or compromise any such action or claim without the prior consent
of COUNTY; provided, however, that any such adjustment, settlement or compromise in no
manner whatsoever lit -nits or circumscribes CONTRACTOR indemnification to Indemnitces as set
forth herein,
53 CONTRACTOR'S obligation hereunder shall be satisfied when CONTRACTOR has provided to
COUNTY the appropriate form of dismissal relieving COUNTY from any liability for the action
or claim involved.
6. Contractor Responsibilities: CONTRACTOR will offer the following services, to each, Enrolled Affiliate
at no additional charge. It is the responsibility of the Enrolled Affiliate to determine which products and/or
services, if any, meet their needs and communicate that to the CONTRACTOR,
6,1 Provide reports showing year to date annual spend according to Enrolled Affiliate's specifications.
Frequency will be determined by each Enrolled Affiliate (monthly, quarterly, etc.).
6.2 Provide a short synopsis of why an amendment is needed and the ramification of each amendment
to an enrollment at the time of such amendment.
6.3 Provide an updated price list on an annual basis or when requested by Enrolled Affiliate.
7. CONTRACTOR's Microsoft Enterprise Agreen-tent license Subscription price attached hereto as Exhibit
A and service rates attached hereto as Exhibit B.
8. CONTRACTOR's Microsoft Enterprise Agreement Participation Form attached hereto as Exhibit C and
incorporated herein by reference.
9, Usage Reporting: CONTRACTOR will provide to COUNTY the Licensed Support Provider (LSP)
Reporting of Active Enrollments to Master Microsoft Enterprise Agreement No. 8084445, Select Plus
Agreement No. 7756479, Microsoft Premier, Unified, and DIGS Support services, showing a list of
enrollments by February 15tb of each year. Forms shall be submitted electronically to
MasterM icro so,ftAd min gcriveo.org, A copy of the form is attached hereto as Exhibit D and incorporated
herein by reference,
10, Administrative fees: CONTRACTOR will be charged .5% of the annual enrollment amount to leverage
the Riverside County Master Microsoft Agreement No. 8084445, Selcet Plus Agreement No. 7756479,
Microsoft Premier, Unified, and MCS Support services, This will be an annual fee, per enrollment
inclusive of Affiliates Shadow Enrollments. Example: A three-year aggregated agreement with a contract
amount of $300K, divisible by three years will result in an LSP Participation Fee of $50�0 annually
(100K*.5%). RCIT will invoice the Awarded LSP annually based on the enrollments verified from the
Page 2 of 11
Page 83 of 224
12,
13.
Licensing Solution Provider Agreement Number PSA,-0001526
"Reporting of Active Enrollments" list submitted by December 15th of each year. Payment is due to
Riverside County Information Technology thirty (30) days from invoice date,
10.1 Riverside County Information Technology (RCIT) will invoice the CONTRACTOR annually
based on the enrollments verified., Payment is due to RCIT within thirty (30) days of invoice date.
The COUNTY will not accept credit as a form of payment,
10.2 Failure to meet the administrative fee requirements herein and submit fees on a tirnely basis may
constitute grounds for immediate termination of this Agreement,
Conti -act Management: The contacts For this Agreement for COUNTY shall be both RCIT and Purchasing
as listed below.
COUNTY Primary Contact:
Jim Smith
3450 14th Street
Riverside, CA 92501
CONTRACTOR contact:
Pam Potter, Manager SLED Compliance
6820 S, Hart Avenue
Tempe, AZ 8,5283
COUNTY Secondary Contact,
Rick Hai
2980 Washington Street
Riverside, CA 92504
11.1 Should Contract Management contact information change, the CONTRACTOR. shall provide
written notice with the updated information to the COUNTY no later than 10 business days after
the change,
Termination:
III COUNTY may terminate this Agreement without cause upon thirty (30) days written notice served
upon the CONTRACTOR stating the extent and effective date of termination.
112 COUNTY may, upon five (5) days written notice terminate this Agreement for CONTRACTOR's
default, if CONTRACTOR refusesor fails to comply with the terms of this Agreement or fails to
make progress that may endanger performance and does not immediately cure such failure. In the
event of such termination, the COUNTY may proceed with the: work in any manner deemed proper
by COUNTY.
12.3 CONTRACTOR's rights under this Agreement shall terminate (except for fees accrued prior to
the date of termination), upon dishonesty or a willful or material breach of this Agreement by
CONTRACTOR; or in the event of CONTRACTOR's unwillingness or inability for any reason
whatsoever to perform the terms of this Agreement.
Conduct of Contractor:
13,1 The CONTRACTOR covenants that it presently has no interest, including, but not limited to, other
projects or contracts, and shall not acquire any such interest, direct or indirect, which would
conflict in any manner or degree with CONTRACTOR's performance under this Agreement. The
CONTRACTOR further covenants that no person or subcontractor having any such interest shall
be employed or retained by CONTRACTOR under this Agreement. The CONTRACTOR agrees
Page 3 of 11,
Page 84 of 224
Licensing Solution Provider Agreement Number PSA-0001526
to inforill the COUNTY of all the CONTRACTOR's interests, if any, which are or play be
perceived as incompatible with the COLTNTY's interests,
13.2 The CONTRACTOR shall not, Linder circumstances which could be interpreted as an attempt to
influence the recipient in the conduct of his/her duties, accept any gratuity or special favor from
individuals or firms with whom the CONTRACTOR is doing business or proposing to do business,
in accomplishing the work under this Agreement.
133 The CONTRACTOR or its employees shall not offer gifts, gratuity, favors, and entertainment
directly or indirectly to COUNTY employees,
13A CONTRACTOR shall establish adequate procedures, for self -monitoring and quality control and
assurance to ensure proper performance under this Agreement; and shall permit a COUNTY
representative or other regulatory official to monitor, assess, or evaluate CONTRACTOR's
performance under this Agreement at any tirne, upon reasonable notice to the CONTRACTOR.
14, Independent Contractor/Employrnent Eligibility/Non-Discrimination:
I d., I The CONTRACTOR is, for purposes relating to this Agreement, an independent contractor and
shall not be deemed an employee of the COUNTY. It is expressly understood and agreed that the
CONTRACTOR (including its employees, agents, and subcontractors) shall in no event be entitled
to any benefits, to which COUNTY employees are entitled, including but not limited to overtime,
any retirement benefits, worker's compensation benefits, and injury leave or other leave benefits.
There shall be no employer -employee relationship between the parties; and CONTRACTOR shall
hold COUNTY harmless from any and all claims, that may be made against COUNTY based upon
any contention by a third party that an employer -employee relationship exists by reason of this,
Agreement. It is further understood and agreed by the parties that CONTRACTOR in the
performance of this Agreement is subject to the control or direction of COUNTY merely as to the
results to be accomplished and not as to the means and methods for accomplishing the results,
1.4.2 CONTRACTOR warrants that it shall make its best effort to fully comply with all federal and state
statutes and regulations regarding the employment of aliens and others and to ensure that
employees performing work under this Agreement meet the citizenship or alien status requirement
set forth in federal statutes and regulations. CONTRACTOR shall obtain, from all employees
performing work hereunder, all verification and other documentation of employment eligibility
status required by federal or state statutes and regulations including, but not limited to, the
Immigration Reform and Control Act of 1986, 8 USC. § 1324 et seq., as they currently exist and
as they may be hereafter amended. CONTRACTOR shall retain all such documentation for all
covered ernployces, for the period prescribed by the law.
14.3 CONTRACTOR shall not discriminate in the provision of services, allocation of benefits,
accommodation in facilities, or employment of personnel oil the basis of ethnic group
identification, race, religious creed, color, national origin, ancestry, physical handicap, medical
condition, marital status or sex in the performance of this Agreement; and, to the extent they shall
be found to be applicable hereto, shall comply with the provisions of the California Fair
Employment and Housing Act (Gov. Code 12900 et. sect)', the Federal Civil Rights Act of 1964
Page 4 of 11
Page 85 of 224
Licensing Solution Provider Agreement Number PSA-00( 01526
(P.L 88-352), the Americans with Disabilities Act of 1990 (42 US,C, S 1210 et seq.) and all other
applicable laws or regulations,
15. Entire Agreement: 'This Agreement, including any attachments or exhibits,, constitutes the entire
agreement of the parties with respect to its Subject matter and supersedes all prior and contemporaneous
representations, proposals, discussions and communications, whether oral or in writing. This Agreement
may he changed or modified only by a written amendment signed by authorized representatives of both
parties.
IN WITNESS WHEREOF, the parties hereto have caused their duly authorized representatives to execute this
Agreement.
COUNTY OF RIVERSIDE, a political
subdivision of the State of California
. ....... . . . .
-54
By: �X -'._ ........... .
Kevin Jeffries, Chairman
Board of Supervisors
Insight Public Sector, Inc., an Illinois Corporation
Ry.:"
John Carnahan
Sr. Vice President of Business Development
Dated: 0("T 2, 2 2019, Dated: �' 0 - 11 1
ATTEST:
feria Harper
Clerk of the Board
"I
By: MAI(a�' 11
Deputy
APPROVED AS TO FORM:
Gregory P. Priamos
County Counsel
B y:
sarma Oh, Deputy County Counsel
Page 5 of 1,1
2 P) 2019
Page 86 of 224
Licensing Solution Provider Agreement Cumber PSA-0001526
Exhibit A
Microsoft Enterprise license subscription and services
Line
Description
Price Level
Markup % li
Enterprise Onlinc Services" (including Full USLs, From SA USLs,
Add-ons and Step Ups) M365 E3 and E5, Enterprise Mobility +
Level D
l
Security E3 and E5, Office 365 Enterprise El or E3, Windows 1.0
Minus 2%
.75
Enterprise E3 or E5.
2
Enterprise Products Office 365 Pro Plus, Windows 10 Enterprise,
Level D
75
"
Care CAL Suite, Enterprise CAL Suite.
Additional Products M365 F1, M365 E5 Compliance, M365 E5
3
Security, Office 365 Enterprise Fl, Propect Online, Visio Online Plan
Level D
.75
1 or Plan 2, Dynamics 365, Azure, SQL Server, Windows Server, etc.
Server and Tools Product (applies to Server and Cloud Enrollments
4
only) SharePoint Server, SQL Server, BizTalk Server, Visual Studio,
Level D
75
Core Infrastructure Suites, etc.
5
All products for Select Plus Agreement No.7756479.
1.00
6
Microsoft Premier Support
I ,00
7
Microsoft Unified Support Services
1.00
€8
Microsoft Consulting Services
L00
Page 6 of 11
Page 87 of 224
Licensing Solution Provider Agreement Number PSA-00:01526
Exhibit B
License Support Provider (LSP) service rates
3
Machine Learning
Yes
$275
iings
Yes
$275
5
Globally distributed data
Yes
$275
6
OSS Databases
Yes
$275
7
Cloud Scale Analytics
Yes
$275
8
Data Platform Modernization to Azure
Yes
$275
9
Windows Server on Azure
Yes
$225
10
11
12
Security & Management
Datacenter Migration
Modern Business Intelligence
Yes
Yes
Yes
$225
$225
$285
Biz Apps,
I
Customer Service
Yes
$265
2
Field Service
Yes
$265
3
Marketing
Yes
$265
4
Talent
Yes
$26,5
5
Finance and Operations
Yes
$265
6
Business Central
Yes
$265
7
Power A
Yes
$265
8
Power BI
Yes
$265
Apps and Infrastructure
I
Azure Stack
Yes
$235
2
High Performance Compute
Yes
$235
3
4
Cloud Native A using Serverless
Modernize A
Yes
Yes
$235
$235
5
SAP on Azure
Yes
$235
6
Linux on Azure
Yes
$235
7
Dev Ops
Yes
$235
8
Business Continuity & Disaster Recovery
Yes
$235
9
Windows Server on Azure
Yes
$235
10
Security & Management
Yes
$235
11
Datacenter Migration
Yes
$225
Page 7 of 11
Page 88 of 224
Licensing, Solution Provider Agreement Number PSA-,0001526
Exhibit B (cont.)
License Support Provider (LSP) service rates
Une
Description
Certified
Competency
(Yes/No)
Hourly Rate
I
Modern Workplace,
User Adoption & Change Management
Yes
$210
2
Security
Yes
$222
3
GDP R & Compliance
Yes
$222
4
Teamwork
Yes
$215
5
Calling & Meetings
Yes
$222
6
Modern Desktop
Yes
$215
7
Office 365 Migration Assistance
Yes
$215
7a
Mail
Yes
$215
7b
Teams
Yes
$215
7c
SharePoint
Yes
$215
7d
OneDrivc
Yes
$215
Page 8 of 11
Page 89 of 224
Licensing Solution Provider Agreement Number PSA-0001526
Exhibit C
Microsoft LSP Participation Form
DAVE ROt GERS
JENNIFER HILSERACIO
Assisisiat Chlet Executiwe Officar
EntefO1110 APPlkatlom OUMOU
010 Informalton officaf
QU§TAVOVAZQUE2,A*O
'Z
Converged OrAmuffleationsi Bueeau
JIM SMITH
PUbfic Safety EnOrprise
Irechnalogy Sawkes Rureou
o ge
Microsoft LSP Participation Form
(RFQ fiRTWO-2020-RI'"Q-0000048 AttaclunctIt 3)
Complete tih is formi and return to:
1110M
C*mpany Name: Insight Public 8actor inc.
Payment should bemade to:
Riverside County Information Technology
3460,14th Street, Fourth Floor
Riverside, GA 92601
County offliverside TIN #� 95�6000930
Name: Steve Dodenhoit Title, j!Kg§ldent, Insight Np jjqa_
AddreBs, 1; 1 Avenue
City: TOmp Zip Code: 400,3313020
4W7607002--Email:
The County of Riverside is the host of the Microsoft Master Agreement No. 8084446. All questions regarding
the products ands Wensing should be directed to Wcrosofi,
By signing below, I am agreeing to pay the participation fees for each enrollment that is established by
laveragIng the County of Riverside Master Agreement in accordance to the schedule referenced an RFQ
#RIVCO-2020-1`1170-0000048 and any subsequent contracts and I or amendments.
By signing below, I also agree that alt enrollments w4l be submitted to Microsoft direct, to report enrollment
activity and comply to the payment schedule per RFQ #RIVCO-2020-RFQ-0000048 to Riverside County
Information 'Technology..
Please reference the remltta ce information above for where to $and the payment Failure to comply may
result In the ard ba"Frigi rescig ecl,
September 12, 2019
Date
Steve Dodenhoff President, Insight North America
Printed Name Title
Page 9 of 11
Page 90 of 224
i
Page 91 of 224
Licensing Solution Provider Agreement Number PSA-0001526
Exhibit E
Master Agreement
Attached include the followings:
1) Signature Form
2) Microsoft Enterprise Agreement
3) Microsoft Enterprise Agreement Amendment
Page 11 of 11
Page 92 of 224
Microsoft Document Headersheet
* This is for informational ptirposes only *
(Msu 5-0000004275258
Tracking
N timber)
0
22EID—e - Signature Form
Do not modify the formatting or spacing of this Form above this text
Subsidw y
Country,: United States
LAR/LAD/ESA:
Insight Direct USA, Inc.
ProgramNersion
EA 6 2016
Account Mlana-qeF Name / Alias:
(Scanning Code)
ACCOUNT: County of Riverside,
Outsourcer Name:
Business Agreement Number:
Master Agreement Number: 8084445
Agreement Number
Purchase Order Number:
8/2312019 9:42:56 PIM
1,
Page 93 of 224
I
0
U,
Microsoft
&MAJ1013SAmimher
Aqrp.elrrelkl ryunahwr FOY444S
Volume Ucensing
F W kayl ::-oa
Noto� Erfler the, applicable active, numbers 'nssociated with the documents bplow, MiGil-risaft roquitas
the associated 2cfive number be Indicated here, or lisled below as new,
For the PLYPOSeS of this forma, "Customer" can meal) (lie signing enlity, Enrolled Affiliate,
Government Pnrtner, lin-5titution, or Other party ontefing Into a volume Ilronsing program agrueni
ThIs signil iorm and all contract documents idendfied In the table below are entered into between
the Cuslomerand tho Microsoft Affiliate signing, as: of tho r--ffcctivc data iden6ficd bololill
'Z"
_fnj!erprise Agreement
:4't
24-�V 1�5
.1
'S' I - "
'Ohoo,sp A reemenill.,
Document Number or Code
<Ghooso Agreomeni
Dociimcnil Number or ii
-f�ghoqLe �Aqreerllenl>
Document Number or Code
<CI)oose Aueernonir>
eChoose GairralpGr7t n9lF ec islrsti ra>
DOOLIMent Number or Code
ulriiS;r U'rldoae'
<Chuose Enrolliriant/Regisiration>
-bo'�U'rnlent�
DrjuwneW Number or Code
<0-hoose Enrollment/Regisitratbri>
Occument Number or Code
<Ci EilrollmentIlRegistration>
Document Number or Code
<Choose Enroll nt/Registration>
'Aniendment to Contact Documents,
Document NUmber or Code
CTM-CPT-0FT-fVKjjie�Y-L-
by signlng below, Customer and the I-Acrosiol't Affiliate agree that both parties (1) have received, rood
and utWerstand the above contract docuiinerim, including any websRes or documents incorporated by
reference and any annendmenis and (2) agree to be bound by the terms Of all sLjrh documents.
Name of Entity {rii t 1) ale 1 e ifity nanie)' Counly of Riverside
Signature" 7),
Printed First and Last Name' I-- S" -1
Priked Tjt1e5r--
Signature Date'
0/
Tax ID
`Incilicales requirpirl rjeld
page. I of-)
MUM
Page 94 of 224
Microsoft Corporation
Printed First and Last Name
Printed Title
signatum Date
Agreement Effective Qate
(may be OfilereW than iAvcsrjf1 da!o)
optional 2"" Customer sly nature or Outsooreer signature (If applicable)
Name of Entity (must ire legal entity nAnjo),
Printed First and Last Narnel
Printed Title
Signature Date'
'illdiC,11(18 WqUk6d U01d
ro
Name of Entity (must he legal ontity, name)"
SignaturO
Printed First and Nast Name'
Printed Title
Signature Date'
,it tillica tes tum lired fiWal
HCUStomer requires physlcal inedlo, adtllilonll conlFirts, or i- J'OpOffiOg MUMPIC- pj,evious Enrollments,
InClUE113 the npproprlaio f0rM(s) Vjlh 111i', Signature farm.
After this signa tt ire form is sigincd by the, &mtomer, %end N and the Corilracl DOCUMPWS to Customer's
Oiannef parinerorMicros6ft acCOUnt olanbgef, WhOMUSI 51.11MIlt then) to the following oddresq, When
Me $1911MU!Fe fOR11 IS IUIIY eXOCLO(l by Mcfosoft, Customer will receive a conNitnallon copy.
Microsof( Cotporation
Dept. 551, Volume Licehsln(l
6100 Neil Road, Suite 210
Reno, Nevado 89511-1137
USA
Page 2,rit 2
Page 95 of 224
Microsoft bocument Headersheet
* This is for inforTationat purposes only *
qqgjyR-e� AWMMW Ageeement"
I
uo nor rnowry trie rorma ! tung or spacing of tivs Vorm above this text
§jub;7M ldia Account Manager Name /Alias:
Country: United States
LARIAD/ES&,
Insight Direct USA, Inc.
ProararnNersion
EA 6 2016 1 (Scanning Code)
ACCOUNT: County of Riverside
Outsourcer Name:
Business Agreement Number;
Master Agreement Number: 8084445
Agreement Number-,
Purchase Order Number:
8123140 19 9.42;0 11 rM
Page 96 of 224
1\4 i cro- 5 oft Vokiire 1-icensing
Enterprise Agreement State and Local
Not im will I thivq5till RosineRs AgmFiiieril wMitisoil H11!5ht1,s% and flou-Jups, Aipp.F.TuRrfl
This Mtcrosoff Enterprise Agreement ("Agrdement") is entered into between the entities identified on the
Signature form'.
Effective date, The effective date of this A&enient is the earliest effective date of any Enrollment entered'
into under this Agreement or 1he date Mlcm§oft accepts this Agreement, whichever is earlier,
This Agreement consists of (1) these Agreement terms artrl conditions, inGlUding any amendments and the
signature formand all attachments identified therein, (2) the P(OdUctTerfins applicable to Products licensed
Linder this Agreerrieril, (3) the Online Services Terms. (4),any Affiliate Enrollment entered Into under this
Agreement, and (5) any order submitted under this Agreeme'rit.
Please note: DOCLO-AelltS referenced in ibis Agreement but not attached to the signature form may be found
at and are incorporWed in this Agreement I-jy refere?nce,
inckiding the Product Terms and Use Rights. These (10GLIments may contain additional terms and
conditions for Products ficensed under this Agreement and may be changed from time to Wine, Customer
should review such documents carefully, both at the tirrie of signing and pedadicinfly thererifter, and fully
understand all tOrns and conditions applicable to PfOCILICIS licensed,
1. Definitions.
"Affiliate" means
a, with regard to CUStOffler,
any government agency, depal'Irrient, office, instrumentalily, division, unit or other entity of
the sielle or local governrpent that is supervised by or is part of Customer. or which
supervises CLIstonieror of which Customer is a port, or which is Under common supefVisiop
with Customer;
(it) any county, borough, conrir� onwoalth, city, rfll.irlidPaRy, town, townsNp. special purpose
district, or other similar type; of governmental instrurneritility established by the laws of
Customer's state and located within Oustorners state jurisdiction and geographic;
boundaries; and
(11) any other entity In CUstomdr's state expressly aLlthorized by the laws of Customers stale
to purchase under state contracts: provided that a state slid its Affiliates shall not, for
PL1J`l)QSeS Of this d0finitiOn, be Considered to be Affiliates of the fede(all government and its
Alflilates; and
b. With regard to Kcrosofl, any Idgal entity that NlticrosoN owns, that owns Microsoft, or that Is
under common ownership with Microsoft.
""Customer' means the legal entity that has entered into this Agreernent with Microsoft,
"CustojnF-r Data" means all dale, inGlUding a 1 11 Lexl, sound,soliware, image, or video files that are provided
to Microsoft by, or on behalf of, an Cm-olled Affiliate and its Affikates through use of Orifine Services.
"day" means a calendar day, except for references, that specify "busli-less clay".
"Enrolled Affiliate," nieaos ,in enfliy, 6thor Customer or any one of Customer's Affiliates that has entered
Into an r-nroflment tinder this Agreement, I
H'A20 I OAy (US)Nl.G(Lf1 G) tNov2l) 10)
R190 I of I I
llo(nKnent X20-102f/. I
... . ........... . .......... ..
Page 97 of 224
"ErimIlment" means the document that ar) Enrolted Affiliate submits under this Agreement to place orders
for Products,
"Enterprise" means an Enrolled Aff1hate, and the Affiliates for which it is responsible and chooses on its
Enrollment to iflClUde in its enterprise.
'Fixes' means Product fixes, rnodifications or enhancements, or their dorivotives, that Microsoft either
releases generally (such as Product service 1packs) or provides to Customer to address a specific issue.
"License" means the right to download, install, access and use a ProdUCt. For ceflain Products, a License
may he available on a fixed term or subscription basis ("Subscription License"). Licenses. for Online
Setvic,es will br- considered Subscription Licenses,
Wicrosoft" means the Microsoft Affiliate tht has �--ntered into this Agreement or an Enrollment and Its
Affiliates, as appropriale,
"Online Services" means the Microsoft-hosid I (f services Identified as Online Services in the Product Terms.
"Online Services Terins" nle2nS the addiflInal terms that apply to CLIStOMP,1"S Li$e Of Cintille Services
pubfishod on the Volume Licensing Site and'uprIaled from linne lo time.
"Product" means all products Identified in the Product Terms, such as all Software. Online Services and
other web -based SeNiCeS, I11CW(ling pre-release or beti versions.
"Product Terms" rneans Me document that pi-ovides. Information about Microsoft ProdUCts, @11(1 Professional
Services available through volume lIcensing, The Product Terms document is published on the VOILIMP
Licensirig Site and Is updated froth time to time.
"SLA" nreans Sevvice Level Agrearnent, which specifies the minimurn service level for Online Services and
IS published on the Volume Licensing Site,
"SoftWarel" means licensed copies of Mlcrosdlt software Ideritifled on the Product Terms, Software does not
Include Online Services, but Software may be part of on Online Service,
"Sciftware Assurance" is an offerInq by Microsoft that provides new version rights anti other benefits for
Products as fur[her described in the Product Terms,
'Trade Secret" means information that is not generally known or readily ascerlatnable to the public, has
econornic value as a result, and has been Subject to, reasonable Steps Linder the cir6urnsfances to inainlain
it,, secrecy.
Use" or "run" means to copy, install, usleac cess, display, run or otherwise interact.
"Use Rights" means the use rights or terms of service for each Pi-OdUCt published on the Volume Licerrsing
Site and updated from time to time. The Use Rights supersecle the terms of any and user licerise agreement
that accompanies a Product, The Use Rights for Software are published by Microsoft In the Product Terms.
The Use Rights for Online Services are pirbl,rshed in the Online Serviccs Terms,
Volume Licensing Site," means or a successor site,
Z How the Enterprise pro fern works.
I
a. General. The Enterprise program consists of the terms ana conditions on which an Enrolled
Affiliate may acquire Product licenses. Under the Enterprise program, Customer and !I-,
Affiliates. mny order Licenses foil, Products by entering into Mirollrriehls,
1). Lrivollnients. The Enterprise program gives Custorrier andJor its Affiliates the ability [0, enter
Into one or more Enrollments to -order Products. Subscription Enroll merits may be available for
some of these Enrollments. r'40lwithslandlrig any other provision of this Agreement, only
Enrolled Affiliates identified in an Enrollment will be responsible for complying with the terms
of that EnroHrnent, including 1h I e terms of this Agreement incorporated by reference in that
Enro[lorent.
P,mjp. 2 ill I s
Dorunehil X2(l-1f)?Cj9
Page 98 of 22-�
c, Licenses. The types of Licenses available are (1) Licenses oi)jaIljCd under Software
Assurance (L&SA), and (2) SuInkription Licenses, These License types, as well as additional
License Types, are further described in the Product List,
a. License Grant. Microsoft grants the Enterprise a norm -exclusive, worldwide and limited right
to download, install and' use software Products, and to access 9flid Use the Online Services,
each in the quantity ordered under an Enirdirrient, The rights granted are subject to the terms
of this Agreement, the Use Rights and the Product Terms. Microsoft reserves all rights not
expressfy granted in this Agrper,hen(,
1). Duration of Licenses. Subscription Licenses and arrest Software Assurance rights are
temporary and expire yjiiz�ljj thel applicabIle Enrollment is torminated or expires; unless the
Enrolled Affiliate exercises a bu-C!Llt Option, which is available tor sonle SLibscription Licenses,
Except as otherwise noted in (he applicable Enrailment or Use Rights, all other Uceases
become perpetual only when a0 payments for that License have been made and the initial
Enrollment term has expired,
cu Applicable Use Rights,
(i) Prodkicts (other than Onlinie Services), The Use Rights In effect oil the effective date of
the appi icabIe C- nrollment term will apply to Enterprise's use of the version of each Product
that is current at the tirne. For future versions and new Proctucts, the Use Rights in effect
when those versions and Products are first released Will apply. Changes Microsoft makes
to file Use Rights for a parti&ilar version will not apply unless the Enrolled Affiliate chooses
to have those changes apply. The Use Rights opplicoble to perpetual Licenses that were
acquired Linder a previous agreement or Enrollment are determined by they Agreement or
r=riroflmenl under which they were aCqUired. Renewal of Software Assurance does not
change which Use Rights apply to those Licenses,
(11) Online Services, For Online Bervices, the Use Rights in effect on the subscription start
date will apply for file subscription term as defined in the Product Terms,
,I. Downgrade rights. Enrolled Affiliate May use all e0l`HVversion Of a P(MILICI other iharl Onfifle
Services than the version that is current on the effective (late of the Enrollment, For Licenses
acquired in the current Enrollment form, the Use Rights for the current version apply to the use
of the earlier version. If the eailfier Product Ver$iOl) includes lealtnes that are not in file new
version, then time Use Rights applicable to the earlier version apply with respect to those
features.
e. New Version RIghts Linder, Software ASSUranco, Enrolled Affiliate Must order and Mairltaln
continuous Software ASS U rance 'cove rage for each License ordered. With Software Assurance
coverage, Enterprise al.itornalic6llly has the right to use a nevi version Of a licensed PrOdUCt as
soon as it is release(], even if En;lalled Affiliate chooses nal to use file new version ininnedialely.
(1) Except as otherwise permitteI
d Linder an Enrollment, use of the new version will be Subject
to the new version's Use Rights.
(H) If the License for the earlier version of the Product is PPrPe(Llal at the time the riew version
is released, the License for the riew version will also be perpetual. Perpetual Licenses
obtained thrOLIgh Soflware Assurance replace any peipeftial Licenses for file earlier
version.
L License confirmation, This Agreement. the applicable Enrollment, Enrolled Affiliate's order
conhrinalron, and any documentation evidencing Iransfers Of PC-rpCtLIaI Licenses, togelher wilh
proof of payment, will be Enr6fled AffiliMe's evidence of all Licenses obtained Linder an
EnrDlIniont,
EA201 BAgi(LJS)SLCFNGl(N(w20l6)
Paon I of ] I
UOWMCd XW-10209
Page 99 of 224
9. Reorganizations, Go Illsol idafl oils and privatizations. if tho number of Licenses covered by
,an Enrollment changes by more than fell percent as a result of (1), a reorganization,
consolidation or privatization of an entity or an operating division, (2) a privaflzation of an
Affiliate or an operating division of Enrolled Affiliate or any of its Affiliates, or (3) a consolidation
including a rnerger, with a thlrd bafly that has an existing agreement or Enrollment,
Microsoft
will work with IEnrolled Affiliate in good faith to deteimine how to accommodate its changed
circumstances in the context of This Agreement.
4, Making copies of Products and re -imaging rights
a. General. Enrolled Affilinte ma! malte as many coptas of Products, as it needs to distribute
them within the Enterprise, Copies MOM be (1110 -and complete (including copyright and
trademark notices) froill mastericoples obtained from a Microsoft approved fulfillment Source,
Enrolled Affiliate may use a third party to make. these copies, btit Enrolled Affiliate agrees it will
be responsible for any third party's actions. Enrolled Affiliate agrees to make reasonable efforts
to notify Its employees, agents. and any other inciNiduals who use the Products that the
Products are licensed from Wcro'sofl and subject to the terms of this Agreement.
b. Copies for training/evalklation, and back-up, For all Products other than Online Services,
Enrolled Affiliate may: (1) use 6p to 20 cornplirnentaty copies of any licensed Pl'OdLlCt in a
dedicated training facility on its premises (Or purposes or training on that particular Product„ (2)
use tip to 10 complimentary copies of any Product's for 8 60-day evali.WtiDn period, and (3) use
one complimentary copy of any licensed Product for b2d<-up or archival Purposes for each of
its distinct geographic locations, Trials for Online Services may he available if specified in the
Use Rights,
c. Right to re-linringe. Ill certain c�scs, ie-ii-naging is permitted using the Product media. If the
Microsoft Product is licensed (1) from an original equipment manufacturer (OEM), (2) as a ftill
padcaged FrCCILJICI through a retail Source, or (3) under mother Microsoft program, Itien media
provided Undeir this Agreement'rn2y qellel'tAy be used to create images for use in place of
copies provided, thrOL1911 that separate source, This right j,, rm16tion@1 upon the f0lloWingW
(j) Separate Licenses rnusf be acquired from the separate source for each Product that its re -
imaged,
(If) The Product, language, Verion, -and components of the copies made inusl be identical to
the Pl'OdLIC1, language, vers�lon, and rill components of the copies They replace orld the
nurntier of copies or hisllanci s of the re -imaged Product permitted remains the same.
(Ill) Except for copies of an ape'rating system and copies of rrodUCtS licensed under another
Microsoft program, the Product type Upgrade or full License) re -imaged n1list he
identical to the Product type licensed from the Separate Source.
(liv) Enrolled Affiliate must adhere to any Piroducr-specffic processes or requirements for re -
imaging identified in the Product Terms,
Re -imaged Products remain subject to the lerms and use rights of the License acquired fram
the separate source. This subsection does not create or extend arty Microsoft warranty or
support obligation. I
5. Transferring and reassigq,ing Licenses.
a. License transfers. License Ira nsfers are not permitted, except that Customer or an Enrolled
Affiflate may transfer only fully-priid 1perpetkial Licenses toy�
(I) an Affiliate, or
(h) a third party soely in corinection wilh the transfer of hardware or employees to whore the
Licenses have been assigntid as part of (A) n privatization of an Affifiate or agency or of an
LA20 I I 13;
Pago 4 of 1 -1
PoCwilLul X20- 10209
Page 100 of 224
operating d1vislon of Enrolled Affiliate or an Affiliate, '(B) a reoig@nIzation, or (C]i a
conso4dation. I
Upon such transfer, CUS110111,01"or EnroVed Affiliate MUSt Uninstall and OiSUOntinUe using the
lioensed T2rodLICI and render any copies unusable,
1). Notiflicatiori of License Transfer. Enrolled Affiliate must notify Wrosoft of a License transfer
by complefing a license"' transfer form, which can be obtained from
anti sending the completed fdml to Microsoft
before the License transfer. No License transfer will be valid Ulitess Enrolled Affifiale provides
to the transferee, and the transferee accepts in writing, dOCUrnerit5 sufficient to enable the
transferee to ascertain the soo0e, purpose and limilatIons of the rights granted by Microsoft
under the licenses being transferred (inclUdingthe applicable We, nights, Use and fraiisfer
re5triclion,q, warranties and limitations of liability'}..any License transfer not made in compliance
with this section will be void. I
c. Internal Assignment of Ucenses and Software Assurance. Licenses and Software
Assurance must be assigned to a single userordevice within the Enterprise. Licenses and
Software Assurance may be reassigned within the Enterprise as described it) the Use Rights,
6. Torm and termination.
a. Terni. The term of thisAgreerrignt will,be 36 hill calendar montlis from the effective date unless
terminated by either party as d4cribed hielow. Each Enrollment will have the term provided in
that Enrollment. I
b. Termination without cause, Ether party may terminate this Agreement, WithOUt CaUS0, Upon
60 days'wrMen notice, In the event of termination, new Enrollments will not he accepted, but
any existing Enrollment will continue for the term Of such Enrollment and will continue to be
governed by this Agreement.
c, Mid -torn termination for non-tapproprintlon of Funds, Enrolled Affiliate may terminate this
Agreement or an Enrollment without liability, penalty or furthe ' r obligation to make payments if
funds to nial(e payments under the Agreernent or Enrollment are not appropriated or allocated
by the Enrolled Affiliate for such'piurpose.
cl, Termination for cause. Without lir0ing any other reitledies it may have, 61her party may
terMinate an Enrollment if th6 other party Linateriafly breaches its obligations Linder INs
Agreement, inducting any obligation 10 submit orders orpay invoices, Except where, the breach
is by its nature not curable within 30 days, the terminating party must give the other party 30
days' notice of Its intent to terminate and an opportuntty to cure the breach,
If Microsoft gives such notice to an Enrofled Affiliate, Microsoft also will give Customer a copy
of that irofte and Customer agrees to help resolve the breach. If the breach affects other
Enrollments and cannot be resolved between Microsoft and Enrolled Affiliate, together with
Customer's help, within a reasonable period of time, Microsoft rnay terminate this Agreement
and all 11111'01117lentS Linder it, If an Enrolled Affiliate census to be Customer's Affiliate, it Must
prornplly notify Microsoft, and f�icrosoft may terminate the former -Affiliate's Fnrollmeirl. If an
Enrolled Affiliate: lerininates its �nrollnnent as a reSLIJI Of 2 breach by Microsoft, or ff Microsoft
terminates an Enrollment because Enro"ed Affiliate ceases to be Customer's Affiliate, then
Enrolled Afffllate will have tile early terminaflorl rights described in the Enrollment.
e, Early teriininatiori. 11 (1) an Enrolled Affiliate terminates its Enrollment as a result of a breach
by Microsoft, or (2) if Microsoft terminNes an Enrollrnent because the Enrolled Affillate has
ceased to be an Affiliate of Customer, or (3) Enrolled Affiliate terminates an Enrollment for non-
approprlaUon of funds, (it (4) Mic c rosoft terminates at) Enrollment for non-payment due to non -
appropriation of fLiFids, then the Enrolled Affiliale will have the following options:
(I) It may inimediately pay the total remaining arriatint due, inclioding aH im;iallinents, in which
case, the Enrolled Affiliate will have perpetual rights for 911 Licenses it has ordered.- or
FA20 L Paqe 5 of I i
Dnl; Pf 11H.fis X20. 1 M09
Page 101 of 224
(H) 11 may pay only amounts dud as of the teirnination date, In which cziso the Enrolled Affiliate
w, ill have perpetlial Ucenses for:
,l) all copies of Products (Including the latest version of ProCILICtS ordered) kinder SA
coverage In the current t ' ern)) for which payment has been made in full, and
2) the number of copies of Product$ it has ordered (including the We,&,t version of
Products ordered tinder Software Assurance coverage in current term) that is
proportional to the total,of installment payments paid versus total amounts due (paid
and payable.) If the early termination had not occurred,
(iR) to the case of early termination Linder SlUb5cr-Iplioni Enrollments, Enrolled Affiliate will have
the fQll,Dwlng options: I
'I) For eligible Products, Dirolled Affiliate may oblain perpetual Licenses is descrlbed In
the section of the Enrollment titled "BUY-01.1t optlon," provided that Microsoft receives
the kly-out order for those Licenses within 60 days after Enrolled Affiliate provides
notice of termination,
2) In the event of a breal,;) by Microsoft, 11 Custoinel, chooses not to exercise I buy-01.11:
option, Microsoft will iss,tie Enrolled Affilalte a credit for any amount paid in ofivance
for Subscription Licenses that the Enterprise will not be able to use to do the
teirilirlaficiri of file Enrollm-ent,
I
Nolhing in this section shall affecl peipeftial License frights. acquired' either in -:i separate
agreement or in a prior term of the ternilriated Enrollment.
f, Effect of Larroinallon or expir,a.ilon. When an Enrollment expires or is terminated,
(i) Enrolled Affiliate must order Licenses for all copies of PiroCILICtS if has rani for whlch it has
not previously SUbml(ted an order. Any and all unpaid payments for any order of any kind
rernain due and payable, Exoepl as provided in the sikqection titled "Early lerniination,"all
Unpaid payments for Licenses immediately become due and payable,
(II) Erimlled, Affiliate's riqht to Software Assurance henefiIS Under this Agreement ends if it
does not renew Software Assurance,
U. Modification or terrinination, of! a ii Online Seirvice for regulatory reasons- Mici'asofl. rnay
modify or terminate an OnIlne; Service Where there is any current or IlUtLire government
feql.11reniemt or obligation than 1(1) subjects kllcrosoft to any regulation or reqUiremeni not
generally applicable to buslnesses operating in the Jurisdiction; (2) presents i hardship for
Microsoft to continue operating the Online Service without rriodfflcaflan„ andlor (3) causes
Microsoft to believe these terms or the Online Service: may conflict with any such requirement
or obligation, f
11. Program updates,, Microsoft m ll�
' may make changes to tifs program Mal wifl make it necessary
for Customer and its Enrolled Affiliates to enier into new agreements and Enrollments at the
time of an Enrollment renewal,
7. Use, ownership, ri,ghts, an I d restrictions.
I
a. Products, Unless omerwlse specitied to a supplemental agreement, use of any Product is
governed by the Use Rights s�ecific to ead'i Product and version and by the lerrns of the
applicable supplemental agreenient,
b. Fines, Facia Fix ls licensed Linder the s8me leans as the Product to which It applies, If a Fix is
TICIt provided for a specific ProdLlCt, any Use rights Microsoll provides Wth the iFix will apply.
c, Non -Villicrosoft soften are a nd technology, Enrolled Alfifiale is solely responsihle I'm, any non -
y
Microsofl software or technology that it Inslalls or ors e-swilh the PI'DC10S, er
r rlXeS.
r7 q ,e C,
Darkioienl X20-10209
Page 102 of 224
01, Restrictions. Enrolled Affiliate 1110st riot (and is riot licensed to) (1) reverse engineer,
decompile, or disassemble an Product or Fix; (2) Install or use nori-fAicrosol'I sciflware or
technology in any way that would subject Microsaft's intellectual property or technology to any
other license terms$ or (3) wo I ek around any technical flinflations, in a Product or Fix or
restrictions In Product documentation, Customer most not (and is not licensed to) () separate
and run pads of a Product or Fix oil rniore than One device, upgrade Or downgrade parts of a
Product or Fix at different times, ortransfer ports of a Product or Fix separatolyn or (di) distribute,
sublicense, rent, iease, lend and Products or, Fixes., In whole oir iii part, or use therm to ciffer
hosting services to a tlrird party.
e, Reservation of rights. PrOdUrtS and Fixes are protected by copyright and Oliver intelleCILIN
properly rights Wws and inlerhational treaties. Microsoft reserves all rights, not expressly
granted in this agreement, No rights will be granted or implied by waiver or estoppel, Rights
to access Or arse Software on a rJevice do not give Customer any right to lil-rplernent Microsoft
patents or other Wcrosofl lo[ellectual property In the device itself or to any other software or
devices.
"Confidential Informaiiion" is non-public information that Is desi ' gnated 'confidential" or, that a reasonable
PefS,011 Should underst6nd is confidential, including Customer Data. Confidential Information does not
lrickKle inforination that (a) becomes publicly available wflhoul a breach of lhis agreement, (b) the
receiving party received laWfUlly from another source withoW a confidenflalfty obligation, (c) is
independently developed, or (d) is a cornwreM or suggestion volunteered about the other party's
business. products or services.
Each party will take reasonable steps to protect the other's Confidential Information and Will use the other
party's Confidential Information only for purposes of Ole parties' business relationship, Nafther party will
disclose that Confidential Information to third parties, except to Its employeas,Affiliaies, conlractors,
advisors, and consultants ('Reforesenthfives') and then only oil a need-to-knnw, basis Linder nondisclosure
obligations at least as protective afi this agreonlent, Each party remains responsible ror the use of Ilia
Confidential Information by its Representatives and, in (lie event of discovery of any unakahorized use Or
djSCIOSL]re" alust promptly notify the other party.
A party may disclose the other's Confidential information if required by law; but only afler it notifies the
other party (If legally permissible) to enable the other party to seek a proleefive order-.
Neither party Is re(JUIred to restrlft worla ass!'grinrients of its RepresenlaUves who have had access to
Confidential Information. Each party agrees that [lie use Of information retained In Representatives'
unaided memories in the development or deployment of thepartjes'respecIive products or services does
not create liabilily under Oils Agreement or irlade secret law, and each party agrees to fln* what it
discloses to the other accordingly. I
These oblilqilions apply (i) for Customer Data unit it is deleted frorn [lie Online Services, and (ii) for all
olher Confidential Information, for a period of five years after a party receives the Con5clenOal Information.
Privacy and compliance with laws,
a. Enrolled' Affiliate (*nsents to the processing of personal information by Microsoft and its agents,
Ica facilitate the subject malter 'of thls Agreement, Enrolled Affiliate wilt oblairl all 1equirecl
consents from thlircil parties unclk applicable privacy and data prolecfion lavw, before providing
personal inforipation to Microsoft,
h. Personal hiformation collected under this agreement (i) rnoy be transferrad, stored and
processed in the UnJad Slates or any other country In which Kcrosoft or its service providers
maintain facilities and (Il) will be subject to file privacy terms specified in file Use Rights,
Nlicrosofl will ablde by the reqoirQrT)ent5 of Europearr EcoriornicArea and Swiss data protection
Page 7 of $ 1
Dbculpnot X20A02CC-1
Page 103 of 224
law regarding the collection, Use, transfer, retention, and other processing of personal data
I'mm [lie European Fconomiol Area and Swltzerland,
c, U.S. export, Products and Fixe I s are subject to U.S. export jurisdiction. Enroiled Affiflate 1111-1st
comply with all applicable international and national IaWS, indLiding the U,S. Export
Administratiwi Recdolations und'Interno6orial Traffic, in Aims R%jLflations, and end -Loser, end
kise and destination restrictions ' iSSUed by U,S. and' other govPrnments related to IXdrosoft
products, services and technologies,
10, Warranties,
a, Limited warranties and remedies,
(i) Software. Microsoft warrants that each version of the Software kvIll perfornn substantially
as described in the OPPliCable PfOdLICt documentation for one year from the date the
Enterprise i:s first licensed1for that version. It it does not and the Enterprise notifies
Microsoft Within the warrarity leun, lhen Microsoft will, at its option (1) return the price
Enrolled Affiliate paid for the Software license, or (2) repa!ir or replace [lie Software,
(H) Online Services, M,Icr,osofi warrails that each Online Service will perform in accordance
W11h the applicable SLA divInq the Erfl0rf)rN'e'G Use. The Enterprise's remedies for breach
of this warranty are in [lie S ' LA,
The remedies above are the Epterprise's sole: remedies for breach of the warranties hi this
sechon. Customer valves any breach of warranty ctalrns not made during the warranty period,
b, Exrlusions. The warranties in'th"is agreement do not apply to problorns caused by accident,
abuse, Of rase In a, manner Inconsistent with Ifils Agreement, inckiding falltffe to meet nflnimurn
System re(jLlirernents, These 1wariantie!; do not apply to free, trial, pre-rele-me, or beta
products, or to components of ProdLICtS that Enrolled Affiliate is permitted to redistribute.
c. Disclilmer. Except for the'llimIted warranties above, Microsoft provides no other
M@Vrailtles Or conditions and disclairns any other express, Implied, or Statutory
warrintles, inctuding war-ranti - es of quality, title, non -infringement, merchantability, and
fitness for a particular purpose.
11, Defense of third party claims.,
The parties will defend each other against the third -party claims (tescribed in this section and will pay the
arnCiLint of any resulting adverse final judgment or approved netflerilent, but only if the defending party is
promptly nofified in writing of the c4nn and li'as the right to control the defense and any settlement of lt, The
party beling defended Must provide the defending party v4th all requested assistance,, information, and
authority, The defending party wfll reirnblirse the other party forreasoriable out-0f-pocket expenses it incurF,
in providing assistance, This section describes the parCes'so[e rernedies and entire liability for such claims,
a. By MIcrosofL Microsoft will def I end Enroiled Affiliate against any third -party claim to the extent
it alleges that a Product or Fix made avaHable by Microsoft for a fee and used within the scope
of the license granted (unmodifil d frorn the form provided by Microsoft and not combined with
anything else) misappropriates a trade secret or directly Infringes a patent, copyright,
traidennark or other proprietary right of a third party. If Microsoft is unable to resolve a clairn of
infringement Under commercially reasonable terms, it may, at its option, either (I i inocfify or
replace the Product or Fix with a functional equivalent; or (2) terminate Enrolled Affiliate's
license and refund any prepaid license fees (less depreciation on a five-year, straight-line
basis) for perpetual licenses and any amount paid for Online Services for any usage period
after the termination dale, Microsoft willinot be stable for anyclatnis ordarnages due to Enrolled
Affiliate's continued Use of PrOcUrt or Fix after being notified to stop due to a third-partyOaim.
1), try Enrolled Affiliate, To the dxten t permItled by ap pI ica We law, EnroflodAffiliate willdefend
Microsoft against any third-paity ctaini to Me extent It afleges that: (I) any CLIsLonier Data on
UA20 11 16)
Paget 8 of I i
DocuniW X20,1 02 GO
Page 104 of 224
non-Kcrosoft software hosted k17 an Online Service by Microsoft on Enrolled Affiliate's behalf
misappropriates a trade secret or directly infringes a patent, copyright, Irademark, or other
proprietary right of a third party; or (2) Enrolled AffifkltO'S USO of arry Prodkicl or Fix, alone or in
combinotion vMh anyihing else, violates the law or darnages a third pady,
12, Li'mitation of liability.
For each Piroduct, each party's maxiII11.1111, aggregale liability to the other under this Agreement is Jivnited
to direct damages finally awarded in in arno-unt not to exceed the anmUrlts Enrolled Affillate was required
to pay for the appficabic products during (hie term of thi,, Agreement, subject to the following:
a. OnOe Services. Por Onfine Services, MiCrOSOWS PlaXil-nUrn liahility to Enrolled Affiliate for
any incident giving rise to a clajrr will not exceed the aMOLint Enrolled Affiliate hair{ ior the
Online Service during the 12 imonths before the incident,
b. Feco Products and Dlstrlbutal� ' le Code, For Products provided free of charge and code
that Enrolled Affiliate is aulhorlzed to redistribute to thlrd partles without separate payment to
Microsok Microsoft's liability is flmilicil to direct damages finally awarded up to USS5,1000.
c. Exchisions. In no event Will either party Le liable for indirect, incidental, spec,!@9, punitive, or
conSeClLlOnti0i; damages, or for Io,-,!s of use, loss of business information, loss of revenue, Or
interriLlption of business, however caused or on any theory of liability,
I
0. Exceptions. No lirnihition oi, ex° losions iivift apply to liability arising out of either party's (1)
confidentiality obfigations (except for all liability related to Cuslonier Data, wNch will rernain
subject to [lie limitations and exclusions above,p; (2) defense obligations; or (3) violation of the
other party's intellectual property rights.
13, Verifying compliance.
a. Right to vcrity compliance. Enrolled Affiliate must keep records relating to atl rise and
distrilbLMOH of Products by Enrolled AffiNite owl its Affiliates. Microsoft has the right, at Its
expense, to the extent permilted by applicable Iaw, to verify compliance wfth the Products
license ternis, Enrolled Afflk4e mijisl promptly provide the Independent auditor with any
information the auditor reascinibly requests in furtherance of the, verificalion, Including access
to sysleoin& running We Products and evidence of Ucenses for Products Enrolled Affiliate hosts,
51.11nHicenses, or ffisliibules to 1hW parties. Enrolled Affiliate agrees to complete Microsoft'.
self -audit process, which Wicros I oft may require as an alternative to a lihird party audit,
b. Reiriedles for non-compliance. If verification or self -audit reveals any Unlicensed tine or
Osilribufici Olen within 30 days', (1) Enrolled Affiliate must order sufficient Licenses to cover
that use Or distribution, and (2) if unlicensed ose or dishibution is 5% or rnore, Enrolled Affiliate
must reimburse Microsoft for tihe cost Microsoft has InCLirrecl in verification and acquire the
necessary id(kional licenses at '125% of the price based on the then current prlce fist and
Enrolled Affiliate priice level. Th6 unkensed use percentage is based on the total number of
licenses purchased compared to actual Install base, if there is no unlicensed Use, Microsoft vJ11
not Subject Enrolled Affiliate to lanother verification for at least one year. By exercising the
rights and procedures described above, Microsoft does not waive its rights to enforce this
Agreeiineml or to paroled its intell I 8ctual property by any other means permitted by law,
ca Verification process. Microsoft wN notify Enrolled Affiliate at least 30 days in advance of its
intent to verify Enrolled AffiIiiate"s compkince with the ficense lerms for the Products. Enrolled
AffWaie and its Affiliates use or distrfl)Lgte. Microsoft will engage an independent 01.4difor, which
wN be subject to a confidpritialfly obligation, Any Information collected in [lie self -audit will be
used solely for purposes of del " errnInhig compliance. This veriricakon will take place during
normal business hours and in a nianner that does, not interfere Unreasonably with Enrolled
Affiliate's operations,
K-A20 1 GApt (t
I`Hg! q 0 1 1
0c,cuTieni X2.0-102M
Page 105 of 224
14., Miscellaneous,
I
a. U-qe of contractors, rvilcrosaft MOY LiSe contractors to perform seRerces, bL11 wild be restionsible
for their performance subject to the terms of this Agreement,
la, Microsoft -,is independal)f contractor, The parties are independent contractors. Fnrollecl
Affiliate and Microsoft each may develop JA"OdUCtS independently wlHiaut using the other's
Confidential Information,
c, Notices, Notices to Microsoft nj I ust bu- sent to the address on the signature' form, Notices must
he in writing and will be treated as delivered on the dale shaym on the relurn receipl or on the
courier or fax confirina6on of delivery. Nficrosoft may provido infornialiDn to Enrotlod Affiliate
about lipcoming ordering deadlines, services, and subscription information in edectroiiic to"rin,
including by email to contacts provided by Enrolled Affiliate, Entails will. be Created as clehvered
on the transmission date.
ck Agreernent not RXC1IL1SiV(-. CLI[slomer is free to center into agreements 110 ficen&B, L*e or
promote non -Microsoft prodLICtS,
P, Amendments. Any,aimendmetit to this Agreement MUst be executed by bolli parties, except
that Microsoft may change the Product Terms and the Use Rights frorn time to time In
accordance vdth the tennis of this Agreerneni. Any oonflic(ing terms and condition-, contained
in an Enrolled Affijiate's purchase order will not aplity. Microsoft rriayreqLflre Customer to sign
a new agreement or an aniendin'ent before in Enrolled Affiliate enters Into an Enrollment under
this agreement, I
f. Asstqnrnent, EitherpEirly niq assign this Agreement to an Affillate, 'fact 1111.151 notify the other
party in vvi-Wng�of the assigniiiiaht- Any other proposed assignment must be approved by the
non -assigning party in writing, Assignment will not relieve the assigning pa[ty of its obligations
Linder the assigned agreenrient Any attempted assignment without fe(lWred approvai vufli be
void. I
9. Applicable law; dispLite resial6tion, The terms of this, Agreement wi4 be governed by the
to wS Of GUSMIMWS StMe, W4110rit giving effect to its conflict of laws. DiSpLiteS relating to this
Agreement Will be subject to apt wnl
licable dispute resolution laves of Custoei's state..
h. Sever-ablIfty, If any provision Wthis, agreement is field to be the balance ()f t1le
lgreement W11 rernain in full force and effect.
I
il, Walver. Failure to enforce any' provision of this agreement will not cnrislikite a waiver, Any
waivermust be in writing and signed by the wai0lig party,
No third -party belleficlarles. �Thl,5 Agreement does not create any third -party baneficlary
rights,
K Survival. All provisions survive termination or, expiration Of this Agr(,eme4)t except those
requiring performance cniy during the teen of the Agreement,
l, Management and Reporting. Customer and/or Enrolled Affiliate may ni,anage account detailsI
(e,g., contacts, orders, Ucenses, sollware downloads) on Microsoft's Volume Lioensirig
Service C enter ('-VLS&) web site (or successor site) at:
httpsJ/ww v iii,cro3oft.com! Upon the efrective elate of this Agreement
and any Enrollmen1s, the identMed for this purpose wig be provided access to this
site and may authorize ndditiOnOl Users and contacts.
m, Order of ' precedence. to the case of a conflict between any documents 'in this Agreerrient that
Is not expressly resolved in those documents, their terms will cant ral in the following order from
Wohest to lowest priorjty(1) this Enterprise Agreement. (2) any Enrolment, f3) the Product
Terms, (d) the Online Services Terms, (5) orders submitted under this Agreement, and (6) any
other documents In this Agreeilient, in an aniendinevit conti3O over the amended
docurnent and any prior ampu(hinents oc)ncerning the same subject matter,
EA210 I 9 6)
rage. i o of i i
Dorunit,nl X20� 102(r,3
Page 106 of 224
n. r-ree Products. It is microsoft's intent th@1 the terns of this Agreement and thu- Uw, Rights be
In compliance will) all applicable federal law and regulations, Any free PFOCIUCt provided to
Enrolled Affiliate is for the sole L I ise and benefil of the Enrolled Affiliate, and is not provided for
Use by or personal benefit of any specific government employee.
0. Voluntary NOCILICt Accessibility Temj)Wes. Kcrosoft supports the government's obligation
to proWe accessible technologies to its citizens with disabMies as required by Section 50B of
the lRehabilitatbri Act of 1973, and its state lavj counteriparls. The Voluntary Product
N;cesNibility Templates ("VIDATs") for (lie Microsoft lechnologier, used In providing the Onbne
Services can be fOUnd at Mcrosoft's VPAT page, Further infoimalJon regarding Idicrosoft's
commitment to accessibility can be found at I)tlp../Iwwvi.n-dci-osofil.cornlei)able.
p. Natural disaster, In the er)e'nt of a "natural disaster," Microsoft may provide additional
assistance 6r rights by posting them on at such firne.
q. Copyright violation. Except °as set radii in the section above entitled "Transferring and
reassigning LiGooses", the Enrolled Affiliate agrees to pay for, and comply with the terms of this
Agreement and the Use Rights, for the Products It LISIBS. Except to the extent Enrolled Affiliate
Is llrpnsed under Ihis Agreem6nl, it will he responsible for Ils breach of this conlract and
violation of Micrasaff's copyright in the Products, indU&ig payment of License feet; specified
in this Agreement for unlicensed use,
E:A20 ION Pape 11 of I I
OMann(ml X21'1- 10209
Page 107 of 224
Mict-050ft Volurne Lic,:erlsing
This form can be used In rombinaloin with WSA, Agreement, and GnrcVment/Reqlsfiratioir.
However, a Separate (CM Must be SUbrnijted for each enrollment1registration, when more than one is
submitted an a signature form. For Me tsLKPOSeS Of this form, 'entity" can mean the signing entity,
Custimner, Enrolled Affifiale, Govemntl)Wf P@riner, lr)$14100n, or oilheir party etilering Into a viciunie
licensing program agreement, Primary and Notices contacts in this foram will not apply to enrollments
or regisilralions.
This foram appfie5 to: El MBSA
®R Agreement
roflnient/Affl E] Eniliiate Regirs'Iralion Form
insert primary entity narrie if more Mon One Enrolhilerifflegis1ralion
Form is submitted
Contact information.
Each party will notify the other in writing if any of the information in the following contact information
page(s) changes. The asterisRs (') lndlc�ie rOCILIlred fields: if the entity chooses to designate cillier
ii types, the same required fields must ime cornpleted for each section. By providing contact
infornialion, entity consents to its use fair PLIfP050S of administering the Enrollment by Miorosaft and oth r
e
parVes lhat help f0ir-rosoft administer this Fnrollrnenl, The personal information provided in connection
with 1his agreement viiill be trsed and protected according to [lie privacy siatement avaiia:We at
1. Additional notices contact,
This contact receives all notices that are sent from Microsoft, No online access is granted to -this
indivIduai,
Name of ontity' County of Riverside
Contact namel: First Regina Last rund"iburk
Contact email address* RFunderbur1(,0,rivro,cq
Street address` 3450 14th Street, 4(h 6ci
City* Mverside State/Province* California iPostal code" 92501-3861
Country* USA
Phone' 951-955-2265 Fax
Ej This contact is a third party (not the enitity). Warning; This contact receWes person.111V identifiable
information of the entity. I
1
2. Software Assurance mana'ger.
This conlart wW reoevo online permissici to inarrage the Soflwarv. Assw,ance benefits uircler" time
Enrollment or Regishraijorl.
Name of entity" County of Riverside
Contact name'�: First Regina Last Funderburk
Contact ernall address4 RFunCIer1)0rl(@riVCO.0rq
Street address* 3450 14th Street, 41h Floor,
City" Riverside StjitaPI-oviflce, Calfforjjja Postal codel 92501-386 1
"ape I a C I
Page 108 of 224
Country' USA
Phone' 'J51 -r q5-2265 Fax
n This contact Is a third party (not the entity). Warning: This contact iece'ives personally identifiable
informalion of the onlity.
This contact will assign MSDN, Expression, and TechNet PkIS SUbscrlptaon licenses to the Individual
subscribers Linder this Enrollineril or RegishatiDI), Assignment of the subsoflpflon licenses is necessary
for acces% to any of the online benefits, si,ich as subscription downloads. This conl@ct will, also manage
any conilArnenlary or additional inedia purchases re&ated to Iliese subscriptions,
Narne of entity' County of Riverside
contact natne*, First Regina Last Fonderbwk
Contact ernail address' RFunde0)mk@dvco.orq
Street address* 3450 11401 Street, 411) Floor
City* Riverside Stite/Prcrviticu' Californma Postal code' 92501-3861
Country* USA
Phone* 951-955-22(35 Fax
D This contact is a third party, (not the entity). warning: 'this contact receives, personally identifiable
information of the entity.
4. Onfine services manager.
This conlaO will be provkle.d ojik)e permissions to nianaoe the online services ordered under the
Enrollment or Registration,
Nanie of ei)fityo County of Riverside
Contact name": First Luis Last Flores
Contact eninif address* LFFiores@rivco,orq
Street address' 3460 141ij Street, 41h Fl()or
City' Riverside State/Province' California Postal cocie' 92501-3861
Country'" USA, '
Phone*951-955-8,114 Fax
El TNs contact is a third party (not the entity), Warning: This contact receives personalty identifiable
inforni-ahlon of the entity.
5. ustainer Support Manager (CSM),
This person is designated as the Customer support Manager (CSM.) far SLipporl-reWed activities,
Naine of eatlty* County of Riversi<le
Contact name': First Luis Last. Hares
Contact wriail address* LFFloresearivco.org
Street address' 3450 14(h Street, 4th Floor
City' Riverside StatelProvincel California Postal code' 92501-3�861
Country' USA
Phone" 951-955-8114 Fax
& Primaq contact information.
An individual front Inside the orgalliZatioll MUSt serve as the primary contact. This contact receives online
admin[sirat-or permissions and may grant online access to others. This contact also receives all notices
unless Microsoft is provided written notice of a change.
Name of ootity' County of Riverside
PD.QL' 2 Lif Lk
Page 109 of 224
Contact naMe: First Jim Last Smith
COntact emilladdress' jimsplith@rjrif.,).org
Street address' 3450 14th Street, Ith Floor
City' Riverside State/Province* CA Postal code* 9250,1-386,1
Cotintrv' US
Pllionpll 951-231-5909 Fax
7. Notices contact and online admit i istrator information,
This 1ndiVWLMI 1VCeiv(-.s ()nline permissions aild may gront 0ohne accoss to others. This
contact MSO PRC6Ves all notices,
[C] Same as p1hrmlyconfact
Nairle of ontityl
Contact nanW: First Last
Contact Oinail address"
Street address'
City, State1provincO4 Postal code,
Couritry'
Phone, Fax
0 This, contact is a third party (not the entily),'Warning, This contact receives personally klentiflable
lnformntlon of the entity.
SUP(01 Oad I H fOr (Ir ii I (NA) N DW (E NO;) ((kl 2(11311
Page a of 3
Page 110 of 224
Microsoft Document Headersh�eet
* 'phis is for informational purposes only *
MSEM
(MSLI 5-0000004275258
Tracking
Number),
Do not modify the formatting or spacing of this Form above this text
SubsidiaL)L.'
Country United States
LAR/LAD/ESA:
Insight Direct USA, Inc,
EmlqmnLers�mon
EA 6 2016
Account Mang.�r Name / Alias:
(Scanning Code)
ACCOUN�T': Coun,ty of Riverside
Outsourcer Name:
Business Agreement Number:
Master Agreement Number 8084445
Agreement Number,
Purchase Order Number
812312019 9:42:40 PM
Page 111 of 224
1,
Microsoft
Amendment to Contract DOCUments
Njm1cmew Numbvi
Volurne hcen-sin�j
004-kayleecl-S-opt
Thi,,; vino ndmont {"Amendment") ns entered into belween the, parties Identified on the al1ztched progrini
siqnalure It amends the Enrolhiieni or Agreement iderifified above. All terms Lmed W nod dofined
In this Arnenchrient will have Pie saine meanings pi-oMed In that EnroHrnenl or Agmernent.
Enterprise Agreement
Custom Terms CTM
1. Section 0a. "Form", Is hereby aniencled and restated as follows;
a. Term, The term of IhIs Agreement will rern-ain In effect sinless terntin' aled by either, party
,98 described belavi. E.inh Enr"olhripril will Nave the Ifrin provided in that Enrollmonl,
2. The Pricing that Wcrosofl vAl Offer Enrolled Affilkfle.';; ResnVer for Enrollinent.r, effedive.
between November 1, 2019 111FOLigh October 31, 2021, and that vdI1 apl* for the entire initial
term of such Ena)HrnenNs, is as follows:
TrOaL74'
Ice
amples Include bot are 110t liMited to
Level
the follovviogll:
Enterprise Onfine: Services—
Level D
P0365 E3 and C5, Friterprise Mohifity -I-
(Including Full USLs. i-foal M
minus 2%
Security E3 and E5, office 365 Enterprise
USLs, Add.ons 3rid Step Ups)
Level D
El or E3, Windows 10 Enterprose El or ES
Office 365 PrO PILIS, Windows 10
Enterprise Products
E:nterpriise, Ciorr- CAL Suite, Diterprise
CAL Suite
Additional Products
Level D
N1365 Pl, N-1365 E5 Compliance, M365 E5
Socurily, Office 365 Fnterfirlso F1, Project.
Online, Visio Online Plan I or Plan 2,
Dynarnk,,s -365, Azore, SOL Server,
Windows Server, etc,
Server and Tools Pmfluct
Level D
SharePoinil Server, S017 S—eFVe—F-VIZ—falit
(applies to Server and CIGUd
Sorver, Visiml Studio, Core InfrasIroclurc
Frirorlments only)
Suites, MG.
Me vumofesimWdu w1jua seivicus 111-ak
are avalzible1r1 eftl:�rffi2
cramietvial of
Fjjjprp!j.qe. onljnj-, SpqVareS qfF; M�Mitfi'F'0111 flip Pro dur*Tprms 01h 11incO votopof 'F0* Iii
are adde<j. (Ind "todilev'!1ed Qr,-ennovad fi-arn tjpe Djieqxi:,e
Exclogions 9ppiy to Iho addilianal 2% 65count nn Entcrpri-,3P Onfinc $ovIr,-.es as follavm
Amc:POicwApp v,I 0 C1 fol-CPT•01IT-RIVK EID
Page' I (if 2
Page 112 of 224
. The price Usl month that applies to an order is not a factor in delarmining whether [Ile
addhonal 21/Z discourit orr Enterprise Orlhile Services may be applied to in order. The
only applicable factor 15 the effective date of the I-Enrollinent,
. The discotint (roes not apply to any extensions of the Initial Terra or renewal
0 The (,IN-cotwil does not rrppjy Icy any promo0onal SKU9. Enrolled Affijfiate is enifted to
Ille iOw6r of the proniolicioll price or discounted price.
The price level that applies to Emollmenls effective on or aflerNovenibe( 1, 2021 is Level D for
all Products,
Tire Reseller and thie Enrolled AffiRme Mil determine [lip- Enr6lled AffilWe's actual price, slid
EXCOPI, fOr changes Made by INS Air iendineffl, the Ef wollmeril or Agreenrent idenfified above remains
unchanged and in 11.1111 force and effect, If there IS any conflict between any provision in this Amencjrrjerjj
a0d any prove siufi ire Ifie Enroll(nont or Agreemenl idf-inlifiod Mime, this Ampridmerd sArafi confrol,
endme—Mmust be attached to a, sigriature form to be valid.
ficrosoft ItiternRl Use Orllv:
---T-Imf - T -(,-I r - -11C I -Ir - 0-� IT - F -V V 1 7 T
RiVOMWe COUntV EA A;Kii�[KW,d11x 10
Amendrmv.Oren vA 0 C7' A-1-PT-OPT-FIO/K DD
Flog ? of 2
a
Page 113 of 224
I
S
2 2 2 2 2
o
00,
E s s
S
. . . . .
o
. . . . .
>
o
:
o
c,
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.9
TITLE:
Four -Month Trial and Potential Permanent Implementation of Alternative 4/10 Work
Schedule for the Employees Covered Under the Management and Confidential Series
of the Administrative Code
RECOMMENDATION:
1. Authorize the City Manager to implement a four -month, alternative 4/10 work
schedule trial for eligible Management and Confidential employees.
2. Authorize the City Manager to permanently implement the alternative 4/10 work
schedule for eligible Management and Confidential employees upon successful
conclusion of the four -month trial.
3. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
Management and Confidential Employees are provided with paid holidays recognized
by the City in the Administrative Code. Employees are paid the number of hours they
are scheduled to work on the day the holiday is observed. Converting to a 4/10
schedule will result in a 10-hour workday, totaling 40 hours. There will be one additional
hour of holiday pay for each recognized holiday and one less hour of regular pay for the
work week, still totaling a 40-hour work week. Depending on the number of employees
electing to participate, the impact would be a maximum of 41 employees receiving an
additional hour of holiday pay for Presidents' Day and Memorial Day. As a result of this
action being approved, there would be no fiscal impact on the FY 2022-23 Budget or
subsequent years' budgets, as there is no additional expense related to this action, only
an accounting entry to the financial statements increasing the liability for accrued
holiday pay. No additional funding is required.
BACKGROUND:
In response to employee feedback from open meetings with the City Manager, an
Page 115 of 224
Alternative 4/10 Work Schedule Trial
February 7, 2023
Page 2 of 4
alternative 4/10 work schedule trial for eligible Management and Confidential
employees is proposed. Currently, there are forty-four (44) Management and
Confidential employees with forty-one (41) eligible for the trial. The three (3) Battalion
Chiefs work a specialized schedule based on 24-hour workday to support fire
operations and would be ineligible to participate.
Most Management and Confidential employees work a 9/80 schedule. A 9/80 schedule
compresses the standard five-day workweek with 80 hours worked over nine days
instead of 10 days. Employees work nine hours per day Monday through Thursday and
eight hours on alternating Fridays. A 4/10 work schedule further compresses the
standard five-day workweek into four days. To ensure service levels to the community
are maintained, employees would work 10 hours per day Monday through Thursday or
Tuesday through Friday. During the trial, there will be no change to business hours at
City facilities.
The purpose of offering a 4/10 work schedule trial is to increase employee engagement
and morale, encourage work -life balance, and provide easier commute times, all
objectives that align with the City's Strategic Goal 3 to, "promote a quality workforce
through teamwork and organizational efficiencies."
DISCUSSION:
Staff recommends the City Manager be authorized to implement a four -month,
alternative 4/10 work schedule trial for eligible Management and Confidential employees
the pay period beginning February 23, 2023, and if successful upon completion, to
permanently implement the alternative 4/10 work schedule for eligible Management and
Confidential employees.
The following provisions will apply during the trial period:
• Participation in the alternative 4/10 work schedule trial is voluntary, open only to
employees in the Management and Confidential group (except employees in the
Fire Battalion Chief classification) and may be ended at any time.
• Management and Confidential employees that do not want to participate in the
alternative 4/10 work schedule trial may remain on their current work schedules.
• City Hall and other facility hours will remain the same during the trial basis. If the
trial becomes permanent, City Hall and other facility hours may be reevaluated.
• Work schedules will be either Monday through Thursday, 7.00 a.m. to 6.00 p.m.
OR Tuesday through Friday, 7.00 a.m. to 6.00 p.m. Employees wishing to
participate in the 4/10 who are unable to work these hours may request
alternative start and end times (i.e., 7.30 a.m. to 6.30 p.m., 6.30 a.m. to 5.30
P.M.).
Page 116 of 224
Alternative 4/10 Work Schedule Trial
February 7, 2023
Page 3 of 4
• Employees can request a Regular Day Off (RDO) of either Monday or Friday.
Approval will be granted by the Department Director based on operational needs
and seniority.
• Selected and assigned schedules will be for the duration of the trial period unless
unanticipated or unusual circumstances arise that cause staffing needs to
change as determined by the Supervisor and Department Director.
• Requests to withdraw from, or re-enter the 4/10 trial, will be evaluated and
determined by the Department Director in consultation with Human Resources.
• During the 4/10 trial, employees no longer occupying an eligible Management
and Confidential position, will be ineligible to continue on the 4/10 schedule in
their new position.
A successful trial of the alternative 4/10 work schedule will have maintained the level of
service provided to internal and external customers (i.e. no increase in complaints
regarding reduced service or responsiveness from employees participating in the trial)
and will have created no coverage problems such as unacceptable levels of
absenteeism, or a decrease in general productivity (i.e., the amount, quantity and
quality of work as determined by Department Director). Success will also be measured
by the number of Management and Confidential employees electing to participate.
The alternative 4/10 work schedule trial is in alignment with Strategic Plan Goal 3, to
"Promote a Quality Workforce through Teamwork and Organizational Efficiencies" and
Strategy A to "Institute methods to improve our competitive edge to hire and retain top
talent", Strategy D "Institute methods of understating employees' interests and needs
regarding training, job satisfaction, and engagement to aid in employee development,
retention and succession planning", and Strategy E to "Support initiatives designed to
improve the overall health, wellness and safety of employees."
CITY STRATEGIC PLAN COMPLIANCE:
Goal 3: Promote a Quality Workforce Through Teamwork and Organizational
Efficiencies
Objective: El Segundo is an employer of choice and consistently hires for the future,
with a workforce that is inspired, world -class, engaged and innovative.
PREPARED BY:
Rebecca Redyk, Human Resources Director
Page 117 of 224
Alternative 4/10 Work Schedule Trial
February 7, 2023
Page 4 of 4
REVIEWED BY:
Rebecca Redyk, Human Resources Director
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
None
Page 118 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Consent
Item Number: B.10
TITLE:
Government Finance Officers Association (GFOA) Award for Excellence in Financial
Reporting
RECOMMENDATION:
Receive and file the Government Finance Officers Association award for
excellence in financial reporting for the City's Fiscal Year 2020-21 Annual
Comprehensive Financial Report.
2. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
N/A
BACKGROUND:
The Government Finance Officers Association (GFOA) established the Certificate of
Achievement for Excellence in Financial Reporting Program in 1945 to encourage and
assist state and local governments to go beyond the minimum requirements of generally
accepted accounting principles to prepare annual comprehensive financial reports that
evidence the spirit of transparency and full disclosure and then to recognize individual
governments that succeed in achieving that goal.
A Certificate of Achievement is valid for a period of one year only. Staff will continue to
strive for excellence in order to meet the Certificate of Achievement program
requirements in future years. This is the sixth consecutive year the City has received
this award.
DISCUSSION:
GFOA awarded the City of El Segundo the Certificate of Achievement for Excellence in
Financial Reporting for the City's FY 2020-21 Annual Comprehensive Financial Report.
Page 119 of 224
GFOA Award
February 7, 2023
Page 2 of 2
The award represents a significant and continuing achievement by the City. It
demonstrates the commitment of the City Council and staff to meet the highest
principles of government financial reporting and reflects the City's philosophy of
transparency to its residents and other stakeholders.
CITY STRATEGIC PLAN COMPLIANCE:
Goal 5: Champion Economic Development and Fiscal Sustainability
Objective 513: El Segundo approaches its work in a financially strategic and responsible
way.
PREPARED BY:
Joseph Lillio, Chief Financial Officer
REVIEWED BY:
Joseph Lillio, Chief Financial Officer
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. GFOA Announcement of Award
2. GFOA Press Release
Page 120 of 224
Govc.rninent Finance Officers Association
20'1 Nouth I,s dlc Slrcct, Suits 2700
Chicago, IIhnok 606M MO
112,977.9,700 fim 312.977.4806
1/17/2023
Drew Boyles
Mayor
City of El Segundo, California
Dear Mayor Boyles:
We are pleased to notify you that your annual comprehensive financial report for the nine months ended
June 30, 2021 qualifies for GFOA's Certificate of Achievement for Excellence in Financial Reporting.
The Certificate of Achievement is the highest form of recognition in governmental accounting and
financial reporting, and its attainment represents a significant accomplishment by a government and its
management.
When a Certificate of Achievement is awarded to a government, an Award of Financial Reporting
Achievement (AFRA) is also presented to the individual(s) or department designated by the government
as primarily responsible for its having earned the Certificate. This award has been sent to the submitter as
designated on the application.
We hope that you will arrange for a formal presentation of the Certificate and Award of Financial
Reporting Achievement, and give appropriate publicity to this notable achievement. A sample news
release is included to assist with this effort.
We hope that your example will encourage other government officials in their efforts to achieve and
maintain an appropriate standard of excellence in financial reporting.
Sincerely,
Michele Mark Levine
Director, Technical Services
Page 121 of 224
' ( ,
FOR IMMEDIATE RELEASE
1/17/2023
For more information contact:
Michele Mark Levine, Director/TSC
Phone: (312) 977-9700
Fax: (312) 977-4806
Email: mlevine a)gfoa.org
(Chicago, Illinois) —Government Finance Officers Association of the United States and Canada (GFOA) has
awarded the Certificate of Achievement for Excellence in Financial Reporting to City of El Segundo for its
annual comprehensive financial report for the nine months ended June 30, 2021. The report has been judged by
an impartial panel to meet the high standards of the program, which includes demonstrating a constructive "spirit
of full disclosure" to clearly communicate its financial story and motivate potential users and user groups to read
the report.
The Certificate of Achievement is` the highest form of recognition in the area of governmental accounting and
financial reporting, and its attainment represents a significant accomplishment by a government and its
management.
Government Finance Officers Association (GFOA) advances excellence in government finance by providing best
practices, professional development, resources, and practical research for more than 21, 000 members and the
communities they serve.
203 NORTH V- ,SA LIE. STREET, SWTE 2700, CKICAGO, GL_V_R OIS 606 1-.1210
Page 122 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Public Hearings
Item Number: C.11
TITLE:
Adoption of Annual Community Development Block Grant Program Project Selection for
2023-2024
RECOMMENDATION:
1. Adopt Resolution approving a new 2023-2024 Community Development Block
Grant ("CDBG") Project entitled, "El Segundo Library Park American with
Disabilities Act (ADA)-Compliant Pathway Project," and appropriate 2023-
2024 CDBG funds estimated at $62,337, plus prior, unspent CDBG funds in
the amount of $77,802 for a total project budget of $140,139.
2. Authorize the City Manager, or his designee, to execute all contracts, in a form
approved by the City Attorney, with the Los Angeles County Development
Authority ("LACDA").
3. Alternatively, discuss and take other possible action related to this item.
FISCAL IMPACT:
Included in Adopted FY 2022-23 Budget
Amount Budgeted: $140,139
Additional Appropriation: None
Account Number(s): CDBG Fund 111-400-2781-8441
BACKGROUND:
Each year, Community Development Block Grant ("CDBG") funds are allocated to cities
by the Federal Housing and Urban Development Department ("HUD") and administered
by the Los Angeles County Development Authority ("LACDA"). Participating cities
receive federal funding based upon the total number of cities participating in the
County's program, census population counts, estimates of poverty, overcrowding and
aged housing stock. The City of El Segundo has participated in the Los Angeles Urban
Page 123 of 224
Annual CDBG Project Selection for 2023-2024
February 7, 2023
Page 2 of 4
County's CDBG Program since 1986.
On May 19, 2020, the City Council approved a Cooperation Agreement with LACDA to
continue participating in the Los Angeles Urban County CDBG Program for a three-year
period beginning July 1, 2021 through June 30, 2024. 2023-2024 will be the final year of
the current three-year funding cycle. The City's estimated CDBG funding allocation for
Fiscal Year 2023-2024 is $62,337. This is a planning estimate only; LACDA will confirm
the City's final FY 2023-2024 CDBG allocation in the spring of 2023.
The City did not implement a 2022-2023 CDBG project. Unallocated, prior year CDBG
funds of $77,802 may be appropriated along with the City's new 2023-2024 CDBG
allocation for a total estimated CDBG Program budget of $140,139.
On January 17, 2023, City Council considered the proposed pathway improvements
located at Library Park. Prior to continuing the item to the February 7, 2023 City Council
meeting, deliberation included concern over the following items (addressed below):
• The pathway leading to the patio immediately off Mariposa St.
• Library Park art installation and activation
• Potential obstruction that handrails may present to sports activities in the park
• Potential obstruction that the handrails may present to the view of the concert
in the park performances
DISCUSSION:
The City typically uses its CDBG funds to ensure compliance with Americans with
Disabilities Act ("ADA") requirements. Since 2007, CDBG funds have supported the
installation of approximately 325 ADA-compliant accessible curb ramps throughout the
City, construction of ADA-compliant improvements at City -owned parking lot facilities,
and currently, the City Hall ADA Restroom Improvement Project.
Construction of an ADA-compliant accessible pathway project is an example of an
eligible activity under the CDBG Program. In particular, constructing an ADA-compliant
pathway at El Segundo Library Park will increase pedestrian mobility throughout the
park, promote safety improvements, and allow unobstructed paths of travel for elderly
and severely disabled persons to successfully navigate Library Park. Generally, the
project will include demolition and removal of existing asphalt to construct an accessible
concrete pathway, a concrete curb with metal hand railing, and eight ADA-accessible
curb ramps.
Page 124 of 224
Annual CDBG Project Selection for 2023-2024
February 7, 2023
Page 3 of 4
This project is consistent with the City's Capital Improvement Program and will be
included in the FY 2023-24 City budget. A combination of Gas Tax and Measure M
funding will be budgeted in FY 2023-24 to cover any shortfall in funding for the project.
Following discussion at the January 17, 2023 City Council meeting, the following items
are further clarified:
• The pathway leading to the patio immediately off Mariposa Street
o The pathway leading to the patio area located immediately off Mariposa
St. is included in the proposed scope
Library Park art installation and activation
o This previously approved project has been postponed until further study
of the art installations in and around the park
Potential obstruction that handrails may present to sports activities in the park
o Shown in the attached exhibit, handrails are located (indicated as
points "A", "B", "C", and "D") in the following locations:
o Points "A" and "D": Along the western and southern periphery of the
park, respectively, providing direct access from the street parking into
the park. Both are currently boarded by hedges or cinder blocks, and
are on a slope between 7-9%.
o Point "B" & "C": Immediately adjacent (north/west) to the primary
gazebo and between the library building and the primary gazebo,
respectively. Located on a slope between 7-9%. Both will be designed
to reduce the grade in order to circumvent the need for a handrail.
Potential obstruction that the handrails may present to the view of the concert in
the park performance
o The proposed handrails (points "A", "B", "C", and "D") are located along
the perimeter of Library Park, at the top of a slope, or adjacent to an
existing structure where there would not be view obstruction of the
typical stage location at a lower elevation adjacent to Main Street.
o Point "B" & "C": Both will be designed to reduce the grade in order to
obviate the need for a handrail.
The requested action from City Council is to approve the use and allocation of CDBG
funds for the proposed project at Library Park. This approval does not include the actual
design of the improvements, which will require further analysis and engineering. Should
the City Council approve the allocation of CDBG funds for the ADA improvements to the
walking path at Library Park, staff may utilize additional funding sources through Gas
Tax or Measure M to cover any increase in cost.
Page 125 of 224
Annual CDBG Project Selection for 2023-2024
February 7, 2023
Page 4 of 4
CITY STRATEGIC PLAN COMPLIANCE:
Goal 4: Develop and Maintain Quality Infrastructure and Technology
Objective 4A: El Segundo's physical infrastructure supports an inviting and safe
community.
Michael Allen, AICP, Development Services Director
REVIEWED BY:
Michael Allen, AICP, Development Services Director
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Community Development Block Grant Resolution
2. Library Park ADA path
Page 126 of 224
RESOLUTION NO.
A RESOLUTION APPROVING A COMMUNITY
DEVELOPMENT BLOCK GRANT PROGRAM FOR 2023-
2024.
The City Council of the city of El Segundo does resolve as follows:
SECTION 1. Findings. The City Council finds and determines as follows:
A. On August 22, 1974, the President of the United States signed into law the
Housing and Community Development Act of 1974 (the "Act").
B. The primary goals of Title 1 of the Act are the development of viable urban
communities by providing decent housing and a suitable living environment, and
expanding economic opportunities, principally for persons of low and moderate
income
C. The City of El Segundo ("City") contracts with the Los Angeles County
Development Authority ("LACDA") for the disbursement of CDBG funds through
the Small Cities Program; and
D. The City will receive approximately $62,337 in 2023-2024 CDBG funds and
will carry forward unallocated CDBG funds from prior years in an amount of
$77,802 for a total amount of approximately $140,139 to construct an Americans
with Disabilities Act ("ADA") compliant pathway at El Segundo Library Park that
removes architectural and material barriers for senior and disabled persons;
E. The City Council has conducted a public hearing, with the required prior
noticing to provide the public an opportunity to comment on the proposed
program in accordance with the program requirements for the 2023-2024 CDBG
Program.
SECTION 2. Actions. The City Council:
A. Approves the CDBG Program for the proposed construction of an
ADA-compliant accessible pathway at El Segundo Library Park, as
described above;
B. Directs Community Development Department staff to submit the
necessary CDBG documents and a copy of this Resolution to
LACDA;
C. Authorizes the City Manager or designee, in consultation with the City
Attorney, to execute all necessary contracts and agreements with
LACDA in order complete the proposed CDBG Program; and
D. Authorizes the City Manager or designee to adjust the 2023-2024
CDBG Program and budget, as necessary, to take into account the
final CDBG allocation from the U.S. Department of Housing and
Urban Development, any amounts remaining unspent at the close of
the preceding fiscal year, and programmatic changes necessary to
fulfill the requirements of the CDBG Program.
Page 127 of 224
SECTION 3. Severability. If any part of this Resolution or its application is
deemed invalid by a court of competent jurisdiction, the City Council intends that such
invalidity will not affect the effectiveness of the remaining provisions or applications and,
to this end, the provisions of this Resolution are severable.
SECTION 4. Electronic Signatures.
electronic signatures in accordance with
signatures will be treated in all respects
signature.
This Resolution may be executed with
Government Code §16.5. Such electronic
as having the same effect as an original
SECTION 5. Signature Authority. The Mayor, or presiding officer, is hereby
authorized to affix his signature to this Resolution signifying its adoption by the City
Council of the City of El Segundo, and the City Clerk, or her duly appointed deputy, is
directed to attest thereto.
SECTION 6. Effective Date. This Resolution will take effect immediately upon
adoption and will remain effective unless repealed or superseded.
SECTION 7. City Clerk Direction. The City Clerk will certify to the passage and
adoption of this Resolution, enter it in the City's book of original Resolutions, and make a
record of this action in the meeting's minutes.
PASSED, APPROVED AND ADOPTED this day of ,
2023.
Drew Boyles, Mayor
ATTEST:
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS
CITY OF EL SEGUNDO )
I, Tracy Weaver, City Clerk of the City of El Segundo, California, do hereby certify that
the whole number of members of the City Council of said City is five; that the foregoing
Resolution No. was duly passed and adopted by said City Council, approved and
signed by the Mayor of said City, and attested to by the City Clerk of said City, all at a
regular meeting of said Council held on the day of 2021, and the same was
so passed and adopted by the following vote-
AYES-
NOES-
ABSENT-
ABSTAIN -
Page 128 of 224
Tracy Weaver, City Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, CITY ATTORNEY
Joaquin Vazquez, Assistant City Attorney
Page 129 of 224
NT
N
N N
u O
0 O
O cY)
4
41
O
C
d
C
O
N
ro
L
0
D
El
NT
N
N N
u O
O cY)
41
41 U
O
C
C
O
N
(6
L
0
D
NT
N
N N
u O
0 N
O cY)
4
41
O
C
d
C
O
N
ro
L
0
D
PIP
NT
N
N N
u O
VI C7
O cY)
41
41 U
O
C
C
O
N
(6
L
0
D
NT
N
N N
u O
O cY)
41
41 U
O
C
C
O
N
(6
L
0
D
ri
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Staff Presentations
Item Number: D.12
TITLE:
Review and Approve City -Owned Walls for Possible Mural Locations as Selected by the
Arts and Culture Advisory Committee
RECOMMENDATION:
1. Review and approve selected locations for public art murals.
2. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
Included in Adopted FY 2022/23 Budget
Amount Budgeted: $35,000
Account Number(s): 704-400-0000-6206 (Contractual Services)
BACKGROUND:
On November 19, 2019, the City Council approved Ordinance No. 1594, establishing a
Public Art or In -Lieu Fee Requirement and a Cultural Development Program Fund. The
requirement applies to certain commercial and industrial developments with a project
cost of $2,000,000 and above; developers have the option of commissioning public
artwork on -site equal to 1 % of the project cost or paying 1 % to the City's Cultural
Development Fund in lieu of commissioning artwork. Pursuant to Section 111.13 of the
City Manager -approved El Segundo Cultural Development Program Administrative
Guidelines promulgated under Ordinance No. 1594 (ESMC § 15-34-9), the City Council
approves Cultural Development Program priorities and annual budget, as well as
contracts over $50,000, "but not individual art projects." ESMC § 15-34-7.D authorizes
the City Council to request the Arts and Culture Advisory Committee (ACC) to make
recommendations to City Council for expenditures from the Cultural Development Fund
in accordance with Ordinance No. 1594.
The El Segundo Cultural Development Program helps provide residential and business
Page 135 of 224
Review and Approval of City -Owned Walls for Murals as Selected by the Arts and
Culture Advisory Committee
February 7, 2023
Page 2 of 3
community members with public spaces, structures, and experiences that enhance the
character of the City through the inclusion of the arts. Artistic and cultural services
provided by the program create additional public access to the arts, help drive tourism
and revenue to local businesses, contribute towards realizing cultural equity and
inclusion, create opportunities for artists and art organizations in the community and
help grow the creative economy.
DISCUSSION:
As part of the ACC's 2022-2023 initiatives, City Council approved $35,000 for the Visual
Artists in Community Program (VAICP). The fund established a visual arts program in
which four visual artists working in the two-dimensional discipline are selected to
represent El Segundo each year. One visual artist per quarter will interact with the
community by leading public engagement workshops for resident teens and adults. This
visual arts program is overseen by the Cultural Arts Coordinator; the artist selection
process and design proposals are vetted by the City staff, the Diversity, Equity and
Inclusion Committee and the ACC.
Types of visual art outcomes:
Public art - either a mural or a body of two-dimensional artwork created by each
selected visual artist
Outcomes benefiting El Segundo:
• Establish El Segundo as a cultural pacemaking destination that encourages
tourism and increases revenue for local businesses
• Beautify the city's environment and enrich the experiences of the residents and
visitors
• Community engagement workshops for all age groups
• Develop the City's permanent art collection, adding value and creating an art
portfolio for the City. Each selected visual artist donates one artwork (public
mural and hard art) to the City at the end of the term (four acquisitions per year)
The ACC asks the City Council to review, discuss and approve the selected city -walls
for murals shown in the attached presentation. The Recreation and Parks divisions and
the Public Works Director have provided their feedback and recommendations, which
the ACC and Cultural Arts Coordinator will follow and execute.
Page 136 of 224
Review and Approval of City -Owned Walls for Murals as Selected by the Arts and
Culture Advisory Committee
February 7, 2023
Page 3 of 3
CITY STRATEGIC PLAN COMPLIANCE:
Goal 1: Enhance Customer Service, Diversity, Equity, Inclusion and Communication.
Objective 1 B: El Segundo's engagement with the community ensures excellence.
PREPARED BY:
Brandee Thornton, Sr. Admin Specialist
REVIEWED BY:
Aly Mancini, Recreation, Parks and Library Director
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
Presentation of Potential Walls for Murals
Page 137 of 224
N
N
O
N
LU
c�
w
O
0-
w
U
Co
m
E
t�A
}'
'
'
ca
E
N
w
`~
O
O
E
U
0-
co
U
j
=
i
U
Q
W
—
U
U
�
�
N
•
U •�
U
Q
C:
E
> E
O U
BE co
fa i
ca �
O U
O O
i C:
ca �
c: O
U
C i
fa Q
ca ca
C: +�
U
i
O
N
U
Al
O
Co
U
O
.Co
a --a
a --a
O
a-
V
u
ol
ca
O
U
U
E
O
0
fa
0
O
ca
0
L-
CL
ca
ca
N
•
4-
0
U
N
N
U
CO
ate-+
N
E
O
.;
w
U
a-+
fa
N
m
•
N
O
fa U
c _O
� 0
bn
ca >
E
U �
ca C:
-a
.�
C:
� U
U C:
fa �
E
O 'i
_0 :3
C: O
t�A t�A
N c:
w
w M
O
U
fa �
W
•
ffellol
LU
N
a--+
Q
V
W
1
w
�CqR
L—
O
z
N
N
4-
O
N
d
O
0)
N
N
N
4-
O
M
d
O
O)
N
N
N
4-
O
d'
d'
O
0)
N
N
N
4-
O
d'
O
0)
N
N
N
4-
O
d'
O
0)
N
N
N
4-
O
r
d'
O
0)
N
N
N
4-
O
OD
d
O
N
N
N
4-
O
d
O
0)
N
N
N
4-
O
O
O
O)
N
N
N
4-
O
O
0)
N
N
N
4-
O
N
O
0)
N
N
N
4-
O
M
O
O)
N
ffellol
w
N
N
4-
O
O
0)
N
N
N
4-
O
O
0)
N
ffellol
LU
i
O
V
N
N
4-
O
OD
O
N
ffellol
w
N
N
4-
O
O
O
O)
N
O
�n
0
.0
co
L
Q
CO
U
CL
4-j
Lu
0
E
O
�
O
J
_0
0CD
bn
O
a)
I�t
Ln
U
w
N
N
4-
O
N
O
0)
N
L
4--j
Ln
4--j
Ln
MY
4--j
N
LU
LU
N
N
4-
O
d'
O
0)
N
L
O
O
LL
-0
O
O
co
=3
a
-
a
LU
N
N
4-
O
r
O
0)
N
N
N
4-
O
OD
O
N
N
N
4-
O
O
0)
N
N
N
4-
O
O
r
O
O)
N
N
N
4-
O
r
O
0)
N
LU
E
N
N
4-
O
M
r
O
O)
N
N
N
4-
O
d'
r
O
0)
N
L
i
Co
�
V
O
O
Co
C-
a
a�
0--
LU
N
N
4-
O
r
O
0)
N
N
N
4-
O
r
r
O
0)
N
N
N
4-
O
OD
r
O
N
N
N
4-
O
r
O
0)
N
N
N
4-
O
O
OD
O
O)
N
City Council Agenda Statement
"RT 4,1 Meeting Date: February 7, 2023
E L S GUNDO Agenda Heading: Committees, Commissions and Boards
Presentations
Item Number: E.13
TITLE:
Announce Appointment to the Diversity, Equity, and Inclusion (DEI) Committee
RECOMMENDATION:
1. Announce appointments, if any.
2. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
0=
BACKGROUND:
The Diversity, Equity, and Inclusion Committee (DEI) was established July 21, 2020, for
the purpose of advising the City Council on issues of diversity, equity, and inclusion.
This work includes examination of four key City areas to produce a clear picture of the
current practices, as well as the El Segundo community's sentiments towards these
practices. Upon finding areas for improvement, the DEI Committee shall make
recommendations to City Council intended to address any marginalized or
underrepresented segment of our community. The Committee is a standing advisory
committee that serves at the behest of the City Council. The four initial study topics are
as follows: 1) Public Safety (including a review of Police Department policies, practices,
training, and future directions), 2) Citywide Organization (including a review of City
government policies, practices, training, etc.) 3) Community At -large (including a review
of City demographic data, history, trends, etc.) 4) Local Economy (including a review of
private sector diversity policies, training, etc.)
Page 181 of 224
Announce Appointment to the DEI Committee
February 7, 2023
Page 2 of 2
DISCUSSION:
The Diversity, Equity, and Inclusion Committee is a 9-member committee, comprised of residents or
property owners, business members, or students of a public or private school based in El Segundo.
Staff recommends that City Council announce the following appointment:
Candidate I Appointed to:
Valerie Green Diversity, Equity, and Inclusion Committee (DEI) — Partial Term to
expire, October 31, 2025
CITY STRATEGIC PLAN COMPLIANCE:
Goal 1: Enhance customer service and engagement.
Objective A: El Segundo's engagement with the community ensures excellence.
Mishia Jennings, Executive Assistant to City Council
REVIEWED BY:
Barbara Voss, Deputy City Manager
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
Page 182 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Reports - City Treasurer
Item Number: G.14
TITLE:
Investment Portfolio Report for December 2022
RECOMMENDATION:
1. Receive and file the Investment Portfolio Report dated December 2022.
2. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
BACKGROUND:
The Treasury Department provides an Investment Portfolio Report presented to City
Council on a quarterly basis. This current report includes the status of Treasury
investment activities and related economic indicators as of December 2022.
DISCUSSION:
See attached Investment Portfolio Report.
CITY STRATEGIC PLAN COMPLIANCE:
Goal 5: Champion Economic Development and Fiscal Sustainability
Objective 513: El Segundo approaches its work in a financially strategic and responsible
way.
Page 183 of 224
Presentation of Investment Portfolio Report for December 2022
February 7, 2023
Page 2 of 2
PREPARED BY:
Matthew Robinson, City Treasurer
REVIEWED BY:
Matthew Robinson, City Treasurer
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
December 2022 Portfolio Report
Page 184 of 224
N
N
4-
O
OD
O
N
N
N
4-
O
OD
O
N
N
N
O
OD
N
N
4- o O
OD
o OD
o
o
a a E o
n a c
m
T E
O � C N
aV V o a [A IIIIIIIIIIIIIII IIIIIIIIIIIIIII IIIIIIIIIIIIII C�Z
J1, ///llIIIIIIIIIIIIII ;.i:
� o T
A'
o wo $
:s9:'§
o ' «!
\
o ' $ 3
s:' ,
2
o >o §
o w6#
\
:s9;9 � 3
o ' 9«
§
o >6 §
o w $
o' y3
o svy
2
s:' '
§
o' y
§
o ' '\
o'$
3
s:9zy
2
' '
;2
o': §
eea
o
o
o
o
cn
N
N
O
C)
0)
v
N
4-
O
0)
N
N
m.. m. 0.. m.
m.
m. m.. m..
m..0. N.. m.. a... m.. N. o..m. N.. 0.
4-
a.-..-0 -0...
m.. 0.. 0. 0.. 0.. 0. 0.. o..o. o..m.
0.
w m I) ) IH I m m H a m m o, m m m N o a
m. m.
m
c N m m o m m N o N a N o
O
m m
N a o H m m N N m m
N
o o I w a co o co w o) m co o o)
N
N
LD LD r\ r\ a Ol r\ N m m t0 CW C' m
�n ry ry ry N co co ry ry w co N I m w m a co
.-I 0 Ol Ol rl , m LD H W H N m D D H D
N H w w H w - - - H - - - - v> v> H -
0-)
O
�
01
N
v m I) m
m 0 1 co 0 1 1 0 1 0 m 0 0 0 1 1 1 0 a 0 0 0
1 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
D co r a
m m c m
m a , , H H m 0 0 0 'D ry a m r 0 N � m H m I)
co o ry N ry cc co co C C N Lr co cc Lr a ry o
N m 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
Lr o C C C C C C C C C C C C C C C C
> m, m
o H a m a o m H m, H m H N m a o a a c m m
o H m m m m w............
� N M I
O ry 1 1
w 0 1 H m m m 0 a 1 a m m m a 0 co co 0 0 0 m
a I I I I I a I I H I I a I I 1 0 M 0 0 1
H o a a a a a a a a a a a a a a a a a
1 1 N N N N N N N N N N N N N N N N N
m v> v> m
w v> v>
s4
v m m m
D co ry a
o m o o m m m o o m H m o o o m m o m o o o
o m ry m H o m a N m m N H r H m m m m m m m
o m o m H a H m m m m, m o ry m m m o
m N N m c N co m co co ry N o m r m m m
m m o m
o cc 1 C a s cw a C m o o-i C o C N-i cc ry
o 1 N 1 m N C a m cc o lc m C a m o
> Ol , m
c uS n n m m t0 a o ry m m o m m ry o m m o a
m m uS uS m m H H m m o t0 m N H m m m m
N o) ry
r\ m m
m a ry m w ry ry ry w w a w w o) w ry w w o) co co ry
a a a a a a a a a a rl a a a a a a m N o) o) a
w v> e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4
w w m m m m �n a m a m m a a a m m m m
a a N N N N N N N N N N N N N N N N N
e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4 e,4
v m m m
D )o r\ a
o o o o o o o o o o o o o o o o o o o o o o
o o o o o o o o o o o o o o o o o o o o o o
o o o o o o o o o o o o o o o o o o o
o o o o o o o o o o o o o o o o o o o
m -Cl o m
o C C C C C C C C C C C C C C C C C C C C C
C C C C C C C C C C C C C C C C C C C
> m , m
o o o o o o o o o o uS o o o o o o o o o o o
o o . . . . W . . . . . . . . . . . .
i N M 1
. m m
0 0 0 0 0 0 0 0 0 0 a 0 0 0 0 0 0 0 0 0 0 0
m m m m m m m m m m H m m m m m m o m o o m
0 O a a a a a a a a a a a a a a a a a
m m N N N N N N N N N N N N N N N N N
v> v> m
s4
w v> v>
o 0 0
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
O 1 I) 0
d a N m
N I I V N I) a H a I I) H 0 1 I) 0 0 0 a H N I
a m V I N I m H V m I N 0 a a m m H 1 0 N 0
m I) m m a I I) m N H V m I I m I I m 0
m l0 0 0 m I m 0 1 I) I m a N 0 m l0 m m
0 o N a
N H m N a m H N m m N a a N m N m m N N N m
N N N N H N a N N o H N N N N H N
V
N
N
O
T .-I .-I .-I
t0 1 W N m r\ V m N N r\
W W m r\ O O a )D m m a W
.
N
��
N 1 I N N m
N a o ry mH o N C m m N N m C r N N w m
H m H m
C N N o N co ry w oH o� N o co o a a m w
I
�n ry w N w a o ry m a m H N N o'D m
H m N 0 N N
a �n �n �n co a a N �n ry mH� N m I co m
ri ri ri ri ri ri ri ri ri
ri
O�
N
O
N
m
U
0
N
_�)
..
)nr) 'o) rs
O
Iri)
xrrr )�
)
O.I (
}G \t
�
tn) 1
c IO )11 ) ) uoti
�0 1 ,) "r
u .-I m N )11 )n m
)n )) ci
m
u� )i) m )11 ))) N m c� �� �>
V � , _ � ,
))) o )) �.r� n .-I n w I, . ( ) w ) t s)
� � �� � � �) �I � i ,1 )11 m Ir �t ) uo )) u) )n )11 m �� v� v?
)) ))) m 5 � 5 N �o u5 I , N j N N' )n o) M N
vo u m � _ ( � ( 5 �_ ( . ) i11 N �11 N (11 N ���) M
))
X
i
it
'A �)
I >{ I)
I))
m I lil
r) n r"
�y y
It - O
-
'L
_
))� ))
A
t
I
c,
I
T Ali O]
--
f1
� cli cl)
T
H
O T
O p
= N
N
Na
a.. co.o�... o..a. ,T ,T ma a
o..m N m m m.
co co m w co m m co m m N m O m m O m ry m w m m a N m, m O 1 a N N m N m N H m
N m m C ry m N O O cc O H m O N m m m m m co m I m m m O w
N ; O O N rl rl rl N N LD O Hm N m m O N m C' � .-I m ci t m z m .-I m CW O .-I m O r\ M
- — — — — — e,4 e,4 Hw w H— v> v> H H Hw w — Hw w N HHm w N N a m � m m 0
M. — — — — — — — — —
N
v 0 0 0 1 O O O O O O O O O O O O O O O O O O O O O O 1 a 1 m O m O O N m m m m H
D 0 0 0 � O O O O O O O O O O O O O O O O O O O O O m m m O O rl N O N m N r\ N rl m
ma C C C cc O O r\ O O O O O O O O O O O O O O O O O O O cc cw a C rl O m O r\ O
> m m m ry m m m m m m m m m m m m m m m m m m m m m . a m m m , o o o H m a o H ,
a a a N a a or a a a a a a a a a a a a a a a a a a H I m m w M M O N I I m a H m
o N N N N N N H N N N N N N N N N N N N N N N N N N O M a m O a m O m m C ry cc co O
o — — — — — — — — — — — — — — — — — — — — — — — — — -
v m m m, N o a H H, m H m m o m N m co a H ry m m H o o o o o m o o o o o o o o o
D m m m m H a m m m m c o ry m o m m m a N m H H a m c c H ry o m m m o a o o o o o
m O H m m O m, m m O N a ry m m m H m m m m ry O a m m m co m e m e c m N H m m O
> o uS uS ro ro C cl cl C uS ro o ci o o a cl o ci a ro ri uS C ri o uS o ro w uT 7S a o cl? w o ro o
a m m N N N H N m m m m m N m N m m m N N N m m m m m w m m w m m w m C ry m m m
N N N N N N N N N N N N N N N N N N N N N N N N or or a m m a m m a m m ry ry m o
s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 - s4 s4 s4 s4 s4 � o o � o
� s4 s4 s4 s4 s4 s4
v o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o
D o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o o
0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
> uS uS uS 1 uS uS o uS uS uS uS uS uT uT uT uT uT uT uT uT uS uS uS uS uS o C C C C C C C C C C C C C C
a a a m a a o a a a a a a a a a a a a a a a a a a 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
N N N N N N N N N N N N N N N N N N N N N N N N N o o m o 0 m O O m 0 0 0 O O O
e,4 e,4
ri ri ri �i ri ri ri o 0 0 0 0
s4 s4 s4 s4 s4 s4 s4 rl rl rl rl rl
s4 s4 s4 s4 s4
C o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
W m W m N N N m m ry m m m m m H 0 m m m H V m a N I N 0 W N
a co 0 o ry m N m m or co or o w m m� o or m m�� w� ry ry N co ry m m m co or a m� o m N
o N N m m N m N N N m N N N N m m N N N o H H N N m m N a o o m o 0
V
N
N
. O .-I m m m O W N m 0 m m .-I .-I m rl N N H II W N W N m O t0 m r\ CC N W m m
a ry w a w a m ry m w co o co ry m o or m co ry m m N o� ry ry N ry m oH a N co ry w a aH
N
� o
N m
CJ 0
�� �.� 1. �i m }� coy l„, l N al u, l �n �� }� m
N m m u� o t m al m a� . l ,> 1, co a
fll fll !. S fll I t S 'v f1 < 1 �( "S ( S !, fll ru M n }{ f t t J N
L1 � �n I 1 - r t � �S I _ I rY ctil S ri' � ri �� m �S �A r� I � n nc�.
Q d ) 'Y ! N �1 N f� O Ii1l I
�� n
I m S m m m m m (\I N (\I N (\I N
m I n �.n �n c� m co o� .-1 .-1 N m t �.n �r uI u) o �� m �r M M .-1 M M M M W i .-1 .-1 ,1 .-1 �>
V m m m 1� d j .r� �.n n �.n �..r o o u� l r•. l l ,. r...... 1, a or �n cr or m m m m m m m m w �n cr or �n or or
rL
rii rid
ri
r i
rig rn (Y
A �
M
��� ri r
-� -
In In
ri . ,
r i ri= rid
i_
rn rig n• ' ry of
I �
rig n
ri rig ri
v
ri' rid �
A �
i n i
it it
u u
n.
V
v
a
N
N
4-
O
d
O
0)
N
N
N
v o
v-
o
Q
> o
o
0')
O
O
m N
(3)
w
0)
N
v o
� o
� o
> c�
m N
a rfr
0 o
n o
0
O m
V �
..�0
0IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII
0
1
III:
1
III
'1
1
IIIIIIII
cc�
C�
v
I
III
'o
1
IIIII
CD
0
N
Ni
IIIIIIII
`
I
I
:III
I
II
II
N
N
4-
O
O
0)
N
N
4-
O
r
O
0)
N
N
N
4-
O
(D p
(D r,
(D
;t
H w
r, Ln
O
w
Ln
m
O
t
m
m
OD
O)
m
>
QD O
of Lri
m
cy
QD QD
Izi Lr)
W
Lri
Ln
Lri
QD
(yi
Ln
ni
m
0)
N
11
,C
N Ol
r, Ln
r,
Ln
Ln Ln
CO QD
Ln
M
H
m
I-
O
Ln
n
�
� �
M
jblr
�
�
�
't
bol
N
-1
(2)
M
QD rn
QD r,
QD O
<o
'r
m
m rn
QD Ln
Ln m
r,
QD
Ln
Ln
W
-
r,
O
W
m
n
W
>
0
O
G Ln
N Ol
r, Ln
m
f`
Ln
Ln G
m N
l0 m
O
m
N
m
Ol
Ln
N
Ol
H
CA
n
d'
CO
QD m
Ef} Ef}
N
�
CO
Ef} Ef}
O
Ef}
CO
E
r,
Ef}
N
r-I
tp,
(2)
2
QD Ol
(D r,
QD
;t
O O
O O
O
O
O
O
O
O
N
M
M
QD O
m
o
0 0
0
0
0
oy°Nm
0
r-
d
r, Ln
Ln
o
tm
H w
N
o
Ln
O
m
®
QD ('n
b4- b4-
N
m
CO cY
b4- b4-
O
H
CO
b4-
H
in
Ln
N
O
m
r, w
w
O (D
'r
m
co
O
Ln m
Ln N
m
(D
Ln w
(D m
N
w
w
(D
m
w
O
O
c)
('\i
m
O
E
En
Q
x
011r
>
4
N.
V
C
.Q
O
V
41
O
!Z
O
O
O
41
V
CJ
C
O
z C
E
O
Q
O
H
d
m
!Z
O
=
O
=
7
�
O
41
V
V9 LL
O 7
O
O
H
N
N
0
0 0
0
0
0 0
0 0
0 0
0 0
0
0
0 0
0 0
0
0
0 0
0 0
0 0
0 0
0
0
0 0
0 0
0 0
0 0
0
0
0 0
0 0
0
0
0 0
0 0
0 0
0 0
0
0
0 0
0 0
0
0
0 0
0 0
0 0
0 0
0
0
0 0
0 0
0
0
To
0)o
0)
a
�
o
0
O
�
E
N
�
E
X
L o
0
0 0
0 0
0
0 0
0
0 0
0 0
m
m m
0 0
0
0 0
0
0 0
0 0
0
0 0
m
o 0
0 0
0
m m
0
p� N
.� w
.—I
w
O N
a w
N O
co a
O
w
.—I O
w a
.—I
a
n O
m a
.—I O
a a
m
M
M M
m m
O O
a a�
H
.—I O
a a
.—I
a
O O
a a
O .—I
a w
N
a
O O
w w
M
m
.—I O
a a
.—I .—I
w a�
O
0 0
o o
O
�n
� o
0
0 o
rl o
0
0 0
0
0 0
0 0
0
0 0
0 0
0
0 0
0
0 0
0 0
0
0 0
0
0 0
0 �
m
m ,
,
v o 0 0 0 0, o 0 0 0 o o . . . o o, H m o 0 o m m o m o 0 0 o m o 0 0 0 0 0
co c H r o m m m o o c H o m a a m m a H r H m m m m m m m m a a o 0 0 0 0
�n m C ll w ll m ll ll o w In C a a w a m m o o C o C a w o 1 w a ll C o
> rP of u3 co ro 0 u3 of 0 0 u3 0 m 0 0 0 1 m om 0 0 m 0 1 0 0 0 0 0 om m om N 0 0 m om
o� ry w w �n w co ry w o� a ry m w ry ry ry w w a w w o� w ry w w o� co co ry w w ry a r, m m m
s4 s4 s4 s4 � s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4 s4
� s4 s4 s4 s4 s4 s4
N
O
N
L ai
N
C m
P a
N
CJ V
N y_ ; ,,_ , , - y_ ; , ,,_ , - y_ ; , ,,_
Qw w w w- J- w r w w- J w- J- w . - w- wJw �wJ - - - - -
4— U
O
Q T
N I
O Ni Ni m m al al al
Oz
. m nl 4m I I N U m I 44
N m
'tom
rn
-
ws -c � -c t rn i i rn rii rn i ? I( n u� m T u�
•d I I'" C\I C\I U� I O] `� C\I C\I YJ
in c i ,A � pG Ii N FrJ
c�
L A ru 1 in in n ,-I m , ' l9 m I..., u� ri l9 1 ri.
u �A 7 „ �t o� m co �� m rii >� I � al a � uI al .�- m () c i c , c �
w w Ni ri nl co U� .-I f 1 m U� (Il co , Ni I -� m U� !
a Ni m 10 - u�
u,l r..... 0 m �
I Kii 0 I .-I
u a) a) a�.-(1I a� �r �.n u� co m �i� o� (1I m m m m m
I
OI><
ry
ri' rL
T
C
N
N
O
rn
Z
-p
T C
N
m
—
�
O
V (7
O
N
`Z
C
O
`Z
V
N
N
4-
O
O
O
N
O
0)
N
N
N
4—
O
Ni O
N
O
O7
N
(1) Ni I 0
4uawuoi4aoddd
NT
N
N
T
4-
O
04
N
m
z
(3)
0
anleA A4un4aw a6aeany
N
N
4-
O
M
O
N
O
0)
N
U)
LL
N
O
V) N
n
E
V
0
0
Q
N
N
4-
O
d'
O
E N
m �
z �
f6 V � LL
� IIIIIIIII IIIIIIIIIIIIII
v
«i o
o
0
5
C14
C14
0
C)
C14
i III III
O
-
si
(\I i 'D
anleA
3
3
0
E
o
E s
z�
N E E
N N _
a � �
m m
ca uS m ...........,
m omm u'awr"�^„lion, �a
,,,,.,
°,�„�,,.,., or�,m
m„,������°,,,������°,,,������°,,,������°,,,�����������������°,,,������°�°i116IDlmmpv,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,.,,,,,,,,,.,,,,,,,,,...........,,,,,,,,,,,,,,;;;;,�Dnn»miiiiiiio,,,,,
Al .mooioouP "'° ° ° ca m o a,,,, �, ,»»,
N
„„
o ....
Nmu
v� nouN;m' „.rc;.,...;;, m
m o
E m �
`1 a ll m m ,
N � °NNoou
o rvi
.._..�,,,,, �a
�� �.�'�'�,,—
`In
°,,,
... of m
VG,� °,,,, Ift....
;oo
,,,..,,,,,,,.,,,.�����,,,,,,,,,,,,,,,,,,,,,,,,.,,,,„e... ti
,mimmMllY'° ca � �a� a �
N �m"m wr,® a oS a mi
Im
IN
N
� ����o ummi �I7PI�lY " uio N
N
E pp mi
c
w mrmm�m�arAM,I
o
.IIHMuoni`
m
CD
N
a
UO
IN o s
a
E
�
o � rS m
m
n
�»»>n�....,...,Al1m,��
v� i ;;°.`...�
2,11 , c
;;dm,,,
n,�
,,,.,m,,,
omi , ,,,,dd^1P��;°,.,� m
mm
. ........................ . .....................u. .
�.....
m m
N m ,,,,,,;d;.anoa o ti a N a .
mmo0dNiid„„�1
m t... °.w������,������� ,h
E
� ,Elba°
N �
NAlluMlryY °y ;......,,,,,,,,, �
�i
m
�i
anleA
N
N
4-
O
r
O
N
O
0)
N
N
E �E E
�Illllllllllllllllllllll�lllllllllllllllf���llllllllllllll
0
a
0
a
0
a
0
0
0
a
m
0
m
m
0
m
0 0 0
I m -
0
0
0 0
0
o I
0
0
o
0 o
m
c�i
o 0 0
B]22f
N
N
4-
O
00
O
N
O
O7
LL
v
E
0
0
0 0
o
N
N m
������IIIIIII
���11�1190
uCilf(UffU
fODDfi.
o
0 0 0
�q.
+�uwi�mui
mn.
nuoui
a � �
o " o
B]22f
of
N
N
4—
O
O
N
0)
mwu�»»»iy1JJJJ1�
nmmq��w»anuunnnm„ �IIIIffPlDrerefrO(^
"'"'""°°°° °"4'd4l;�ti8HkYfiuuuetmlmneoo-
NNDIPGDDIIIII(R0000
V011111�IIII6ti5�}�\���\\ wi71/INNttJ�I(((((((((�u
Illllllllllllllllllllllhii1 ��� !irrnimng
.� ailllllllnnm
.n �r m M Ni Ni I Io 0 0
peaads pla!A
N
N
4—
O
O
N
O
0)
N
E
4-J
V / N
N
N
n� E
W (1)
V
0
Q
nE
W
N
N
O
vt E
E T
N
, o
z a
_
v E
�
t
°
°m2 "gym
No�V
00
Eu
°
vo
0
p
/
may^
IV
....
.
�*f ai r�l i ai
B]22J
N
N
4-
O
N
N
O
0)
N
�IIIIIII�IIIIIIIIB;II;.,,,,�, „
�.211m ..............
ai
^^uu �kY�fJJJJ//J
�����/�%%Il�iirrrrrrG
uO!4ej�Uj U@A@�eaa8
N
N
4-
O
M
N
O
0)
N
N
N
4—
O
d
N
O
T
O a
�T
V IIIIIIIIIIIIIII IIIIIIIIIIIIIII IIIIIIY(
(,I ry
�lOJ�f
/
1)(IIIIIOAO'v
(v)
CY
dJff1
(` IIbnv
I(Si
fo '
Aln(Off
I1( v
PRIIAl
a
W71f1d111/
Am n a q �a�
�llf� '
Amnue/
C7
1 ulluo wlo
1ogo:t)(.)
(Y
(SI�/
AII.)/.
(�.I
C7
y(Ully �Ully
AO/\
II ill'/\...
pp.....
wa
���� � +ta OJGi ��Illi off
A1l�n LI@/
l
1_
(7
4111) Aff1
1)(IIII 3 wl1
dffa ®G 0
1 )(I o t) ( )
0 ofif10 OPY
)(p I I)t(i )
4-J
T ry
CIA'' 111111
t` nGr,e
(\I
GNP")(G
AIn(
LLI� I�
(\I
11 v
...
see**
RI /
CY
ry
O0
4 MASS,
Aa) nIIe(
rnS
40 )
W
(r
�1fi1f 4140,
1 q m )))o g
1 )(plot( r:.....
«I
)
AIL)(.
Il RIIAlI_.
v
Ii�I f111��j��%
Amnue/
cr
O
1 ul,Il.rv'wl�
1ogo,)o
AGO 0___..
1)glliotdr:.....
m
1Y
l` nfmb
mI40
AM/
u
/
Il RIIAlI_.
cr
�/
Amnad��a
9�� Amnue/
A lA
r
v N o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0
o
vE
O O m c�O tO m O N
T o m m n
m I m Ia m m
oS rvP o) o rvP �1 0?
o N o) N m o) o)
CD4
)p p) O N
c m o 0 0
� of ui rvi o a o o �
o m o o n
_ d r � N� O N
c0 rvl N CJ � O pj .-i N
b4 b4 m� b4 � N
N N
0 0 0 0 0 0 0 0 0 o
N O� � CJ CJ cO � O) CJ O
O) O) CJ N CJ O) o
7j N cO cO m . . . o
N m o
V
o
O
U) o
0
o
o
o
oo
E c a
a m°
_ E
o
ti
a �
m
u
f11f1!!11
)�xlu l�))t)CI
o
o
"(Iuit)r,old
oo
rf11110
(p)I,)1�Ia5S
N
/!/ '.
II),iv
a
e.
c_
4l/Or
/n
5 0
(lull
),xp) I,))"(1
o
ffll(!
)agol:))
o
o
(((Jffl
_qur)1da5S
o
<<
i{IIIIIfi
/lift
o Jf
%
II iv
o
(A
/)ian
Pillllll, I
)'KIW))aCl
e.
ci
ll('ll�i '
(I j,'I )ld
O
o
% �
)J=�o1Ji1
o
���IIIIIIdII����
flu l�liag
'�)
(V
f0:
JIII1 (.
Ii:JLL
ry
i11
SIR/; is
i,�l
o
„�
II)iv
c'I�
o
�1�11�kJf
")"A
t
61
/ (v(la
iv � �
)'KIa I,) "(1
c>
r00�/
(I j"R)),,
o
o
III%/INµ
)JC�O1 Ji1
)
�0�
(U IJjIi Jai
Va
(J
(�II�II�I�II
o
(V
JIIII('
c.!
111111111
/ IAI
o
WON,
nl
Ob
o
),)I1)I,)),)(I
o
):I O ))
o
o
o
))Il„
Otli
A I,AII
aarl
)V
o
r�01�(
il,:))"IAI
c
an I -A l ed
MA
N
N
4—
O
N
O
0)
N
N
4-
O
N
O
0)
N
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Council Member Baldino
Item Number: 15
TITLE:
Discuss Establishing an Ad Hoc City Council Subcommittee to Address Issues Related
to the Hyperion Water Reclamation Plant
RECOMMENDATION:
Approve establishing an Ad Hoc City Council Subcommittee to address issues
related to the Hyperion Water Reclamation Plant.
2. Select two City Councilmembers to serve on the Subcommittee.
3. Alternatively, discuss and take other action related to this matter.
FISCAL IMPACT:
None.
BACKGROUND:
In a special city council meeting held on September 8, 2022, City Council unanimously
declared a local state of emergency due to the emission of noxious gases and foul
odors from the Hyperion Water Reclamation Plant that have been plaguing the
residents and business of El Segundo since July 11, 2021, when the plant experienced
a major sewage spill and flooding. City Council and City staff have been monitoring the
Hyperion situation closely and working with state and local agencies to advocate on
behalf of the El Segundo community.
DISCUSSION:
Establishing an ad hoc City Council Subcommittee to address issues related to the
Hyperion Water Reclamation Plant would enable more focused attention and discussion
related to the City's response to the ongoing odors and noxious gases coming from
Hyperion.
Page 217 of 224
Discuss Establishing an Ad Hoc City Council Hyperion Subcommittee
February 7, 2023
Page 2 of 2
CITY STRATEGIC PLAN COMPLIANCE:
Goal 1: Enhance Customer Service, Diversity, Equity, Inclusion and Communication
Objective 1A: El Segundo provides unparalleled service to all customers.
Objective 1 B: El Segundo's engagement with the community ensures excellence.
PREPARED BY:
Barbara Voss, Deputy City Manager
REVIEWED BY:
Darrell George, City Manager
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
None
Page 218 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Mayor Boyles
Item Number: 16
TITLE:
Assign City Council Members to Serve on Committees for Various Intergovernmental
and Local Agencies
RECOMMENDATION:
1. Approve and implement assignments.
2. Alternatively, discuss and take other action related to this item.
FISCAL IMPACT:
None.
BACKGROUND:
After the seating of every newly elected City Council Member, the Mayor considers
appointments to serve on various intergovernmental agencies, local agencies and
subcommittees.
DISCUSSION:
A table listing proposed City Council appointments to intergovernmental agencies, local
agencies and subcommittees is attached.
CITY STRATEGIC PLAN COMPLIANCE:
Goal 1: Enhance Customer Service, Diversity, Equity, Inclusion and Communication
Objective 1 B: El Segundo's engagement with the community ensures excellence.
Page 219 of 224
Assign Council Members to various intergovernmental agencies, local agencies
and subcommittees.
February 7, 2023
Page 2 of 2
PREPARED BY:
Mishia Jennings, Executive Assistant to City Council
REVIEWED BY:
Barbara Voss, Deputy City Manager
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
1. Proposed Council Assignments
2. City Council Member Assignments
Page 220 of 224
THE TABLE LISTING PROPOSED COUNCIL ASSIGNMENTS WILL BE DELIVERED
UNDER SEPARATE COVER
Page 221 of 224
AGENICY/COMWITTEE,
DELEGATE
A LTERNATE,
City Selection Committee
Drew Boyles
By Proxy
Hyperion Citizens Forum
Ryan Baldino
Lance Giroux
Independent Cities Association
Drew Boyles
Chris Pimentel
Independent Cities Risk Management Authority *
Carol Pirsztuk
Chris Pimentel
League of California Cities
Chris Pimentel
Drew Boyles
Los Angeles County Sanitation District 5 & SBC
Chris Pimentel
Drew Boyles
Senior Citizen Housing Corporation Board (Park Vista)
Ryan Baldino
Carol Pirsztuk
South Bay Cities Council of Governments (COG)
Lance Giroux
Drew Boyles
Chris Pimentel
Carol Pirsztuk
Ryan Baldino
Southern California Association of Government
Chris Pimentel
Drew Boyles
Contract Cities Association
Chris Pimentel
Lance Giroux
* Resolution must be changed for Council delegate to vote.
STANDING,COMMUTt`EES
DELEGATE
AUERNATE, ,
City / School Affairs Subcommittee
Drew Boyles
Ryan Baldino
Disaster Council **
Drew Boyles
Chris Pimentel
City Council Finance Committee
Carol Pirsztuk
Lance Giroux
Investment Advisory Committee
Carol Pirsztuk
Lance Giroux
Arts and Culture Advisory Committee
Lance Giroux
Environmental Committee
Ryan Baldino
**Meeting to be held with special Council meeting
OTHER APPOINTMENTS WITH OIFFEREN OR NO TERMS,
DELEGATE
AUERNATE, ,
Los Angeles County West Vector Control District
Drew Boyles
LAX Area Advisory Committee
Corrie Zupo
Carol Pirsztuk
Carl Jacobson
No "T"eiriim
LAX Roundtable
Carol Pirsztuk
Carl Jacobson
Aquatics Center Subcommittee
Lance Giroux
Chris Pimentel
Ryan Baldino
Page: 1 of 1
Page 222 of 224
GIRT411 City Council Agenda Statement
ELSEGUNDO Meeting Date: February 7, 2023
Agenda Heading: Mayor Boyles
Item Number: 17
TITLE:
Discuss Retaining a Public Relations Firm to Assist with Communications Related to
Hyperion
RECOMMENDATION:
Approve the retention of a Public Relations Firm to Assist with Communications
Related to Hyperion.
2. Alternatively, discuss and take other action related to this matter.
FISCAL IMPACT:
Fiscal impact will be determined when the scope of work is defined.
BACKGROUND:
In a special city council meeting held on September 8, 2022, El Segundo City Council
unanimously declared a local state of emergency due to the emission of noxious gases
and foul odors from the Hyperion Water Reclamation Plant that have been plaguing the
residents and business of El Segundo since July 11, 2021, when the plant experienced
a major sewage spill and flooding. City Council and City staff have been monitoring the
Hyperion situation closely and working with state and local agencies to advocate on
behalf of the El Segundo community.
DISCUSSION:
Retaining a public relations firm would assist with focused outreach and
communications to the public, media outlets and key stakeholders to support the City's
efforts to address the ongoing odors and noxious gasses coming from the Hyperion
Water Reclamation Plant.
CITY STRATEGIC PLAN COMPLIANCE:
Page 223 of 224
Discuss Retaining a Public Relations Firm to Assist with Communications
Related to Hyperion
February 7, 2023
Page 2 of 2
Goal 1: Enhance Customer Service, Diversity, Equity, Inclusion and Communication
Objective 1A: El Segundo provides unparalleled service to all customers.
Objective 1 B: El Segundo's engagement with the community ensures excellence.
PREPARED BY:
Barbara Voss, Deputy City Manager
REVIEWED BY:
Darrell George, City Manager
APPROVED BY:
Barbara Voss, Deputy City Manager
ATTACHED SUPPORTING DOCUMENTS:
None
Page 224 of 224
