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Gordian Group - 2024-11-19 (2)
2000 Main Street, Huntington Beach,CA City of Huntington Beach 92648 APPROVED 7-0 File #: 24-588 MEETING DATE: 11/19/2024 REQUEST FOR CITY COUNCIL ACTION SUBMITTED TO: Honorable Mayor and City Council Members SUBMITTED BY: Travis Hopkins, Acting City Manager VIA: Chau Vu, Director of Public Works PREPARED BY: Patrick Bannon, Capital Projects Administrator Subject: Approve and authorize execution of a Service Agreement with the Gordian Group to conduct a city-wide facility assessment Statement of Issue: In order to effectively operate and maintain City facilities, accurate condition assessments and cost analysis need to be conducted on facilities to properly identify, fund, and prioritize efforts. Financial Impact: The assessment of approximately 1,466,427 square feet of City facilities will cost a total of $424,581.00. Funds for the project are available in the Infrastructure Fund (31440028.82200). Recommended Action: Approve and authorize the Mayor and City Clerk to execute the "Service Agreement between the City of Huntington Beach and Gordian for Facilities Concessions Assessment" in the amount of $424,581.00. Alternative Action(s): Do not approve the recommended action, and direct staff accordingly. Analysis: A conditional assessment for facilities is conducted to determine its current state, identify necessary repairs, and prioritize capital improvement projects. The last city-wide assessment was done in 2007. Accurate and consistent assessments are critical to maintaining the safety, functionality, and longevity of these assets and the overall infrastructure. Gordian, a leading provider of construction cost data, software, and services, offers comprehensive tools that can significantly enhance the quality and effectiveness of these assessments. City of Huntington Beach Page 1 of 3 Printed on 11/13/2024 powered by LegistarrM 423 File #: 24-588 MEETING DATE: 11/19/2024 1, Comprehensive Data Collection: Gordian's platform supports thorough and systematic data collection, ensuring that all critical aspects of city facilities, including structural, mechanical, electrical, and plumbing systems, are assessed comprehensively. This level of detail is crucial for making informed decisions about maintenance and repairs. 2. Standardization and Consistency: Utilizing Gordian's standardized cost databases and methodologies ensures consistency across all assessments. This uniform approach enables the city to compare results across different facilities, prioritize interventions, and ensure equitable allocation of resources. 3. Accurate Cost Estimation: One of Gordian's key strengths is in providing precise cost estimates for identified repairs, replacements, or upgrades. Accurate financial planning is essential for the city to budget effectively and avoid unforeseen expenses, and Gordian's data ensures these estimates are reliable. 4. Efficient Planning and Prioritization: The data derived from Gordian-assisted assessments will enable the city to better plan and prioritize maintenance and capital improvement projects. By understanding the condition and expected lifespan of various assets, the city can schedule necessary interventions in a timely manner, reducing the risk of costly emergency repairs. 5. Integration with Facility Management: Gordian's solutions are designed to integrate with existing facility management systems, allowing for a seamless transition from assessment to planning and execution. This integration ensures that the results of the assessments are actionable and can be monitored over time, leading to more effective management of city facilities. 6. Risk Management: Comprehensive assessments using Gordian's tools help identify potential risks associated with deteriorating infrastructure. By understanding these risks, the city can make informed decisions to mitigate them proactively, thereby reducing liability and enhancing public safety. 7. Support for Funding Requests: Detailed and accurate conditional assessments are often required when applying for external funding or grants. Gordian's data-driven approach can support these applications by providing credible, evidence-based assessments and cost estimates, which demonstrate the city's need for financial assistance. 8. Long-Term Asset Management: Beyond immediate repairs, Gordian's assessments provide valuable insights into the long-term maintenance needs of city facilities. This information is essential for developing long-term asset management plans that will help extend the lifespan of the city's assets and optimize maintenance budgets. Gordian's comprehensive approach to conditional assessments will enhance the City's ability to maintain its facilities effectively, manage risks, and plan for the future. Authorizing this contract aligns with the City's commitment to fiscal responsibility and the long-term stewardship of public assets. This service will be procured through Sourcewell's RFP #020421. Contract document is attached as well as linked directly below: • https://www.sourcewell-mn.gov/cooperative-purchasing/020421-act • Multi-bid process of 18 vendors, ranked #2 overall (#1 amongst US-based vendors) • Awarded the Facility Assessment and Planning contract in March 2021 along with 5 other vendors • City of Huntington Beach is a member of this coop City of Huntington Beach Page 2 of 3 Printed on 11/13/2024 powered by LegistarT" 424 File #: 24-588 MEETING DATE: 11/19/2024 • Recent agencies who used this coop include City of Modesto, Santa Cruz County, Orange County Public Works (CA), Viewpoint Schools (Calabasas, CA), City of Beverly Hills (CA) Environmental Status: This action is not subject to the California Environmental Quality Act (CEQA) pursuant to Sections 15060(c)(2) (the activity will not result in a direct or reasonably foreseeable indirect physical change in the environment) and 15060(c)(3) (the activity is not a project as defined in Section 15378) of the CEQA Guidelines, California Code of Regulations, Title 14, Chapter 3, because it has no potential for resulting in physical change to the environment, directly or indirectly. Strategic Plan Goal: Goal 6 - Infrastructure Investment, Strategy C - Conduct an assessment of all City facilities to determine priorities for upgrades and repairs, implementation and financial priority. For details, visit www.huntingtonbeachca.gov/strategicplan. Attachment(s): 1. Gordian Proposal 2. Gordian Scope of Work 3. Draft Service Agreement 4. Sourcewell Contract for RFP #020421 5. Project Presentation 6. Certificate of Insurance City of Huntington Beach Page 3 of 3 Printed on 11/13/2024 powered by LeglstarTM 425 R D IA t z ,-_ '4,.,-.,,,.'',11/4.',IN-::' N*‘, ' 4 ,t,r.„-,,,,s;,,s-:N.bi‘,\,k .,A.,,,,,,,,.:k- Ai 4... .**‘.4, ip �Nr. s k. 441 - se� ' . b �Fr l� � 40%4 Facility Condition Assessment Proposa • *.'4:15 ,,,,,,,, '44%441°1''700* 411116.. 1444Cfatf 140441:4'1::::; May 20, 2024 To: City of Huntington Beach Point of Contact: David Tsung, Senior Account Executive From: The Gordian Group 864.734.6199 d.tsung@gordian.com ,tea d y. fac • q es; - i s „1. $ � A e'er s , *fi ^ea ^3' 3 i Splipt ' 6 Table of Contents Gordian Overview 1 Industry-Leading Assessment Platform 2 Gordian's RSMeansTM'Construction Cost Data 2 Gordian Cloud Platform 2 Gordian Assessment Offerings 6 Adherence to Industry Standards 6 Assessment Approaches 6 Gordian Cloud Platform Self-Assessment 6 Modeled Assessment 6 Facility Condition Assessment 7 Facility Condition Assessment+ 7 Gordian Assessment Service Summary 7 Gordian Services Proposed for You 9 Facility Condition Assessments 9 Service Overview 9 Project Initiation Phase 10 Assessment Phase 13 Data Development Phase 18 Deliverables Phase 20 Project Completion 22 Facility Condition Assessment Add-Ons 22 Continued Engagement Post-Project 24 Appendix A—Professional Fees for Proposed Solution 25 Appendix B—General Terms and Conditions Agreement 26 FCA Proposal City of Huntington Beach 427 Cover Letter May 20,2024 City of Huntington Beach Attn: Patrick Bannon,Capital Projects Administrator 17371 Gothard St. Huntington Beach,CA 92647 Dear Mr. Bannon, The Gordian Group(Gordian)understands the cornerstone of your organization's success lies in making well- informed decisions grounded in reliable data.Our Facility Condition Assessment(FCA) is more than just a service—it's a collaborative effort towards clarity and actionable insights.Through our Gordian Capital Planning software,we help you connect the dots between data and decision-making,equipping every stakeholder with a clear and actionable understanding of the challenges and opportunities at hand. With 25+years of experience and a best-in-class platform for FCAs and capital planning,Gordian stands as a leader in delivering comprehensive data and service solutions for complex projects.This proposal outlines a multifaceted initiative that will engage a diverse group of stakeholders,generate critical data,provide in- depth analysis to help prioritize your organization's needs and risks,effectively communicate project costs, and develop strategies and long-term capital plans through a modern software platform.We are confident our approach will not only meet but surpass your expectations. Our team is excited to assist you in evaluating our solution and is ready to support you every step of the way. Gordian's goal is to build a lasting and trusted relationship with the City of Huntington Beach(Huntington Beach),beginning with a clear demonstration of the benefits our services will bring to your organization. The price for the proposed services and software is shown in Appendix A—Professional Fees.We propose that the procurement be carried out using the Sourcewell Contract#020421.The General Terms and Conditions Agreement—Appendix B—has been provided for your legal team's review. Thank you for the opportunity to submit this proposal and for allowing us to share the benefits of our services. Please do not hesitate to contact me with any questions. Kind Regards, AaJ1& Tsu.vtSS David Tsung Senior Account Executive 864.734.6199 d.tsung@gordian.com :, k' Rbf to x * £$ t: E AAAi s: 3* r, 1 1 * ".., 1 .. tAtiztiof 428 Gordian Overview For nearly three decades,Gordian has set the standard for Facility Condition Assessments(FCA),capital planning,and related software solutions on a global scale. Our reputation as a leader in the industry comes from our unwavering commitment to delivering accurate,actionable data and clear,strategic program management guidance. Trusted for large and small condition assessments,Gordian's expertise spans a diverse array of facilities,from complex healthcare and research institutions to utility infrastructure and hardscapes. Each year,we conduct assessments of more than 5,000 facilities—including but not limited to higher-ed academic and research, K- 12 schools, municipal, provincial,federal,athletic,office, prisons, and court facilities—encompassing more than 220 million square feet.Our teams are adept at executing regional, national,and international projects in line with our customers'stringent timelines. Each year, Gordian assesses over 5,000 facilities, covering more than 220 million square feet, with an average of 30 specialized teams deployed weekly in the field across various sites. °' L Rather than simply"picking projects"from technical 0 condition data,Gordian's FCAs and software empower our 900+ customers with a strategic approach to capital 7 f6 management,streamlining the process of facility renewal and ensuring that project selection is in harmony with Organizations facilities organizational objectives.Our expert Project Managers and planning efforts are (� Facility Assessors provide unparalleled support at every project stage, positioning our customers for effective supported by Gordian capital expenditure management and helping secure the funding essential for their mission's success. This document provides an overview of Gordian's FCA service offerings,designed to guide your organization toward a strategy of effective and sustainable facility investment and management.You will also find a detailed explanation of how Gordian can support your organization's specific goals and what collaborating with us on an FCA offering entails,including a breakdown of associated costs. FCA Proposal City of Huntington Beach Page 1 of 37 429 Industry-Leading Assessment Platform Gordian's assessment platforms and standards provide a framework that assists our customers in managing their facilities more effectively, leading to better financial and operational outcomes. Gordian's RSMeansTM Construction Cost Data RSMeansT"" Data is Gordian's industry-leading construction cost database.Gordian utilizes RSMeans construction cost data to develop cost estimates for facilities,systems,assets,and requirements.The RSMeans cost database contains more than 92,000 line items, and cost engineers spend more than 30,000 hours researching and validating the costs every year.Gordian is the sole provider of the RSMeans Assessment Dataset informed by decades of field work conducted by licensed professionals.Gordian and its subsidiaries have the exclusive right to integrate and utilize RSMeans Data in the FCA and capital planning E software. O Gordian Cloud Platform 4-1 The Gordian Cloud Platform integrates capital planning,estimating,and construction procurement a--+ capabilities in a single application that is powered by the industry-leading RSMeans Data.The Gordian Cloud c Platform offers a unified user experience by connecting workflows throughout the building lifecycle.These d.) workflows are enhanced with powerful automation and insights, ultimately ensuring optimal decision-making E in project selection, budgeting,and execution and efficient and effective data management. cn cn Gordian Cloud Platform includes the following capabilities for Assessments and Capital Planning. CU Asset Capture—Streamline Asset Capture and Evaluation tar) Gordian's Asset Capture application equips users with a comprehensive solution for digitally recording facility assets on-site,combining a user-friendly interface with the ability to instantly capture photos and asset details,and integrate RSMeans Data in one seamless action.This results in a unified repository for all (13 collected asset data,streamlining facility management,and decision-making. J 4J cn FCA Proposal City of Huntington Beach Page 2 of 37 430 „ae } .. K S ” per, ..- vWoademWuxti: wnui. I. 44 is -..'st,,..... „'-'';:0:::1,,, s� �, ''' -:*per" .. Gordian's Asset Capture mobile data collection tool enables accurate facility and asset data to be collected quickly. . r - a r 044 1 " 1 i �+ a # .„,, ,ye,,. i " ? a�am.4 «.a* w...s.,t'' t ' rs f ;ice! At # _77 - @ _, .1C4, g� maa& +m.w41A ,tic.Vt nwuH Sad } �Mpgg 3 'iM --:' '3M f } . } `. K � A l,m'arr.w.ngta!6r.,vi. � � teF trY0.i�ar+u"pxm0 :m.wue3rM ts. '.MN�`0.:. }' £ Mb� '"�d4�aYt4 M�Ykwf # `�&�5k'� �}�;, Data collected with Gordian's Asset Capture mobile data collection seamlessly flows into the Gordian Portal,making it instantly available for capital planning and other uses. Capital Planning—Understand Facility Conditions to Drive Project Prioritization and Selection Creating a cohesive capital plan begins with thoroughly understanding your asset inventory and conditions. Armed with comprehensive asset data and the industry-leading RSMeans cost information,your organization gains powerful analytical tools to prioritize asset replacement and chart the most strategic course of action. FCA Proposal City of Huntington Beach Page 3 of 37 431 RD IA • Pala " tCb•*xdti•98ma� x.4r 41.°.'o*`R4 sxa.s¢w» . d .".."_ $w«rr *.i0M..ies'fk y➢,*IAA1.W4 ,;„ Gordian's Capital Planning software provides deep insights into the state of your facilities and assets. 1511, 1ira m _. Gordian's Capital Planning software helps you transform your facility assessment data into actionable capital plans. Gordian's Capital Planning software offers an intuitive interface that simplifies the user experience,ensuring customers can fully leverage its capabilities.Accompanied by a comprehensive help system,it provides quick, accessible answers and resources,facilitating a swift and effective learning curve for all users. FCA Proposal City of Huntington Beach Page 4 of 37 432 G RD1AN' GOP OtAN ., .as of Flom ° 5�¢ ° st ......e.... ..........M ..„„- -'' "- j f Services& `riving, s q a i .31 S`it !tww .. 1,3 Y0 ¢¢' Y • ".3ai+.c9A-'�er aa%+Yr • '41 ._... _.: ,...,.... ".. Gordian Software's Resource Center provides comprehensive information that can be searched or browsed to help users get the most from the software easily and quickly. FCA Proposal City of Huntington Beach Page 5 of 37 433 BOCZEHAW Gordian Assessment Offerings Gordian's Capital Planning tools will assist your organization in defining a multi-year investment plan instead of simply picking projects.The Facility Condition Assessment solution combines industry-leading condition assessments with strategic financial investment, highlighting core investment opportunities and detailing the risk of continued deferral. Our assessment data provides the foundation for a strategic approach that enables decision-makers to accurately target investments that reflect your organization's mission and ensure each dollar is allocated to the highest priority needs. Gordian's practices recognize that capital planning should not be a one-time exercise. Our solution is designed to complement your current planning systems:first by maintaining a live database so you can engage senior leadership as activity demands, and then by tracking performance to targets,which builds credibility for future appropriations. Adherence to Industry Standards CIO Gordian employs our time-tested and proven assessment methodologies based on industry standards to provide useful information about facilities to ensure your organization is prepared to develop and implement •— s_ sound capital reinvestment plans.We have refined these methodologies for almost three decades,adopting dJ standards and industry guidelines, including the American Society for Testing and Materials(ASTM) 4- Document E-2018-15,Standard Guide for Property Condition Assessments: Baseline Property Condition 0 Assessment Process. In addition,all Gordian assessors are certified in Occupational Safety and Health 4-1 Administration(OSHA) 10. C N Assessment Approaches Gordian offers four approaches to Facility Condition Assessments that provide tailored solutions for your organization's specific challenges.All Gordian-provided condition assessments—Modeled, FCA,and FCA+— Q follow the same assessment process,enabling them to be deployed in combination across your portfolio for maximum effectiveness within your budgetary targets. C CD Gordian Cloud Platform Self-Assessment 0 Are you looking to build an assessment program in-house?The Gordian Cloud Platform provides the foundation for all assessment offerings and can be used to support an in-house assessment. Mature capital planning organizations are often able to evaluate their inventory internally to conduct their capital planning work using a self-serve assessment approach on some or all of their portfolio. Leveraging our proprietary Asset Capture mobile application and Gordian Cloud Platform,the data you generate will be built on the same RSMeans Cost Data and connected to our industry-leading planning and strategy tools.As an additional service,support from Gordian's experienced professionals is available to provide customers with guidance for the use of our standards,best practices,and software solutions. Modeled Assessment Do you need to make fast,high-level funding decisions across your portfolio?Or do you have many similar facilities?A Modeled Facility Condition Assessment is Gordian's fastest time to value FCA, helping our customers justify the need for funding when other project scoping and planning mechanisms are already in place. Utilizing the comprehensive RSMeans SquareFoot costing and detailed lifecycle models,a Modeled FCA Proposal City of Huntington Beach Page 6 of 37 434 BORDIAPC FCA provides accurate cost projections without the added costs of sending a team on-site,ensuring you are well-prepared to demonstrate upcoming facilities needs over your planning horizon. Facility Condition Assessment Are you looking to enhance your capital planning with precise,asset-level insights into each facility within your portfolio?Our Facility Condition Assessment(FCA)offering is designed to equip you with a foundational understanding of your facilities'needs.With our independent perspective and expertise in data generation and validation,Gordian delivers the essential information and tools required to comprehensively assess the condition and requirements of your facilities,enabling you to make strategic investment decisions that guide your portfolio to its peak performance. Facility Condition Assessment+ Do you need project-level detail to drive the execution of work?Gordian expands our FCA service to include an intensive effort to identify all specific required actions observable across your inventory resulting in the documentation of additional non-renewal needs—above and beyond the needs identified in our FCA—such as code compliance, life and safety, modernization,and resilience considerations.Gordian's Facility Condition Assessment+(FCA+) provides you with the detailed information you need to plan and execute work. _ Gordian Assessment Service Summary The following table summarizes and compares each of the four options. In this table,you see the features and their descriptions for each of the options.This enables you to understand the value and deliverables each option provides. Selecting Gordian's assessment services is not a one-size-fits-all approach.A solution to deliver the outcomes you are looking for within your time and fiscal resources can be created by blending various services. For example,you might choose the FCA+service for your most important or complex facilities while using Modeled Assessments for smaller or newer facilities. This flexibility enables Gordian to provide results that are tailored to your portfolio,objectives,schedule,and budget. FCA Proposal City of Huntington Beach Page 7 of 37 435 GORDIAN' GapolAN Assessment Approach Sod A#sconment jGacdsLv Cacaxf ktmaabcr Features Feature Descriptions AarrzsAanren Coon&Worm ATSC56Mtn ASscq.Y rent+ TOLOMgOrliDOta **Jag C Oud Piefbs i°r MON* CAOttga AntOnnO IAA atob14e.sC4 me,410o0>,w'.Sf*C'.R Cipttot,:f¢'u OnontnAnnd c, e of •: • SF: • Aablicationaftet%dau kiY**.Reid. tttware;,uboor" dcfnss GS+Cxes i-do i i iL x°ter:aavtt.t,vwSupp,,a t?r_:tatf • • • • RONoinnot PanaOty MindOnneas,€& Ar:s.S#to ASOnnOrl Co&COM t4tak&tot-;epee oftl rY°aka&rO nt:=an • • • • Coo cara uNforroat SOU Ci seficattdn no a bred on aoono r EJrwat,r i Ekmrt 2:°+ • • • • trrttai Deo laaadt#a'aatntn ifigi ;iooltoo Ootai :wk$fi falSi y iniresiil%by • • • *Woo*Aiantinoont Noorfetaty ASMnsett inn tlatntget Wand ft;a#tieS:Sarah euat5 tAtai[.'�Y • • Cad Ikea ISti a our 4tmt it ongesuonas As*****Serge by Gordian 0.'alicated Prorecl'ear,+ ses fist s, na drr&,:c ages,&menOng caai4.rsc:eOEM SLOOOOrd Goo*€nt • a • edit ai aJoeyZ..GT1Stf$**4* *root*we i*ate St'Lf'&{'q ?a1 t&-AG • • a AtaeSanenti &ata;lawnertt- 5yite+ai C fiction 4 Cocuroetsted de*for ear**Liat'y.,tntidiny aystiens and edsting • • • CoiVot Cu*Oreepoomen t gra'uumng tootoiCto xtitussat3aaea. to matbaien fs+r;:astomer heednark. a ". nine Caw***a Cs+st+ke aistRcar x Caa,..*ese;r +#re fealty c36iracxfirsvet aexl • • Ea&sirn4 :ksuts asset data Plato* ? tea amots to*ope • •,. QBiafr y Ca taosi 4dd:tn O.O lava ei data,a4tlattos,tnaur»g ne n4best anurnda& • • >333e13AniLT aszus4L4,ie+d PSAk%airroit;;e as our ta'1s03 adiuntcd Rr tsars Mont 88 ti k ode tO.#b.;t Wont!on xuxuai i by Canteen Useful Lite SL- ptert++:s tAt ♦ • tdernInnotien Re{,'w***or come***feu***$ S*Me.ff The.¢end • opoeoambe 1tiier,teiei ierchtsle tit*Vey,C4t+id*SgLYYde,**moo**e_RfK:'ttrtob*yS n tYs twin 4 6"'d Odennalta&On # F3 iatele Liat:1.4t4 nnOnleknOtnn tas hcrt ieO;nOnn ffi Rernnoling OSOnot tact :t;it, Yar,�siwe r..sax-.rast xma A,imreAD a uorartarr to scootot fteo bodinga And AftatmentS ':pca;itaea A Seffi • eliw ern hies art33ro ry**port. • • • (',aatnrner***back tribott*elas.* Orientaionon Gaffann a a a Cood Watieten !h'f 5.+ntafaiin Farb rdgt • ♦ • Retort P* • Gordian's assessment services provide a comprehensive suite of options that can be applied individually or combined across your portfolio. FCA Proposal City of Huntington Beach Page 8 of 37 436 GOR D IAt'+ Gordian Services Proposed for You After carefully considering your goals,needs,and budget,Gordian proposes that a blend of the following services will provide a cost-effective solution for your capital planning needs: • FCA+ • Site Linear Assessment • Strategic Assessment Insights—Add-On Service • Assessment Data Update—Add-On Service By implementing this mix of services,you will: • Have a comprehensive understanding of the state of your facilities. • Know your organization's current and projected facility funding needs for lifecycle and other—such as life safety—reasons. O • Have project-level detail for specific required actions across your portfolio. O • Be able to manage,analyze,and report on all aspects of your facility capital plans. • Have a detailed and comprehensive assessment of your site and utility assets. C.) cn • Have a customized multi-year investment strategy equipped with prioritization tools,enabling you to 0 make informed, mission-aligned investment decisions. O • Be able to communicate your strategic capital plan to organizational stakeholders effectively, L' ensuring seamless integration with your current systems and a transparent understanding of your facility's investment needs and priorities. U • Secure sustained funding for your capital investment program by annually documenting and .— showcasing the impact and achievements of completed projects. L- CU • Maintain the integrity and accuracy of your project inventory with a systematic update process, C/') ensuring continued stakeholder trust and progress toward your long-term goals. C Ca The following section details the processes,tools,and other elements of the proposed solution. s.. Facility Condition Assessments The FCA+process is delivered using a disciplined and proven set of processes and tools to ensure that accurate data is collected and populated in the software to provide deep insights into your capital planning needs and to enable you to develop impactful capital plans. Service Overview Phases of the Condition Assessment Process . m311 t111171 FCA Proposal City of Huntington Beach Page 9 of 37 437 GOR D IAN' The assessment process is implemented through four phases: • Project Initiation • Assessment • Data Development • Deliverables Each of these phases is described in the following sections. Project Initiation Phase The Project Initiation Phase of the assessment is the foundational stage where the groundwork for the entire assessment process is established. 14,0 Project initiation Introduction Project Kick- Data Collection; Project Team E E System Introduction to the Project Team and Project Kick-off Meeting Once you have been introduced to your project team,the first step is to discuss the details of the project during the kick-off meeting. Set Goals To kick off the project,your designated Gordian Project Manager will set up a meeting with your organization's key stakeholders for introductions and to confirm the goals and objectives for the project. Understanding what your organization wants to achieve with this project is the key to its success and will drive the project effort,ensuring the end deliverable best meets your expectations and goals. Confirm Scope and Deliverables During the initiation phase,the Gordian Project Manager will collaborate with key stakeholders to establish and document the parameters for the assessment.A scoping meeting will be held to discuss and confirm schedules, assessment criteria,data classifications,system configuration, prioritizations, and categorizations. Often the goal setting and confirmation of scope and deliverables can be discussed and agreed upon in one meeting. FCA Proposal City of Huntington Beach Page 10 of 37 438 GORDIAN• Management Plan The Gordian Project Manager will conduct regular progress meetings throughout the phases of the project to maintain open communication.The frequency of progress meetings will be determined during the initial engagement phase of the project.A schedule will be provided to illustrate the usual phases and milestones of the condition assessment project, including tasks and durations of your required involvement.The project schedule will be maintained by Gordian's Project Manager who oversees each task,communicates at both the project management and assessment team levels,and tracks changes closely. Example Assessment Project Schedule When the assessment project is confirmed in cooperation with your organization,a detailed project schedule will be created.Gordian's standard workflow to deliver our assessment services is shown below for a "typical" portfolio of up to 1M sq.ft.with a mix of service options.The prompt achievement of milestones and deliverables is fully dependent upon the accessibility of facilities and the availability of staff and data. DPv14 aSittiltn sYAM istwOodrikvt crud*w+rt r%ou q mmdrrMl•MPlik. • • 4 a:w Rrecsnatn{ DatiMeolitkcaltan&Client ASZACXAMIC 1 ^wmw.»as s w :,n rr! , ninrwrs r;_eatect Fm ri PrOS•011 ri 000.1.14 dirOducaki iDP t01gOwa tintan euellriliwat _.... • An early deliverable in the assessment process is a detailed schedule specific to your project(the schedule shown is an example based on 1 MSF and a mix of service offerings). Huntington Beach's Responsibilities To ensure the best possible quality of the final assessment information,some aspects of the work require support from our customers in addition to your involvement in the standard project delivery.The expected Huntington Beach responsibilities will be as follows: • Provide a Project Representative.This person is responsible for the coordination of your organization's resources as necessary for the project.This project representative will possess the authority to allocate and dedicate both human and material resources on behalf of your organization,ensuring the successful execution of the project. • Prepare and Organize. Dedicate time to prepare and organize key reports, plans,and documents the team can utilize to support the field assessment work—data collection process.Careful preparation of facility plans and other documentation is important to our work.While we appreciate having access to large amounts of information,simply providing a link to an online library of large volumes of historical facility construction documents,reports, and other data,can introduce risk in the project timeline. FCA Proposal City of Huntington Beach Page 11 of 37 439 : OR BAN'. • Before the On-Site Assessment Work. Before Gordian arrives on-site,assist with developing a rational sequential work plan,obtain and prepare note-taking floor plans,facilitate any required security clearances,and arrange escorts for our assessment teams. • During the Assessment.Once Gordian is on-site, provide a full-time—one per team—escort with access to all facility spaces and ensure that key operations and maintenance personnel are available to respond to questions.This ensures the ability to complete the assessment data-gathering process. • After the On-Site Work is Complete.Once Gordian's on-site work is finished,assist with data qualification as a further check on our internal Quality Control process.A timely review keeps the project on schedule and builds confidence that the information is complete and accurate. Gordian's Responsibilities The Gordian Project Manager's responsibilities will be as follows: • Develop the project instructions and resource scheduling. • Provide the assessment team members with all collected information for their review before the on- site assessment phase. • Coordinate and facilitate an internal kick-off meeting to bring together all members of the assessment team.Team composition is carefully selected by matching individual expertise and availability to the project's needs. > The Gordian Project Manager determines the optimal number and structure of assessment teams,which may vary from solo professionals to groups of two or three,based on the size and complexity of the assets being evaluated. • Supply the following project documents to your organization's point of contact that will inform, track,and guide the project: > Project team roster > Project schedule > Project kick-off meeting agenda and virtual meeting platform and details Data Collection The Gordian Project Manager will communicate with your facility and maintenance managers and staff members using email and teleconferencing to facilitate the collection of essential information required by our assessment teams.This data typically includes additional asset information (e.g.,floor plans,drawings, previous studies,recent capital improvements made and planned for,etc.). To facilitate information flow,Gordian will host an information repository using SharePoint that will provide information important to the project's ongoing progress. System Configuration System configuration is necessary to prepare for the Assessment phase. In the Gordian Cloud Platform,we will create a virtual facilities inventory by leveraging technology to model the facilities accurately.This baseline is created for facilities based on the level of detail required. For the FCA+service,data is configured up to Uniformat Level 5. FCA Proposal City of Huntington Beach Page 12 of 37 440 BihR131AN7 This baseline is built using experience from 20 years of facilities information within the Gordian database and leverages over 50,000 buildings as reference points to build the framework.Costs and life cycles for the assessment are linked directly to the RSMeans dataset,which is updated annually to ensure your cost data never becomes outdated. Assessment Phase The Assessment Phase is the fundamental step in building your assessment dataset in which Gordian professionals will account for your unique facility characteristics. Ets • Assessment nsiteAssessment e linear Mobile Asset,capture meat S On-Site Assessment Using Mobile Asset Capture During an FCA+,Gordian will send one or more teams to your facilities to perform the assessments.On the first day of the field visit,Gordian will organize a meeting with your team members who will be involved with the field assessment phases of the project to kick off the on-site survey work.This meeting will enable your staff to meet the Gordian assessment team and understand the project schedule. It will also include a discussion of the site visit's logistics,such as accessing all elements of the facility,and other practical information important to undertaking the physical assessment.Gordian will ensure that all functional teams understand project objectives,conditions,and goals.We request that Gordian's field assessment team(s) be granted prompt and full access to the subject properties,including supervised entry to all relevant areas and safe access to subject properties—including roof unless sloped—to facilitate a thorough and efficient assessment process. Assets Included in an On-Site Assessment Following are examples of the assets evaluated as part of an on-site assessment: • Cooling:Building Distribution,Generation • Electrical:Building Distribution, Fixtures/Lighting,Generation,Secondary Services,Specialties • Exterior Shell:Exterior Painting,Gutters&Leaders,Opening, Roof,Structural FCA Proposal City of Huntington Beach Page 13 of 37 441 B D • Heating:Building Distribution, Fuel Supply&Management,Generation • HVAC:Air Handling, Building Distribution, End-use HVAC,Generation,Ventilation,Ceilings • Interior Shell:Floors,Walls,Ceilings, Finishes • Mechanical:Pumps/Motors,Specialty Equipment,Vertical Systems • Plumbing: Bathroom Renovations, DHW Generation, Fixtures&Fittings, Primary Service, Pumps/Motors,Supply Piping,Waste Piping • Fire Safety:Fire Alarm/Detection, Fire Protection/Egress The specific list of assets to be assessed—by Uniformat category—will be established during the Project Initiation phase. Visual Inspection Gordian's team will visually inspect all the facilities included in the project's scope to identify deficient conditions and assess the remaining lifecycle of designated assets documented by digital photographs. The inspection of the facilities'interior space will include all mechanical and electrical rooms,all public spaces, and a representative sampling of similar room types(e.g.,offices).For example, "it is not the intent to - assess every balcony,window, utility closet,every square foot of roofing,etc.Only representative observations of such areas are to be surveyed"as per ASTM Document E-2018-15,Standard Guide for Property Condition Assessments. The inspections of the facility's exterior space will include an approximate ten-foot perimeter around the facility and the areas adjacent to and/or attached to the facility that are inherent to the facility's use,such as ramps,stairs,entryways,and exterior wall-mounted lighting.Additional site/property level assessments are outside of this scope of work unless specifically included. Digital Photos Gordian will capture photos during the assessment process and associate them with facilities,assets,and/or requirements to visually illustrate existing conditions. Requirements If the scope of your service includes our most detailed assessment(FCA+),the Gordian team will provide experienced professionals to document observed deficiencies as they relate to accessibility,life safety, building codes and standards,and local regulations during the evaluation of asset condition. In addition,the team will identify projects where an alternative action to full asset replacement is feasible to help extend or preserve Remaining Useful Life. FCA+will also account for factors such as environmental exposure,quality of installation, material suitability,and the rigor of the preventative maintenance program. Recognizing that systems can either surpass or fall short of their average useful lifespan expectations,our assessors judiciously factor these variables into their final evaluations. • Findings Limitations.Non-compliance findings are limited due to sampling of space and limited measurements and therefore should not be considered an exhaustive list of all non-compliance for a given property. • New Construction. Non-compliance may be noted concerning codes for new construction,without implying non-conformance with older regulations in force at the time of original construction. • Accessibility.Apparent accessibility compliance issues are noted as observed during the visual inspection of an asset.A detailed study of the requirements of accessibility—such as would be FCA Proposal City of Huntington Beach Page 14 of 37 442 B D A provided by a specialized Americans with Disabilities Act(ADA)compliance consultant—is beyond the scope of this proposal. However,Gordian can provide this level of service if required,for an additional fee. Site Linear Assessment The assessment of site and utilities assets will include the systems listed below. • Roadways • Fixed Benches and Other Appurtenances • Parking Lots • Exterior Steps • Lighting • Storm Water System • Major Pedestrian Walkways • Fuel Supply • Architectural and Sports Field Fencing • Water Supply and Distribution • Primary Electric Supply&Distribution • Chilled Water Distribution • Sanitary Sewer • Steam&Condensate Distribution • Playground Equipment • Heating Hot Water Distribution • Retaining Walls over 5' in Height • Irrigation Systems Please note the following: • Visible systems will be evaluated by physically touring the site, reviewing institution maintenance records,and conducting in-depth interviews with facility personnel with historical knowledge of each asset. • Where site assets and their system components are buried or otherwise inaccessible,Gordian will interview institution personnel and review the Huntington Beach maintenance records and drawings to gain insight and gather information related to system type,age,quantities,and condition to construct assets and system data models,including cost estimates and relative condition estimates. • Details on UNIFORMAT level data capture of site assets can be found below. Legend • In scope for this project as a system,if observable or if information is provided.May be created as separate systems for an additional level of detail at the Assessors Option or maybe line items within a system or an RSMeans assembly or maybe included in a higher-level system and not be specifically itemized in the data. • Normally not i Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements CQc{ Elements r i9C4 , va Tree Rc 'ov3l i1lRning"" r � G1020 Site Deffielitiee-& C1022 Demolition of Site Relocation CO, n_nt G1023 Relocation of Building& Utilitic, FCA Proposal City of Huntington Beach Page 15 of 37 443 BeRDIAN• Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G1032 Borrow Fill G1033 Soil Stabilization& Treatment G1034 Site Dewatering G1035 Site Shoring G1036 Embankments G1037 Erosion Control G1011 Removal of Contaminated Soil G1012 Soil Restoration& i Treatment G20 Site G2010 Roadways G2011 Bases&Sub-Bases SF improvement G2012 Paving&Surfacing SF G2013 Curbs Gutters& Drains LF G2014 Guardrails&Barriers LF G2015 Painted Lines SF G2016 Marking&Signago G2017 Vehicular Bridges Each G2020 Parking Lots G2021 Bases&Sub-Bases SF G2022 Paving&Surfacing SF G2023 Curbs, Rails&Barriers LF G2024 Parking Booths& ; Each Equipment G2025 Markings&Signage Each G2030 Pedestrian G2031 Paving&Surfacing SF Paving G2032 Edging G2033 Exterior Steps Flight G2034 Pedestrian,Brides Each G2040 Site ' G2041 Fences&Gates LF Development G2042 Retaining Walls LF G2043 Terrace&Perimeter Walls G2011 Sign.,,, G2045 Site Furnishings G2046 Fountains, Pools& Each Watercourses G2047 Playing Fields Each G2048 Flagpoles Each G2049 Miscellaneous Structures Varies G2O53-Topsoil& Want+ng Preparation G/053 Topsoil&Planting G2053 Topsoil& Planting Beds G2053 Topsoil&Planting G2057 Irrigation Systems G2059 Other Landscape Features FCA Proposal City of Huntington Beach Page 16 of 37 444 G R D IAN' Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G30 Site G3010 Water Supply G3011 Potable Water Distribution LF Mechanical &Storage Utilities G3012 Non-Potable Water LF Distrib.&Storage G3013 Well Systems Each G3014 Fire Protection Each Distribution&Storage G3015 Pumping Stations Each G3016 Package Water Treatment Each Plants G3020 Sanitary Sewer ` G3021 Piping LF G3022 Manholes&Cleanouts G3023 Septic Disposal Systems SF G3024 Lift Stations Each G3025 Packaged Water Waste Treatment Plants G3026 Septic Tanks Each G3027 Drain Fields SF G3030 Storm Sewer G3027 Drain Fields SF G3032 Manholes C3033 Headwalls&Catch Basins G3034 Lift Stations G3035 Retention Ponds Each G3036 Ditches&Culverts LF G3040 Heating G3041 Steam Supply LF Distribution G3042 Condensate Return LF G3043 Hot Water Supply System LF _ G3044 Pumping Stations Each G3050 Cooling G3051 Chilled Water Piping j LF Distribution G3052 Wells for Cooling/Heating j Each G3053 Pumping Stations Each G3054 Cooling Towers on Site Each G3060 Fuel G3061 Fuel Piping LF Distribution G3062 Fucl Equipment G3063 Fuel Storage Tanks Each G3090 Other Site G3091 Industrial Waste Systems Each Mechanical Utilities Lubricants)Distribution Systems G40 Site Electrical G4010 Electrical G4011 Substations Each Utilities Distribution G4012 Overhead Power LF Distribution G4013 Underground Power LF Distribution G4020 Site Lighting G4021 Fixtures&Transformers Each G4022 Poles Each G4023 Wiring Conduits&Duct LF banks FCA Proposal City of Huntington Beach Page 17 of 37 445 G #RDIAN Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G4024 Site Lighting Controls SF or Each G4030 Site G4031 Site Communication LF Communication& Systems(duct banks) Security G4032 Site Security&Alarm LF or Each Systems G4090 Other Site G4091 Cathodic Protection Each Electrical Utilities C 1092 Site Emergency Power Generation G90 Other Site G9010 Service& G9011 Service Tunnels Construction Pedestrian Tunnels G9012 Trench Boxes G9013 Pedestrian Tunnels LF G9090 Other Site C9091 Snow Melting Systems. SF Systems Data Development Phase As we transition into the Data Development Phase,Gordian will process and refine the data collected on-site, ensuring that each facility's profile is accurately documented,costed,and analyzed for effective lifecycle management on the Gordian Cloud Platform. tillIli Data Development Data Quality Control Data Qualification Data Processing & & Assurance iAcceptance Data Processing After the on-site work is complete and the data has been synced to the Gordian Cloud Platform,the Gordian assessment team(s)will review their notes and findings and complete the tasks of documenting each facility, including asset and/or requirement data updates, costing,estimated life,and reporting.All data will be housed on the Gordian Cloud Platform. Some organizations have experienced staff that are very knowledgeable about the facilities they manage.We are happy to collaborate with these professionals to help uncover issues that may not be immediately evident.As an optional step in the process,our Gordian team can conduct interviews with your facilities personnel to capture their expert knowledge,ensuring that all known issues are accounted for and clarifying initial observations.These discussions help align with operational goals and establish accurate repair FCA Proposal City of Huntington Beach Page 18 of 37 446 ORDIAL priorities and timelines. Engaging your team in this way aids in creating a comprehensive list of facility needs and fosters ownership and buy-in across your organization. Facilities are broken down into their assets,and each facility may contain one or more assets.These assets are cataloged to provide a current inventory of what is inside the facility at the time of the assessment—for example,the type and quantity of roofing or ceiling materials(e.g., how much acoustical ceiling tile vs. gypsum wallboard ceilings). For each asset,we determine two key pieces of information: • Expected Useful Life.This is an estimation of how long an asset should last under normal conditions, based on industry standards and manufacturer guidelines(e.g.,how long should this roof last?). • Remaining Useful Life. Based on the visual inspection,we assess how much longer the asset can continue to function effectively(e.g., how long can we expect the roof to last?). Next,Gordian will determine the: • Asset Replacement Cost.The cost of replacing the asset with current equivalent technology,using RSMeans data for up-to-date pricing on materials and labor. • Facility Replacement Value.We calculate replacement values using our Gordian Cloud Platform software and apply a$/GSF cost estimate made up of a variety of different variables, including: • > The size of the facility in Gross Square Feet(GSF) > Technical complexity of the facility according to the Gordian tech rating scale > Regional construction cost indexes > Function of the facility • Requirement Cost.The estimated remedial action cost. > Requirements are material deficiencies(e.g. unsafe, broken/damaged,can no longer perform the intended function,does not conform to current codes,or maybe an improvement to the facility,such as an energy conservation project).The survey will typically include capital needs rather than operational,such as major repairs to the air handling unit vs. changing a fan belt. Capital vs.operational expenses are often set by a dollar minimum threshold—we typically set this amount at$3,000.The threshold will be agreed upon at the beginning of the project. Life- Safety deficiencies,if determined,will be identified regardless of the dollar threshold amount. Deficiencies that may be remedied with routine maintenance,minor repair,or normal operating maintenance are excluded unless it is found to be systemic across the entire facility. > Requirements will be identified for the entire facility—not by individual room or component unless specified otherwise. Testing,measuring,or preparing calculations for any asset or component to determine adequacy,capacity,or compliance with any standard is outside the scope of assessment. Facilities and Asset Descriptions A narrative summary of each assessed facility and its assets will be documented to support field findings and adjustments.This information is useful for having key information about a facility including finishes and infrastructure. For all assets—where the condition is rated poor—and all requirements,a narrative will describe the needs in detail. FCA Proposal City of Huntington Beach Page 19 of 37 447 BORtilArf Data Quality Control and Assurance Our Center of Excellence(COE)team is committed to unparalleled quality and drives our organization-wide pledge to maintain superior standards across every stage of our assessment process. It starts with deploying experienced assessment professionals,certified through Gordian's rigorous Facilities/Infrastructure Certification Program. Our commitment to excellence is embodied in our Quality Assurance/Quality Control processes,where we have woven AI-driven Natural Language Processing into our frameworks.This innovative approach enables our COE team to operate with heightened independence from our assessors,introducing an advanced layer of data verification.This ensures the highest standards of accuracy and reliability in our outputs. amakvitodultr , Pet4wauf , .; Alnotkas e, Dam. Proinct.g;zraNrrr o Ditkotarabk ypp��fa, ,,.: AI. . .,. at. Data Qualification and Acceptance Following our internal review,Gordian will conduct a data qualification meeting with your team to review a summary of identified needs to help guide the feedback process and make changes as requested. If desired, detailed data can be provided for independent customer review.While Huntington Beach's input is not required,it is valued to ensure the assessment's precision and depth.Any feedback provided will be incorporated into the final deliverables. Deliverables Phase Once the Data Development Phase is complete,we move to the Deliverables Phase which includes the presentation of findings and seek project completion acceptance from you. Deliverables• f r y. �, a ( yy &` icy' w u `�' - Zxx" ra 'i - iii 5�'y` y ,,( N� �`4 o t of '" g5s €9��r�tt Or'i y 1Sl -F '1 v N Y FCA Proposal City of Huntington Beach Page 20 of 37 448 Preliminary Findings Delivered and Client Review An initial draft of our presentation of findings will be created and provided for your review and feedback. Presentation of Findings Delivered Following the review,the Gordian Project Manager will host a formal meeting dedicated to presenting the comprehensive results of the assessment.We recognize that facility conditions are just one of many considerations in decision-making for renovations or repairs,with mission impact, risk management,space planning,and usage changes also being critical factors. The presentation of findings will answer these key questions: • What facilities do we need to maintain? • What are the conditions(needs)of our facilities and assets? • How much funding is required to keep up in the future? Final Report Package Delivery This final report details Gordian's findings including requirement and renewal costs and timelines.These elements are essential for creating various funding scenarios,allowing for a side-by-side evaluation of potential investment strategies.We deliver final reports electronically in PDF. The Final Report Package will include the following elements: • Executive Summary.This report provides high-level information to offer an overview of the facilities together as a portfolio.This includes: > Overall Asset Value. > Overall Facility Condition Index(FCI). > Overall FCI cost—deferred maintenance—values. • Assessment Methodology.This report covers the assessment process itself and includes: > A recap of data provided by your organization. > An overview of the assessment process. > Terms and definitions. • Appendix Report Data.This element includes major findings from the assessment process,which include: > Requirement summaries and cross-tabular reports. > Detailed requirement reports—including asset summary and requirement descriptions. > Terms and definitions. > The proposed standard final report is a consolidated document encompassing all assessed assets,with individual facilities reports available upon request for an additional fee. Introduction and Orientation to the Gordian Cloud Platform To ensure the continued accuracy of the assessment data,Gordian makes our information accessible to you and your team through our online platform,Gordian Cloud.This web-based platform will be the central FCA Proposal City of Huntington Beach Page 21 of 37 449 B R IA repository for all facilities'needs,strategic tools,and detailed assessment results.Our project team will provide an introduction and orientation to this platform for your project team;this will continue throughout your partnership with Gordian with our Customer Success team.You will also be introduced to your personal Customer Success Manager,who will be available to assist you beyond the initial project completion. Project Completion The project will be considered complete when final reports have been delivered. If your organization is unable to respond promptly to requested reviews of draft data or other reports,final reports will be issued, and the project will be closed out. Revisions requested after the final report is issued will be provided for an additional fee. Facility Condition Assessment Add-Ons Several services can be added to your Facility Condition Assessment to help achieve your organization's goals. We recommend adding the following to provide the most benefits for your organization: Strategic Assessment Insights Gordian has developed a series of tools that complement our Facility Condition Assessments that can assist your organization in defining a multi-year investment plan.Our Strategic Assessment Insights solution brings the concepts of financial investment and portfolio-based wealth management to the facilities world,treating each facility and grounds feature as an investment-worthy asset rather than a financial liability.This strategic focus allows decision-makers to target investments that reflect your organization's mission and ensure each dollar is allocated to the highest priority. Once your assessment is complete,Gordian will engage you through the following steps: Strategic Assessment Insights Development • Customize Strategic Tools.Successful long-term planning requires more than a technical baseline. Gordian uses an array of strategic concepts as tools to tie facilities projects to the mission and vision _ of leadership and define a framework for reinvestment funding.The primary strategic and functional prioritization tools are outlined below though others may be added as necessary to ensure a robust toolkit. > Building Portfolios.Organizing facilities into a portfolio of assets provides the means to reflect existing priorities and future aspirations. > Project Category.The classification of a project helps to differentiate between a"want"versus a "need." > Project Package.Typical packages are Building Envelope, Building System, Infrastructure,Space Renewal,and Safety/Code. > Timeframe. Multi-year investment timeframes—immediate investment needs,1-3 years,4-7 years,8-10 years,etc.—establish useful investment horizons based on age and condition. > Investment Criteria.Gordian uses Investment Criteria to help decision-makers understand the importance or impact of a project. FCA Proposal City of Huntington Beach Page 22 of 37 450 BieRDIAN7 • Develop a Multi-year Capital Plan.The goal of the facility planning process is to define a plan that is credible,affordable,and actionable.To accomplish this,Gordian engages leadership in an exercise that guides future investment decisions and ensures the effective use of capital investment funds. • Project Selection.With an investment plan in place,the process of deciding which projects to accomplish and in what sequence can commence. Understanding that annual priorities shift and impact project selection,these decision tools become an integral part of the planning and prioritization process moving forward. Gordian will work with your organization to assign a custom scoring methodology to rank projects within facilities where a condition assessment was conducted or those facilities that otherwise have modeled component-level detail. A sample scoring scheme is shown below. 33 '` } 71 • '.�." „cry"sa „ ' • .. i ,...» Tom PrifeitScisten Maximum ire its11.5 HiOitifiirency'. fin mum Scare o Low i - • Gordian will work with your leadership to help uniquely tailor the framework to the most effective and impactful set of project scoring factors. Strategic Assessment Insights Delivery Gordian deliverables are designed to effectively communicate findings to build broad support in the organization and integrate with existing management systems.Along with sessions throughout the process to gather necessary information and insights,Gordian will deliver a completed strategic capital plan and recommendations for the next steps.This presentation will recommend a strategic course of action as well as: • Provide context of historical funding levels and detail backlog origin. • Give a summary-level overview of facilities needs highlighting key strategic issues. • Summarize Gordian's recommendation for a portfolio investment plan that ties to priorities and available funding. FCA Proposal City of Huntington Beach Page 23 of 37 451 As directed,an additional presentation can be given to senior leadership(e.g.,CFO, President,Cabinet, Board of Trustees)or the appropriate audience at your organization. Continued Engagement Post-Project Gordian is committed to offering flexible post-project support tailored to your specific needs,whether it is refreshing your data and facility asset inventories or providing sustained access to the Gordian Cloud Platform. For an additional fee,our partnership ensures that your team is equipped with the latest tools and information for efficient and effective facility management. Assessment Data Update The true mark of success for any capital investment program is securing ongoing funding—approval for the second,third,and subsequent rounds of investment is key.The cornerstone of building this trust is the ability to track and showcase the program's achievements. Gordian suggests an annual update process that independently confirms performance and demonstrates progress toward the attainment of goals. Ongoing annual support will include: • Annual documentation of projects completed,their cost,and impact on the phase-out plan. • Documenting and updating the project inventory for any"new" customer-provided projects. • Qualification of data updates to ensure accuracy. Strategic Assessment Insights Update In conjunction with annual data updates,strategic assessment insights can be updated to reflect the status of your database.As key investments,divestments,or other facility or asset decisions are made,stakeholders must remain informed,and progress toward your strategic plan is tracked.Your Gordian Project Manager will facilitate the update of key deliverables and host a formal presentation of findings to stakeholders of Huntington Beach's choosing.Gordian deliverables can be designed appropriately for a wide variety of audiences,including executive leadership summary presentations. Gordian Cloud Platform Software To keep the program performing and the power of facilities investment decision-making at your fingertips, Gordian will continue to provide immersive user access and support by our leading customer success team for the Gordian Cloud platform for as long as your subscription is active.This platform will allow you to house the most up-to-date facility inventory information, keeping you seamlessly integrated into your capital planning data via reports,dashboards,and interactive tools. FCA Proposal City of Huntington Beach Page 24 of 37 452 B PDIA Appendix A— Professional Fees for Proposed Solution Products Scope Year 1 Year 2 Year 3 Software 1,135,060 GSF $11,351 $11,691 $12,042 Services Total 0 Facilities Condition Assessment+ 229 buildings $354,448 -7 Site Linear Assessment 1,466,427 GSF 0 21' ,z4°. ,. cru1a., r.r V) Services Add Ons Total -0 Strategic Assessment Insights 229 buildings $22,101 $13,038 $13,356 C) 1,466,427 GSF cn O Assessment Data Update 229 buildings $30,305 $31,175 CZ 1,466,427 GSF 0 ' CL Pre Discount Total $387,900 $55,034 $56,573 i Sourcewell Discount $58,185 $8,255 $8,486 O Total $329,715 $46,779 $48,087 dN.) Sourcewell contract#020421 d.) L Notes CD C • Annual software licensing fees will rise as the square footage within the Gordian Cloud increases. 0 • Gordian reserves the right to revisit pricing should the scope or number of facilities change. cii C) • Facility condition assessment services include reasonable and customary expenses.Assessment data `4— updates do not include on-site presentations,which can be included for an additional fee. • All fees exclude applicable taxes. • The fees are valid for 60 days from the issuance of this proposal. • Unless otherwise agreed,the provision of the services in this proposal is subject to Gordian's .X standard terms and conditions (see Appendix B). a) Q Q FCA Proposal City of Huntington Beach Page 25 of 37 453 Appendix B—General Terms and Conditions Agreement These General Terms and Conditions("Terms")dated ("Effective Date")are entered into by and between The Gordian Group, Inc.,and its subsidiaries,with its principal place of business at 30 Patewood Drive,Suite 350,Greenville,SC 29615("Gordian")and The City of Huntington Beach,with its -N principal place of business at 17371 Gothard St., Huntington Beach,CA 92647("Customer"). N 1. DEFINITIONS. CU a. "Affiliates"means any company that owns,is owned by,or under common ownership with Gordian. Such Affiliates may enter into an SOW or Order Document with Customer pursuant to these Terms and Q such Affiliate shall be considered Gordian pursuant to such SOW or Order Document,solely for purposes of these Terms as applicable to such Order Document or SOW. O b. "Content"means all materials used and accessed by Customer through the Services,including,without }, limitation,text,images,Software,audio and video clips,databases,and Data. C= c. "Customer Data"means any data and information that Customer(including any Authorized Users as O defined below)provides,generates,transfers or makes available to Gordian under the Terms in any U format. C= d. "Data"means any data that Gordian makes available to Customer via the Services,including but not limited to construction cost data,regardless of the Services purchased or licensed by Customer. e. "Deliverables" means the output generated from any Services. IN f. "Intellectual Property" means,without limitation, Data,inventions,technology, patent rights(including C0 patent applications and disclosures),copyrights,trade secrets,trademarks,service marks,trade dress, N methodologies,procedures,processes, know-how,tools, utilities,techniques,various concepts,ideas, methods, models,templates,Software,source code,object code,algorithms,the generalized features Q) of the structure,sequence and organization of Software, user interfaces and screen designs,general purpose consulting and software tools, utilities and routines,logic,coherence and methods of operation of systems,and training methodology and materials. pp X g. "Order Document"means a document attached to or incorporated herein that details the Data or Subscription Services being provided to Customer and the pricing for such Data or Subscription Services. C N h. "Professional Services"means data conversion,implementation,site planning,configuration, 0_ integration and deployment of the Software,training,project management,facility condition assessment and other services. i. "SaaS Subscription"means the provision of Software and/or Data, hosted by Gordian or its third party providers and accessed by Customer via the internet,as a service and as set forth in an applicable Order Document. SaaS Subscriptions are provided subject to the additional terms set forth in Gordian's SaaS Terms of Use found at: https://www.gordian.com/tgg/policy/SaaS-Terms-of-Use.pdf. FCA Proposal City of Huntington Beach Page 26 of 37 454 MORD I tN J. "Services"means any one or combination of Software, Data,SaaS Subscription or Professional Services. k. "Software" means each Gordian-developed,licensed and/or Gordian-owned software product in machine readable object code(not source code),the documentation for such product,and any updates thereto. I. "SOW"means a statement of work identifying the mutually agreed to Professional Services. 2. SERVICES. a. Order Documents/Statements of Work.Gordian will perform the mutually agreed upon Services for Customer described in Exhibit B or in one or more other SOWs or Order Documents as the parties may agree to in writing from time to time. Each SOW or Order Document,once signed by the authorized representatives of both parties,shall become a part of the Terms. b. Change Orders. Either party may propose a change order to add to,reduce or change the Services ordered in the SOW or Order Document. Each change order shall specify the change(s)to the Services or Deliverables,and the effect on the time of performance and on the fees owed to Gordian,due to the change. Once agreed to and executed by both parties,a change order shall become a part of the SOW or Order Document. c. Fees. Professional Services shall be provided on either a fixed fee basis or a time and materials("T&M") basis,as set out in Exhibit B,or the applicable SOW or Order Document. If an SOW or Order Document is a T&M engagement and an estimated total amount is stated in the applicable SOW or Order Document,that amount is solely a good faith estimate for Customer's budgeting and Gordian's resource scheduling purposes and not a guarantee that the work will be completed for that amount.If Customer , wishes the Gordian personnel to perform on Customer's site,Customer agrees it shall give Gordian at least two(2)weeks'prior notice so Gordian can make appropriate travel arrangements. d. Delays/Costs Overruns. In the event of any delay in Customer's performance of any of the obligations set forth herein or in an SOW or Order Document,or any other delays caused by Customer,the milestones,fees and date(s)set forth in the SOW or Order Document may be adjusted on a T&M basis as reasonably necessary to account for such delays. The adjustment shall be made by change order in accordance with the provisions of Section 2(b) (Change Orders)above. Unless otherwise set forth in an SOW or Order Document,if Customer reschedules Professional Services hereunder on less than ten(10) days prior written notice,Customer will reimburse Gordian for the delayed resources for the duration of the delay up to ten(15)days on a T&M basis. e. Responsibility. Gordian shall be responsible for securing,managing,scheduling,coordinating and supervising Gordian personnel,including its subcontractors,in performing the Services. f. Cooperation.Customer shall provide Gordian with commercially reasonable cooperation and access to such information,facilities,personnel and equipment as may be reasonably required by Gordian in order to provide the Professional Services,including,but not limited to, providing security access, information,and software interfaces to Customer's applications,and Customer personnel,as may be reasonably requested by Gordian from time to time.Customer acknowledges and agrees that Gordian performance is dependent upon the timely and effective satisfaction of Customer's responsibilities FCA Proposal City of Huntington Beach Page 27 of 37 455 hereunder and timely decisions and approvals of Customer in connection with the Professional Services. Gordian shall be entitled to rely on all decisions and approvals of Customer. g. Customer Data.Customer Data shall be provided to Gordian in a format approved by Gordian or additional charges will apply.Customer is responsible for the accuracy and completeness of its information and Customer Data.Customer represents and warrants that it has made all disclosures, provided all notices,and has,obtained all necessary rights,consents,and permissions necessary for Gordian to use Customer Data under the Terms without violating or infringing laws,third-party rights,or terms or policies that apply to the Customer Data. Gordian's performance is dependent on Customer's timely provision of accurate and complete resources and information,including but not limited to detailed,precise and clear specifications for any deliverables. h. Scope of Services.Customer acknowledges and agrees that Gordian is being engaged to assist Customer's development of a strategic direction regarding facility maintenance, repairs,and optimization, rather than providing definitive recommendations regarding work to be undertaken for Customer's facilities. 3. COMMERCIAL SERVICES,SOFTWARE AND DATA.The Services,Software,and Data provided by Gordian are commercial items,developed at private expense,as defined in FAR 2.101. If the Software and Data are provided to the United States Government for end use,the government's data and software rights related to the Software and Data shall include only those rights defined herein.These customary commercial license rights are provided in accordance with FAR 12.211(Technical Data)and FAR 12.212 (Software)and,or Department of Defense transactions, DFAR 252.227-7015(Technical Data— Commercial Items)and DFAR 227.7202-3(Rights in Commercial Computer Software or Computer Software Documentation). 4. PAYMENT AND TAXES. a. Invoices. Except as set forth in any SOW or Order Document, Professional Services will be invoiced upon execution of the Terms,SaaS Services will be invoiced upon execution of the Terms and any Software licenses will be invoiced upon delivery of such Software. b. Fees and Payment Terms. Fees are specified in the applicable SOW or Order Document and unless stated otherwise are denominated and payable in United States dollars. Unless agreed otherwise in an applicable SOW or Order Document,fees are due within thirty(30)days of invoice date. c. Overdue Charges. In the event any fees are not received by Gordian by the due date,then Gordian may (i)charge interest on any past due balances at the lesser of:(a)1Y2%per month,or(b)the highest rate allowed by law,and (ii) be entitled to condition future purchases on shorter payment terms. Customer acknowledges that,if it fails to provide a purchase order number when required for payment, or it delays payment by requesting payment conditions not set forth in the Terms,Gordian's right to pursue overdue charges will not be waived. d. Suspension of Services and Acceleration. In the event any undisputed amounts are thirty(30)or more days overdue,Gordian may(without limiting any of its other rights and remedies) (i)suspend its performance and (ii) require full payment of undisputed, past due amounts before any additional performance is rendered by Gordian and(iii)accelerate all future amounts to be due,such that all remaining periodic payments for the then current term of the applicable SOW or Order Document shall be due and owing. FCA Proposal City of Huntington Beach Page 28 of 37 456 GORDIAN? e. Taxes. Unless expressly provided otherwise,the prices in these Terms do not include applicable taxes. Customer agrees to pay any taxes,other than those based on Gordian's net income,arising out of these Terms. If Customer is tax-exempt,Customer agrees to send Gordian a copy of its tax-exempt certificate prior to execution of any SOW or Order Document. f. T&E Expenses. Unless otherwise noted within the SOW or Order Document,Gordian's reasonable travel and lodging expenses incurred by Gordian in the performance of any Services on Customer's site will be billed separately at actual cost. 1) Gordian will provide Professional Services via phone,internet, and email or otherwise remotely from the Gordian premises unless otherwise stated in the relevant SOW or Order Document. 2) In the event Customer cancels or reschedules any on-site engagement with Gordian,Gordian will invoice Customer and Customer will pay for the cancellation and/or change fees associated with rebooking travel and arrangement. 3) If applicable,travel time is calculated as the time between departure from Gordian premises, local airport or home office and arrival at destination address,as determined by both parties prior to departure,or destination airport. 5. CONFIDENTIALITY. a. Defined.The parties may be exposed to or be provided with certain confidential and proprietary information of the other party or third parties,including but not limited to information designated as confidential in writing or information which ought to be in good faith considered confidential and proprietary to the disclosing party("Confidential Information").Confidential Information includes,but is not limited to,all trade secrets,software,source code,object code,specifications,documentation, business plans,customer lists and customer-related information,financial information,proposals, budgets as well as results of testing and benchmarking of the Software or other services,product roadmap,other available products,data and other information of Gordian and its licensors relating to or embodied in the Services or documentation.Gordian's placement of a copyright notice on any portion of any Services will not be construed to mean that such portion has been published and will not derogate from any claim that such portion contains proprietary and confidential information of Gordian. b. Non-Disclosure. Each party will protect the other party's Confidential Information from unauthorized dissemination and use the same degree of care that each such party uses to protect its own confidential information,but in no event less than a reasonable amount of care. Neither party will use Confidential Information of the other party for purposes other than those necessary to directly further the purposes of the Terms. Except as required by applicable law,neither party will disclose to third parties Confidential Information without prior written consent of the other party. c. Exceptions.Information shall not be considered Confidential Information to the extent, but only to the extent,that the receiving party can establish that such information(i)is or becomes generally known or available to the public through no fault of the receiving party;(ii)was in the receiving party's possession before receipt from the disclosing party;(iii) is lawfully obtained from a third party who has the right to make such disclosure;or(iv) has been independently developed by one party without reference to any Confidential Information of the other. d. Compelled Disclosure. The receiving party may disclose Confidential Information of the disclosing party if it is compelled by law to do so,provided the receiving party gives the disclosing party prior written notice of such compelled disclosure(to the extent legally permitted). FCA Proposal City of Huntington Beach Page 29 of 37 457 6. INTELLECTUAL PROPERTY RIGHTS. a. Ownership. Except for rights expressly granted under the Terms,nothing in the Terms shall transfer any of either party's Intellectual Property rights to the other,and each party will retain an exclusive interest in and ownership of its Intellectual Property.Customer does not acquire any ownership interest in Gordian's Intellectual Property. Gordian's Intellectual Property includes, but is not limited to,any work that Gordian creates,acquires,or otherwise has rights in, including any works created pursuant to the Terms,except for any portion of such works that consist of Customer's Intellectual Property.Customer Data will be considered Customer's Intellectual Property.Gordian may,in connection with the provision of the Services hereunder,create,employ,provide, modify,acquire,or otherwise obtain rights in,and any and all Intellectual Property rights, recognized in any country or jurisdiction in the world, now or hereafter existing,whether or not perfected,filed,or recorded. b. License to Deliverables. Customer shall have a license to access and use any Deliverables for its internal business purposes. Customer may not allow any third party to access or use any Deliverables without Gordian's prior written consent,provided that if the Deliverables consist of reports,Customer may allow any third party to view such reports without Gordian consent. c. Services and Content.The Services and all Content are owned or controlled by Gordian and Gordian retains all right,title, and interest in and to such Services and Content.The Services and all Content contain valuable and proprietary information of Gordian and others and are protected by the copyright and trademark laws of the United States and other countries, international conventions,and other applicable laws. d. Safeguards.Customer must use commercially reasonable efforts to safeguard all Intellectual Property (including copies thereof)of Gordian from infringement,misappropriation,theft,misuse,or unauthorized access. Customer will promptly notify Gordian if Customer becomes aware of any infringement of Gordian's Intellectual Property rights in the Intellectual Property and fully cooperate with Gordian,at Gordian's sole expense,in any legal action taken by Gordian to enforce its Intellectual _ Property rights. 7. TRADEMARKS.Customer agrees not to use any trademarks, service marks, names, logos, or other identifiers of Gordian,or their employees, licensors,independent contractors,and Affiliates without prior written permission from Gordian. In addition, Customer may not use trademarks,service marks, names, logos,or other identifiers: (i) in, as,or as part of,Customer's trademarks or those of any Third Parties; (ii)to identify products or services that are not those of Gordian; (iii) in a manner likely to cause confusion; or(iv) in a manner that implies that Gordian sponsors or endorses or is otherwise connected with Customer's own activities, products and services or those of Third Parties. 8. LIMITED RIGHTS AND OWNERSHIP. a. Reservation of Rights. All rights not expressly granted in the Terms are reserved by Gordian and its licensors.Customer acknowledges that Customer acquires only the right to use the Services and Gordian,its licensors,and content providers shall retain sole and exclusive ownership of and all rights, title,and interest in the Services,including(whether developed by Gordian,Customer or a third party) (i) intellectual property embodied or associated with, (ii)Deliverables and work product associated with, and (iii)all copies and derivative works thereof. b. Ownership of Customer Data.Customer retains sole and exclusive ownership to any and all Customer Data. FCA Proposal City of Huntington Beach Page 30 of 37 458 GORDIAN c. Use of Customer Data for Services Improvement. In order to improve the Services,Gordian requires certain rights to use Customer Data. Customer grants to Gordian a non-exclusive, royalty free license, to use Customer Data or other material of Customer for the purpose of performing its obligations under the Terms and to generate aggregated,system-wide collations of usage,industry and business data in an aggregated, non-attributed manner. d. Use of Customer Name and Data for Benchmarking. If Gordian is providing any benchmarking Services to Customer,Customer grants to Gordian a non-exclusive, royalty free license,to: (a)use Customer's name in connection with any published lists of other institutions furnishing data for comparison purposes,(b)use Customer Data for benchmarking purposes provided that specific data applicable to Customer shall not be identified or identifiable,and(c)identify Customer to other institutions as a client of Gordian for marketing purposes. 9. PRIVACY. Customer represents and warrants that before providing personal information to Gordian or its agents, it will comply with any laws applicable to the disclosure of personal information,including providing notices to or obtaining permission from third parties to allow sharing of their personal information with Gordian under the Terms. No personal information will be disseminated by Gordian to any third parties,except as consented to by Customer or required by law.Gordian's privacy policy located at https://www.gordian.com/privacy/explains how Gordian collects, uses,and discloses information about its users. By using the Services,Customer agrees that Gordian can use such data in_ accordance with its privacy policy. 10. DISLAIMER OF WARRANTIES. a. Gordian warrants the Services shall be performed in a professional and workman-like manner and in material conformance with the applicable SOW or Order Document. b. GORDIAN,GORDIAN'S LICENSORS AND SUPPLIERS EXPRESSLY DISCLAIM TO THE MAXIMUM EXTENT - - PERMITTED BY LAW,ALL OTHER WARRANTIES, EXPRESS OR IMPLIED,ORAL OR WRITTEN, INCLUDING, WITHOUT LIMITATION, (i)ANY WARRANTY THAT ANY SERVICES,ARE ERROR-FREE OR WILL OPERATE _ WITHOUT INTERRUPTION OR THAT ALL ERRORS WILL BE CORRECTED; (ii)ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY,FITNESS FOR A PARTICULAR PURPOSE,AND NON-INFRINGEMENT, (iii)ANY WARRANTY THAT CONTENT AND/OR THIRD PARTY SOFTWARE WILL BE ACCURATE, RELIABLE AND ERROR-FREE AND(iv)ANY AND ALL IMPLIED WARRANTIES ARISING FROM STATUTE,COURSE OF DEALING,COURSE OF PERFORMANCE OR USAGE OF TRADE. NO ADVICE,STATEMENT OR INFORMATION GIVEN BY GORDIAN, ITS AFFILIATES,CONTRACTORS OR EMPLOYEES SHALL CREATE OR CHANGE ANY WARRANTY PROVIDED HEREIN. c. NOTHING CONTAINED IN THIS SECTION 10(DISLAIMER OF WARRANTIES)SHALL LIMIT ANY LIABILITY TO THE EXTENT PROHIBITED BY LAW. 11. LIMITATION OF LIABILITY. a. Limitation of Liability. EXCEPT FOR CLAIMS RELATED TO EITHER PARTY'S BREACH OF CONFIDENTIALITY, CUSTOMER'S(a) BREACH OR INFRINGEMENT OF GORDIAN'S INTELLECTUAL PROPERYT RIGHTS,OR(b) CUSTOMER'S OBLIGATION TO PAY FEES DUE HEREUNDER, EACH PARTY'S TOTAL LIABILITY(INCLUDING ATTORNEYS FEES AWARDED UNDER THE TERMS)TO THE,OTHER FOR ANY CLAIM UNDER THE TERMS WILL BE LIMITED TO THE FEES PAID FOR THE PRIOR TWELVE(12) MONTHS FOR THE SERVICE WHICH IS THE SUBJECT MATTER OF THE CLAIM. FCA Proposal City of Huntington Beach Page 31 of 37 459 " D b. Exclusion of Indirect and Consequential Damages. EXCEPT FOR CLAIMS RELATED TO EITHER PARTY'S BREACH OF CONFIDENTIALITY,CUSTOMER'S(a) BREACH OR INFRINGEMENT OF GORDIAN'S INTELLECTUAL PROPERYT RIGHTS,OR(b)CUSTOMER'S OLBIGATION TO PAY FEES DUE HEREUNDER, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT,SPECIAL,INCIDENTAL, EXEMPLARY, PUNITIVE,TREBLE OR CONSEQUENTIAL DAMAGES(INCLUDING,WITHOUT LIMITATION, LOSS OF BUSINESS, REVENUE, PROFITS,STAFF TIME,GOODWILL, USE, DATA,OR OTHER ECONOMIC ADVANTAGE),WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY,TORT(INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR OTHERWISE,WHETHER OR NOT A PARTY HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. c. Damages Prohibited by Law. NOTHING CONTAINED IN THIS SECTION 11(LIMITATION OF LIABILITY) SHALL AIM TO LIMIT ANY LIABILITY TO THE EXTENT PROHIBITED BY LAW. 12. INSURANCE. For the duration of any Professional Services engagement,Gordian shall have in place and maintain the insurance set forth in Exhibit A hereto. 13. TERM AND TERMINATION. a. Term. The Terms shall commence on the Effective Date set forth above and shall continue in full force and effect until the expiration or termination of all SOWs and Order Documents,unless otherwise terminated earlier as provided hereunder. b. Termination. Either party may terminate the Terms including all SOWs or Order Documents immediately upon written notice in the event of the following: 1) in the event that the other party commits a non-remediable material breach of these Terms,or if the other party fails to cure any remediable material breach or provide a written plan of cure acceptable to the non-breaching party within 30 days of being notified in writing of such breach except for breach of Section 4(Payment and Taxes)which shall have a ten(10)day cure period;or 2) in the event of institution of bankruptcy,receivership,insolvency, reorganization,or other similar proceedings by or against either party under any section or chapter of the United States Bankruptcy Code,as amended,or under any similar laws or statutes of the United States or any state thereof,if such proceedings have not been dismissed or discharged within thirty(30) calendar days after they are instituted;or the insolvency or making of an assignment for the benefit of creditors or the admittance by either party of any involuntary debts as they mature or the institution of any reorganization arrangement or other readjustment of debt plan of either party not involving the United States Bankruptcy Code. 3) Where a party has a right to terminate these Terms,the terminating party may,at its discretion,either terminate these Terms and all SOWs and Order Documents attached hereto or the applicable SOW or Order Document.SOWs and Order Documents that are not terminated shall continue in full force and effect under these Terms. 4) Without prejudice to Customer's rights set out elsewhere in the Terms,all SaaS Subscription fees are non-refundable and payable in advance. In the event any SaaS Subscription fees due and owing are 30 or more days overdue,Gordian may,after providing notice to Customer,and without limiting any of its other rights and remedies,suspend,terminate,or otherwise deny Customer access to or use of,all or any part of the SaaS Subscriptions,or condition future purchases on shorter payment terms. FCA Proposal City of Huntington Beach Page 32 of 37 460 '> D1 14. ADDITIONAL PROVISIONS. a. Cooperative Purchases.To the extent that any Services set forth in a SOW or Order Document are purchased through a cooperative purchasing entity,the Services shall be purchased subject to the cooperative contract stated in the SOW or Order Document.To the extent that the cooperative contract conflicts with the Terms,the Terms shall control. b. Notices. All notices will be in writing and will be deemed to have been duly given:(a)when delivered by hand; (b)three(3)days after being sent by registered or certified mail,return receipt requested and postage prepaid;or(c)one(1)day after deposit with a nationally recognized overnight delivery or express courier service. Copies of all notices shall also be sent via email to the address indicated below. Notices for the parties shall be sent to the following addresses: Gordian: Gordian Attn: Legal Department 30 Patewood Drive, Building 2,Suite 350 Greenville,SC 29615 legal@gordian.com Customer: E-mail: In the event Customer does not specify an address above, notices sent in accordance with this section shall be delivered to Customer at the address indicated on Page 1 of the Terms. c. Force Majeure. Except for Customer's obligation to pay fees due,to the extent that a delay or failure to perform all or any part of the obligations set forth herein or in an applicable SOW or applicable Order Document is caused,in whole or in part,by events,occurrences,or causes beyond the control and without any negligence on the part of the party seeking protection under this Section, neither party shall have the right to terminate the Terms or any SOW or any Order Document,and neither party shall incur any liability to the other party on account of any loss, claim,damage,or liability resulting from such delay or failure to perform.Such force majeure events,occurrences,or causes shall include,without limitation,acts of God, acts of government, epidemic, pandemic,flood,fire,explosions,earthquakes,civil unrest,acts of war,acts of terrorism, strikes, lockouts,riots or other labor problems,computer,telecommunications, Internet service provider or hosting facility failures or delays involving hardware,software or power systems not within the parties' possession or reasonable control,and denial of service attacks. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused. d. Independent Contractor Status.Gordian is an independent contractor,and neither Gordian nor its employees or subcontractors will, under any circumstances,be considered employees,servants or agents of Customer.Customer will not be legally responsible for any negligence or other wrongdoing by Gordian,its employees,servants or agents.Customer will not withhold from FCA Proposal City of Huntington Beach Page 33 of 37 461 GORDIAI 1 payments to Gordian any federal,state or unemployment taxes,federal or state income taxes, Social Security tax,or any other amounts for benefits to Gordian or its employees,servants or agents. Furthermore,Customer will not provide to Gordian any insurance coverage or other benefits,including workers'compensation, normally provided by Customer for its employees. e. Compliance with Law. Each party shall comply with all applicable federal,state, provincial and local laws and regulations in connection with the performance of its obligations and the exercise of its rights under the Terms. f. Export Regulations.The parties acknowledge that the products,software,and technology provided under the Terms are subject to the export control laws and regulations of the United Kingdom,Canada,and the United States.The parties agree to comply with all applicable export laws and regulations and to obtain any necessary licenses or permits required to carry out their respective obligations under the Terms.The parties further agree not to export,re-export,or transfer,directly or indirectly, any product,software,or technology provided under the Terms to any destination,entity,or person prohibited or restricted by the export laws and regulations of the United Kingdom,Canada,or the United States,without obtaining prior authorization from the competent government authorities as required by those laws and regulations. g. Governing Law and Jurisdiction. All matters arising out of or relating to these Terms will be governed by and construed under the internal laws of the State of South Carolina without giving effect to any choice or conflict of law provision or rule.Any legal suit,action,or proceeding arising out of or relating to the Terms or the transactions contemplated hereby must be instituted in the federal courts of the United States of America or the courts of the State of South Carolina in each case located in the City of Greenville and County of Greenville,and each party irrevocably submits to the exclusive jurisdiction of such courts in any such legal suit,action,or proceeding.Service of process,summons, notice,or other document by mail to such parry's address set forth in these Terms will be effective service of process for any suit,action,or other proceeding brought in any such court. 1) Notwithstanding the foregoing,if Customer is a federal government entity,these Terms shall be governed by the laws of the United States, and venue and jurisdiction of any dispute will be determined by applicable federal statute. If federal laws of the United States are not dispositive,then to the extent permitted by federal law,these Terms will be governed by the laws of the State of South Carolina,excluding its conflict of law principles. 2) Notwithstanding the foregoing,if Customer is a public entity required by applicable law to use the law of its state of location,these Terms shall be governed by the laws of Customer's state, excluding its conflict of laws principles. h. Waiver. No waiver by either party of any of the provisions in these Terms will be effective unless explicitly set forth in writing.The failure of either party to exercise in any respect a right provided for in these Terms shall not be deemed to be a subsequent waiver of the same right,or any other right. The waiver by either party of any breach of any provision of these Terms shall not be deemed a waiver of any subsequent breach by the other party of the same or of different provisions. Severability. If any term or provision of these Terms are invalid,illegal,or unenforceable in any jurisdiction,such invalidity,illegality,or unenforceability will not affect any other term or provision FCA Proposal City of Huntington Beach Page 34 of 37 462 GOAD IAN of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction. j. Assignment. Customer may not assign or otherwise transfer any of its rights, or delegate or otherwise transfer any of its obligations or performance,under these Terms,in each case whether voluntarily,involuntarily,by operation of law,or otherwise,without Gordian's prior written consent,which consent Gordian may give or withhold in its sole discretion. No delegation or other transfer will relieve Customer of any obligations or performance under these Terms. Any purported assignment,delegation, or transfer in violation of this Section is void. Gordian may freely assign or otherwise transfer all or any of its rights,or delegate or otherwise transfer all or any of its obligations or performance, under these Terms without consent.These Terms are binding upon and inures to the benefit of the parties hereto and their respective permitted successors and assigns. k. Non-solicitation. During the term of the Terms and for a period of one year following its termination,neither party will solicit for employment directly or through other parties,without the other parry's written permission,any individual employed by the other party, provided however that the solicitation or hiring of individuals responding to general public marketing and recruiting advertisements and events shall not be a violation of this provision;only active,targeted solicitation is prohibited. Survival. The provisions addressing ownership,confidentiality,indemnity and limitation of liability shall survive any termination or expiration of the Terms,as well as any other provisions intended by their nature to survive such termination or expiration. m. Sole Benefit. These Terms are for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein,express or implied,confers on any other person any legal or equitable right,benefit,or remedy of any nature whatsoever under these Terms. n. Headings. The headings of the various paragraphs herein are intended solely for the convenience of reference and are not intended for any purpose whatsoever to explain,modify,or place any construction upon any of the provisions of these Terms. o. Drafting. These Terms shall not be construed in favor of or against a party based on the author of the document. p. Order of Precedence. In the event of a conflict between an SOW,Order Document,or the SaaS Terms of Use,and these Terms,the Statement of Work,Order Document,or SaaS Terms of Use shall prevail with respect to the service contained within that Statement of Work or Order Document. All pre-printed terms of any Customer purchase order or other business processing document shall have no effect, regardless of any terms stating otherwise therein, irrespective of whether or not Gordian signed such purchasing document. q. Entire Agreement.These Terms, including any applicable Order Documents or SOWs and the SaaS Terms of Use for any SaaS Subscriptions,cancel and supersede all prior or contemporaneous oral or written communications,agreements, requests for proposals,proposals,conditions, representations,and warranties,or other communication between the parties relating to its subject matter and constitutes the parties'entire agreement relating to its subject matter. No modification to these Terms will be binding unless in writing and signed by an authorized representative of each party. No purchase order or other form order document issued by FCA Proposal City of Huntington Beach Page 35 of 37 463 RMAN' Customer shall have any ability to modify any terms set forth herein or in any SOW,Order Document or the SaaS Terms of Use,irrespective of whether or not Gordian signed such purchase order. r. Counterparts.The Terms may be executed in one or more counterparts,each of which shall constitute an enforceable original of the Terms,and that facsimile and/or pdf scanned copies of signatures shall be as effective and binding as original signatures., IN WITNESS WHEREOF,the duly authorized representatives of the parties agree to these Terms. City of Huntington Beach The Gordian Group,Inc. Sign: Sign: Print Name: Print Name: Title: Title: Date: Date: FCA Proposal City of Huntington Beach Page 36 of 37 464 Exhibit A Insurance Gordian maintains insurance at the levels specified below and shall furnish an insurance certificate naming the Customer as additional insured at the Customer's request. Comprehensive General Comprehensive Automotive Workers Compensation Liability Liability as required by law Including operations and Including owned,non-owned,and completed operations hired Autos $1,000,000 per occurrence $2,000,000 aggregate $1,000,000 combined single limit FCA Proposal City of Huntington Beach Page 37 of 37 465 GGRDiAN ® 30 Patewood Drive Building 2, Suite 350 Greenville, SC 29615 p: 1.800.874.2291 e: info@gordian.com w: gordian.com GePDIAN® Planning Services Statement of Work Customer Name City of Huntington Beach Quote#: Q-274975 Project Name: 24 FCA+,Site,Strategy Startup Preamble This Statement of Work("SOW"and "Statement of Work"), issued on August 7, 2024("Issue Date"), incorporates by reference and is governed by the terms and conditions of Agreement("Agreement")dated ,between the City of Huntington Beach ("Customer")and The Gordian Group, Inc. ("Gordian").When in conflict,the terms of this SOW shall supersede those of the Agreement solely in relation to the Project listed below. Term Information Term of Offer Gordian reserves the right to reject this Statement of Work if it is not signed and returned to Gordian,sent to David Tsung,d.tsung@gordian.com, by September 5, 2024. Term of Service Gordian Assessment and Capital Planning Solutions(ACP)ordered hereunder will be available to Customer for 365 days from the Statement of Work Effective Date.After such date,any unused portion of the Services defined will be forfeited, unless otherwise agreed to by both parties(however the obligation for full payment shall remain). No forfeiture will occur if the parties are diligently working to completion. Services shall not be scheduled or started pursuant to this SOW if Customer has an Accounts Receivable balance with Gordian that is more than thirty(30)days delinquent. Customer Contact Information Customer SOW Contact Name: Patrick Bannon Email: patrick.bannon@surfcity-hb.org Phone: 714.505.2577 Customer Billing Information All Invoices will be sent to the Billing Contact on file unless information is otherwise provided. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 1 of 34 467 GORDIAN' Service Fees Service Description Description One-time Fee Gordian Cloud Platform—Year One SaaS Subscription may ,f $SS,648 Facilities Condition Assessment+Service $269,084 Site Linear Assessment $32,197 Strategic Assessment Insights $18,786 Total=. $329,715 Year Two Services Annual Fee sessment Data Update—requires SaaS subscription $25,759 Strategic Assessment Insights Update—requires SaaS subscription $11,082 Gordian Cloud Platform SaaS Subscription ' $9,937 Year Three Services Annual Fee Assessment Data Update—requires SaaS subscription $26,499 Strategic Assessment Insights Update—requires SaaS subscription $11,353 Gordian Cloud Platform SaaS Subscription $10,236 Sourcewell Contract#020421-ACT-15%discount Notes • Refer to Appendix A—Facilities List and Service Type • Service and software fees will be increased by 3%per year after year one. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 2 of 34 468 G+ R D Payment Summary Milestone Billing Gordian Cloud Software Subscription Fee Product Quantity/Metric Year 1 Invoice Year 2 Invoice Year 3 Invoice Total Fees Subscription Period Period Period Initial Term Fees Beginning Beginning Beginning 9/1/24 9/1/2025 9/1/2026 Gordian Cloud 1,466,427 GSF $9,648 $9,937 $10,236 $29,821 Platform Assessment Services Fixed Fee # Description Billing% Billing Amount 1 Project Initiation 10% $30,128 1 2 Assessment Complete 40% $120,512 � a f 3 Data Development Complete 35% $105,448 4 I Preliminary Findings Delivered 10% $30,128 5 _ PresentOtoFindic Sit:5, Total $301,281 Strategic Assessment Insights Fixed Fee Description Billing% Billing Amount 50% 2 Delivery 50% $9,393 Total $18,786 Software and Service Fee Terms GENERAL 1.1 Above fees include reasonable and customary expenses,unless otherwise noted in the Scope of Work details(see below). Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 3 of 34 469 G RD.IAN® 1.2 All fees exclude applicable taxes. 1.3 Gordian reserves the right to request a change order should the number of assets or the square footage change. PAYMENT TERMS 2.1 Payment will be due within 30 days of invoice date. 2.2 Milestone Billing:Gordian will invoice per the Milestone.Billing table displayed above in the Payment Summary section. Acknowledged and Agreed by the Duly Authorized Representatives of the Parties - Customer: Gordian Group Signature: Signature: Print Name: Print Name: Title: Title: Date: Effective Date: PO Required?Yes[]No[]If Yes,PO must be provided. Tax-exempt?Yes[]No[ If Yes,a Tax Exemption Certificate must be provided. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 4 of 34 470 GORDIAN® Software Scope of Work Gordian Cloud Platform The Gordian Cloud Platform (GCP)integrates capital planning,estimating,and construction procurement capabilities in a single application powered by the industry-leading RSMeans Data.The GCP offers a unified user experience by connecting workflows throughout the building lifecycle.These workflows are enhanced with powerful automation and insights,ultimately ensuring optimal decision-making in project selection, budgeting,and execution and efficient and effective data management. GCP includes the following capabilities for Assessments and Capital Planning. Mobile Asset Capture—Streamline Asset Capture and Evaluation Gordian's Mobile Asset Capture(MAC)application equips users with a comprehensive solution for digitally recording facility assets on-site,combining a user-friendly interface with the ability to instantly capture photos and asset details,and integrate RSMeans Data in one seamless action.This results in a unified repository for all collected asset data,streamlining facility management,and decision-making. Capital Planning—Understand Facility Conditions to Drive Project Prioritization and . Selection Creating a cohesive capital plan begins with thoroughly understanding your asset inventory and conditions. Armed with comprehensive asset data and the industry-leading RSMeans cost information,your organization gains powerful analytical tools to prioritize asset replacement and chart the most strategic course of action. Gordian's Capital Planning software offers an intuitive interface that simplifies the user experience,ensuring customers can fully leverage its capabilities.Accompanied by a comprehensive help system,it provides quick, _ accessible answers and resources,facilitating a swift and effective learning curve for all users. Implementation Gordian is committed to offering comprehensive support and collaboration for the seamless implementation of the GCP and MAC applications,enhancing the management of your capital planning objectives. The support and implementation of the GCP and MAC applications for your organization will include the following: • Personalized configuration of your GCP account and settings to meet your requirements and preferences. • Authorized user access to the GCP and MAC applications. • A Resource Center for your users to search or browse to get the most from the GCP and MAC applications'features and functions easily and quickly. • Ongoing technical support and troubleshooting for the GCP and MAC applications'issues or queries. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 5 of 34 471 G RD.IAN® • Ongoing customer success management to ensure your organization's satisfaction and adoption of the GCP and MAC applications. Deliverables Gordian will deliver the following to City of Huntington Beach: • A configured and functional GCP account and MAC application for your organization. • A user guide and training materials for the GCP and MAC applications. • A support and customer success plan and schedule for the GCP and MAC applications. Timeline Gordian estimates that the implementation and support of the GCP and MAC applications for your organization will be completed within 30 business days following the signing of this SOW.The timeline may vary depending on the availability of your organization's resources,the complexity of the data migration, and the feedback and approval process.The project phases are provided on the following pages. Services Scope of Work FCA+ Assessment Approach The FCA+process is delivered using a disciplined and proven set of processes and tools to ensure that accurate data is collected and populated in the software to provide deep insights into your capital planning needs and to enable you to develop impactful capital plans. Phases of the Condition Assessment Process Project initiation Assessment Data Development Deliverables The assessment process is implemented through four phases: • Project Initiation • Assessment • Data Development • Deliverables Each of these phases is described in the following sections. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 6 of 34 472 GR D.IAN® Project Initiation Phase The Project Initiation Phase of the assessment is the foundational stage where the groundwork for the entire assessment process is established. Introduction to the Project Team and Customer Project Kick-off Meeting Once you have been introduced to your project team,the first step is to discuss the details of the project during the kick-off meeting. Set Goals To kick off the project,your designated Gordian Project Manager will set up a meeting with your organization's key stakeholders for introductions and to confirm the goals and objectives for the project. Confirm Scope and Deliverables During the initiation phase,the Gordian Project Manager will collaborate with key stakeholders to establish and document the parameters for the assessment.A scoping meeting will be held to discuss and confirm schedules,assessment criteria,data classifications,system configuration,prioritizations,and categorizations. Management Plan The Gordian Project Manager will conduct regular progress meetings throughout the phases of the project to maintain open communication.The frequency of progress meetings will be determined during the initial engagement phase of the project.A schedule will be provided to illustrate the usual phases and milestones of the condition assessment project,including tasks and durations of your required involvement.The project schedule will be maintained by Gordian's Project Manager who oversees each task,communicates at both the project management and assessment team levels,and tracks changes closely. Assessment Project Schedule A detailed project schedule will be created when the assessment project is confirmed in cooperation with your organization.The prompt achievement of milestones and deliverables is fully dependent upon the accessibility of facilities—for FCA+—and the availability of staff and data. City of Huntington Beach Responsibilities To ensure the best possible quality of the final assessment information,some aspects of the work require support from our customers in addition to your involvement in the standard project delivery.The expected City of Huntington Beach responsibilities will be as follows: • Provide a Project Representative.This person is responsible for coordinating your organization's resources as necessary for the project.This project representative will possess the authority to allocate and dedicate both human and material resources on behalf of your organization,ensuring the successful execution of the project. • Prepare and Organize.Dedicate time to prepare and organize key reports, plans,and documents the team can utilize to support the field assessment work—data collection process.Careful preparation of facility plans and other documentation is important to our work.While we appreciate having access to large amounts of information,simply providing a link to an online library of large volumes of historical facility construction documents,reports,and other data,can introduce risk in the project timeline. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 7 of 34 473 GarR D.IAN® • Before the On-Site Assessment Work.Before Gordian arrives on-site,assist with developing a rational sequential work plan,obtain and prepare note-taking floor plans,facilitate any required security clearances,and arrange escorts for our assessment teams. • During the Assessment.Once Gordian is on-site,provide a full-time—one per team—escort with access to all facility spaces and ensure that key operations and maintenance personnel are available to respond to questions.This ensures the ability to complete the assessment data-gathering process. • After the On-Site Work is Complete.Once Gordian's on-site work is finished,assist with data qualification as a further check on our internal Quality Control process.A timely review keeps the project on schedule and builds confidence that the information is complete and accurate. Gordian's Responsibilities The Gordian Project Manager's responsibilities will be as follows: • Develop the project instructions and resource scheduling. • Provide the assessment.team members with all collected information for their review before the on- site assessment phase. • Coordinate and facilitate an internal kick-off meeting to bring together all members of the assessment team.Team composition is carefully selected by matching individual expertise and availability to the project's needs. > The Gordian Project Manager determines the optimal number and structure of assessment teams,which may vary from solo professionals to groups of two or three,based on the size and complexity of the assets being evaluated. • Supply the following project documents to your organization's point of contact that will inform, track,and guide the project: > Project team roster > Project schedule > Project kick-off meeting agenda and virtual meeting platform and details Data Collection V The Gordian Project Manager will communicate with your facility and maintenance managers and staff members using email and teleconferencing to facilitate the collection of essential information required by our assessment teams.This data typically includes additional asset information (e.g.,floor plans,drawings, previous studies,recent capital improvements made and planned for,etc.). System Configuration System configuration is necessary to prepare for the Assessment phase. In the Gordian Cloud Platform,we will create a virtual facilities inventory by leveraging technology to model the facilities accurately.This baseline is created for facilities based on the level of detail required. For the FCA+service,data is configured up to Uniformat Level 5. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 8 of 34 474 • GORD:IAN® Assessment Phase The Assessment Phase is the fundamental step in building your assessment dataset in which Gordian professionals will account for your unique facility characteristics. Onsite Assessment Using Mobile Asset Capture During an FCA+,Gordian will send one or more teams to your facilities to perform the assessments.On the first day of the field visit,Gordian will organize a meeting with your team members who will be involved with the field assessment phases of the project to kick off the on-site survey work. > The City of Huntington Beach agrees to grant Gordian's field assessment team(s) prompt and full access to the subject properties,including supervised entry to all relevant areas and safe access to subject properties—including roof unless sloped—to facilitate a thorough and efficient assessment process. Assets Included in an On-Site Assessment Information gathered during the assessment process and stored in the Gordian Cloud Platform is organized by Uniformat code.The ASTM International Uniformat II Classification for Building Elements defines a standard classification for building elements and related site work. Each Uniformat II Category performs a given function,regardless of the design specification,construction method,or materials used. Using Uniformat II to classify systems and assets provides a consistent reference for the description,economic analysis,and management of building components during all phases of their life cycles. The Uniformat II Classification for Buildings Elements is made up of four levels: • Level 1 is a general grouping of major elements. • Level 2 is group elements(e.g., roofing,conveying, plumbing). • Level 3 contains individual elements(e.g.,basement walls,partitions,floor finishes). • Level 4 contains sub-elements of individual elements(e.g.,specific equipment,door frames,roof canopies). Following are examples of the assets evaluated as part of an on-site assessment: • Cooling:Building Distribution,Generation • Electrical:Building Distribution, Fixtures/Lighting,Generation,Secondary Services,Specialties • Exterior Shell:Exterior Painting,Gutters&Leaders,Opening, Roof,Structural • Heating:Building Distribution,Fuel Supply&Management,Generation • HVAC:Air Handling, Building Distribution, End-use HVAC,Generation,Ventilation,Ceilings • Interior Shell:Floors,Walls,Ceilings, Finishes • Mechanical:Pumps/Motors,Specialty Equipment,Vertical Systems • Plumbing:Bathroom Renovations, DHW Generation, Fixtures&Fittings, Primary Service, Pumps/Motors,Supply Piping,Waste Piping • Fire Safety:Fire Alarm/Detection, Fire Protection/Egress Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 9 of 34 475 G RD:IAN® All evaluated assets will be assigned to specific Uniformat categories using the levels described previously. The specific assets to be assessed—by Uniformat category—will be established during the Project Initiation phase. Visual Inspection Gordian's team will visually inspect all the facilities included in the project's scope to identify deficient conditions and assess the remaining lifecycle of designated assets documented by digital photographs. > The inspection of the facilities'interior space will include all mechanical and electrical rooms,all public spaces,and a representative sampling of similar room types(e.g.,offices). > The inspections of the facility's exterior space will include an approximate ten-foot perimeter around the facility and the areas adjacent to and/or attached to the facility that are inherent to the facility's use,such as ramps,stairs,entryways,and exterior wall-mounted lighting. Digital Photos Gordian will capture photos during the assessment process and associate them with facilities,assets,and/or requirements to visually illustrate existing conditions. Requirements If the scope of your service includes our most detailed assessment(FCA+),the Gordian team will provide experienced professionals to document observed deficiencies as they relate to accessibility,life safety, building codes and standards and local regulations during the evaluation of asset condition. In addition,the team will identify projects where an alternative action to full asset replacement is feasible to help extend or preserve Remaining Useful Life. FCA+will also consider factors such as environmental exposure,quality of installation,material suitability,and the rigor of the preventive maintenance program. > Findings Limitations.Non-compliance findings are limited due to sampling of space and limited measurements and therefore should not be considered an exhaustive list of all non-compliance for a given property. > New Construction.Non-compliance may be noted concerning codes for new construction,without implying non-conformance with older regulations in force at the time of original construction. > Accessibility.Apparent accessibility compliance issues are noted as observed during the visual inspection of an asset.A detailed study of the requirements of accessibility—such as would be provided by a specialized ADA compliance consultant—is beyond this scope. Site Linear Assessment The assessment of site and utilities assets will include the systems listed below. • Roadways • Fixed Benches and Other Appurtenances • Parking Lots • Exterior Steps • Lighting • Storm Water System • Major Pedestrian Walkways • Fuel Supply • Architectural and Sports Field Fencing • Water Supply and Distribution Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 10 of 34 476 Gc RDIAN® • Primary Electric Supply&Distribution • Chilled Water Distribution • Sanitary Sewer • Steam&Condensate Distribution • Playground Equipment • Heating Hot Water Distribution • Retaining Walls over 5' in Height • Irrigation Systems Please note the following: • Visible systems will be evaluated by physically touring the site, reviewing institution maintenance records,and conducting in-depth interviews with facility personnel with historical knowledge of each asset. • Where site assets and their system components are buried or otherwise inaccessible,Gordian will interview institution personnel and review the City of Huntington Beach maintenance records and drawings to gain insight and gather information related to system type,age,quantities,and condition to construct assets and system data models, including cost estimates and relative condition estimates. • Details on Uniformat level data capture of site assets can be found below. Legend • In scope for this project as a system,if observable or if information is provided. May be created as separate systems for an additional level of detail at the Assessors Option or maybe line items within a system or an RSMeans assembly or may be included in a higher-level system and not be specifically itemized in the data. Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements 410-bite G1010 Site Clearing G1011 Clearing&Grubbing Preparation G1012 Trce Removal &Thinning G1020 Site G1021 Building Demolition 8enzta4ition-& C1022 Demolition of Site Relocation Components Utilities C1024 Utilities Relocotion C1032 Borrow Fill G1033 Soil Stabilization& Treatment G1034 Site Dewatcring e G1035 Site Shoring G1037 Ero son Control G1011 Removal of Contaminated Sei4 Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 11 of 34 477 GORDIAN' Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G1042 Soil Restoration o. Treatment G20 Site G2010 Roadways G2011 Bases&Sub-Bases SF Improvement G2012 Paving&Surfacing SF G2013 Curbs Gutters&Drains LF G2014 Guardrails&Barriers LF G2015 Painted Lines SF G20- Marki,; -& e G2017 Vehicular Bridges Each G2020 Parking Lots G2021 Bases&Sub-Bases SF G2022 Paving&Surfacing SF G2023 Curbs, Rails& Barriers ! LF G2024 Parking Booths& Each Equipment G2025 Markings&Signage Each G2030 Pedestrian G2031 Paving&Surfacing SF Paving G2032 Edging G2033 Exterior Steps Flight G2034 Pedestrian Bridges . Each G2040 Site G2041 Fences&Gates LF Development G2042 Retaining Walls LF C2013 Terrace&Perimeter Wall:, C2011 Signage G2015 Site Furnishings G2046 Fountains, Pools& Each Watercourses G2047 Playing Fields Each G2048 Flagpoles Each G2049 Miscellaneous Structures Varies 2053 Topsoil& C2051 Fine Cradirg&Soil Pig Preparation G2053 Topsoil &Planting G2053 Topsoil &Planting Beds G2053 Topsoil&Planting G2057 Irrigation Systems G2059 Other Landscape igatures G30 Site G3010 Water Supply G3011 Potable Water Distribution LF Mechanical &Storage Utilities G3012 Non-Potable Water LF Distrib.&Storage G3013 Well Systems Each G3014 Fire Protection Each Distribution&Storage G3015 Pumping Stations Each G3016 Package Water Treatment Each Plants Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 12 of 34 478 Gc3RDIAN Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G3020 Sanitary Sewer G3021 Piping LF G3022 Manhole,&Cleanauts G3023 Septic Disposal Systems SF G3024 Lift Stations Each G3025 Packaged Water Waste Treatment Plants G3026 Septic Tanks Each G3027 Drain Fields SF G3030 Storm Sewer G3027 Drain Fields SF G3032 Manholes • G3034 Lift Stations G3035 Retention Ponds Each G3036 Ditches&Culverts LF G3040 Heating G3041 Steam Supply LF Distribution G3042 Condensate Return LF G3043 Hot Water Supply System LF G3044 Pumping Stations Each G3050 Cooling G3051 Chilled Water Piping LF Distribution G3052 Wells for Cooling/Heating Each G3053 Pumping Stations Each G3054 Cooling Towers on Site Each G3060 Fuel I 63061 Fuel Piping LF T Distribution C3062 Fuel Equipment G3063 Fuel Storage Tanks Each C3061 Fuel D" pcnsi g Stations G3090 Other Site G3091 Industrial Waste Systems Each Mechanical Utilities G3092 POL(Petroleum Oil& Lubricants)Distribution Systems G40 Site Electrical G4010 Electrical G4011 Substations Each Utilities Distribution G4012 Overhead Power LF Distribution G4013 Underground Power LF Distribution G4020 Site Lighting G4021 Fixtures&Transformers Each G4022 Poles Each G4023 Wiring Conduits& Duct LF banks G4024 Site Lighting Controls SF or Each G4030 Site G4031 Site Communication LF Communication& Systems(duct banks) Security G4032 Site Security&Alarm LF or Each E Systems G4090 Other Site ' G4091 Cathodic Protection Each Electrical Utilities j C4092 Site Emergency Power IGener-atie44 Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 13 of 34 479 GORDIAN® Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G90 Other Site G9010 Service& P 9O , Se e Tun e Construction Pedestrian Tunnels G9012 Trench Boxes G9013 Pedestrian Tunnels LE G9090 Other Site G9091 Sn Melting Sy.t e. Systems I Data Development Phase As we transition into the Data Development Phase,Gordian will process and refine the data collected on-site, ensuring that each facility's profile is accurately documented,costed,and analyzed for effective lifecycle management on the GCP. Data Processing After the on-site work is complete and the data has been synced to the GCP,the Gordian assessment team(s) will review their notes and findings and complete the tasks of documenting each facility, including asset and/or requirement data updates,costing,estimated life, and reporting.All data will be housed on the GCP. Testing,measuring,or preparing calculations for any asset or component to determine adequacy,capacity,or compliance with any standard is outside the scope of assessment. Requirements will be identified for the entire facility—not by individual room or component unless specified otherwise. Facilities and Asset Descriptions A narrative summary of each assessed facility and its assets will be documented to support field findings and adjustments.This information is useful for having key information about a facility including finishes and infrastructure. For all assets—where the condition is rated poor—and all requirements,a narrative will describe the needs in detail. Data Quality Control and Assurance Our Center of Excellence team will process the assessment data, utilizing our Al-powered quality control software to guarantee the highest standards of data quality and integrity.Once the data passes our quality check,it will be presented to your organization for review and approval,ensuring accuracy and satisfaction. Data Qualification and Acceptance Following our internal review,Gordian will conduct a data qualification meeting with your team to review a summary of identified needs to help guide the feedback process and make changes as requested. If desired, detailed data can be provided for independent customer review.While City of Huntington Beach input is not required, it is valued to ensure the assessment's precision and depth.Any feedback provided will be incorporated into the final deliverables. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 14 of 34 480 GORDIAN® Deliverables Phase Once the Data Development Phase is complete,we move to the Deliverables Phase which includes the presentation of findings and seek project completion acceptance from you. Preliminary Findings Delivered and Client Review An initial draft of our presentation of findings will be created and provided for your review and feedback. Presentation of Findings Delivered Following the review,the Gordian Project Manager will host a formal meeting dedicated to presenting the comprehensive results of the assessment. Final Report Package Delivery This final report details Gordian's findings including requirement and renewal costs and timelines.These elements are essential for creating various funding scenarios,allowing for a side-by-side evaluation of potential investment strategies.We deliver final reports electronically in PDF. The Final Report Package will include the following elements: • Executive Summary.This report provides high-level information to offer an overview of the facilities together as a portfolio. • Assessment Methodology.This report covers the assessment process itself • Appendix Report Data.This element includes major findings from the assessment process in various data summaries and reports. Introduction and Orientation to the Gordian Cloud Platform If you are new to GCP,the Gordian Project Manager will provide an introduction and orientation to this platform for your project team;this will continue throughout your partnership with Gordian with our Customer Success team.You will also be introduced to your personal Customer Success Manager,who will be available to assist you beyond the initial project completion. Scope of Work Completion The Notification Period before the closure of the scope of work is 10 Business Days from the date Gordian provides written notice to City of Huntington Beach that states the delivery of Services is complete. In the event: • City of Huntington Beach does not provide notice of material non-conformance or request for change during the Notification Period,the project will be closed,and no additional work will be - - performed by Gordian pursuant to the Services contained herein. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 15 of 34 481 G..c' RDIAN® • City of Huntington Beach does provide notice of material non-conformance or request for change after the expiration of the Notification Period,such work shall only be performed under a new contractual arrangement. • Material non-conformance is identified within the Notification Period,Gordian shall promptly correct such non-conformance,which was due to fault or negligence of Gordian,at no additional cost to City of Huntington Beach. Strategic Assessment Insights Once your assessment is complete,Gordian will engage you through the following steps: Strategic Assessment Insights Development • Customize Strategic Tools.Gordian uses an array of strategic concepts as tools to tie facilities projects to the mission and vision of leadership and define a framework for reinvestment funding. The primary strategic and functional prioritization tools are outlined below though others may be added as necessary to ensure a robust toolkit. > Building Portfolios.Organizing facilities into a portfolio of assets provides the means to reflect existing priorities and future aspirations. > Project Category.The classification of a project helps to differentiate between a"want"versus a "need." > Project Package.Typical packages are Building Envelope,Building System, Infrastructure,Space Renewal,and Safety/Code. > Timeframe.Multi-year investment timeframes—immediate investment needs, 1-3 years,4-7 years,8-10 years,etc.—establish useful investment horizons based on age and condition. > Investment Criteria.Gordian uses Investment Criteria to help decision-makers understand the importance or impact of a project. • Develop a Multi-year Capital Plan.Gordian engages leadership in an exercise that guides future investment decisions and ensures the effective use of capital investment funds. • Project Selection.Gordian will work with your organization to assign a custom scoring methodology to rank projects within facilities where a condition assessment was conducted or those facilities that otherwise have modeled component-level.detail. Strategic Assessment Insights Delivery Along with sessions throughout the process to gather necessary information and insights,Gordian will deliver a completed strategic capital plan and recommendations for the next steps.This presentation will recommend a strategic course of action as well as: • Provide context of historical funding levels and detail backlog origin. • Give a summary-level overview of facilities needs highlighting key strategic issues. • Summarize Gordian's recommendation for a portfolio investment plan that ties to priorities and available funding. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 16 of 34 482 G:OR DIAN® As directed,an additional presentation can be given to senior leadership(e.g. CFO, President,Cabinet, Board of Trustees)or the appropriate audience at your organization. Year Two Services Gordian is committed to offering flexible post-project support tailored to your specific needs,whether it is refreshing your data and facility asset inventories or providing sustained access to the Gordian Cloud Platform. For an additional fee,our partnership ensures that your team is equipped with the latest tools and information for efficient and effective facility management. Assessment Data Update The true mark of success for any capital investment program is securing ongoing funding—approval for the second,third,and subsequent rounds of investment is key.The cornerstone of building this trust is the ability to track and showcase the program's achievements. Gordian suggests an annual update process that independently confirms performance and demonstrates progress toward the attainment of goals. Ongoing annual support will include: • Annual documentation of projects completed,their cost,and impact on the phase-out plan. • Documenting and updating the project inventory for any"new"customer-provided projects. • Qualification of data updates to ensure accuracy. Strategic Assessment Insights Update In conjunction with annual data updates,strategic assessment insights can be updated to reflect the status of your database.As key investments,divestments,or other facility or asset decisions are made,stakeholders must remain informed,and progress toward your strategic plan is tracked.Your Gordian Project Manager will facilitate the update of key deliverables and host a formal presentation of findings to stakeholders of City of Huntington Beach's choosing.Gordian deliverables can be designed appropriately for a wide variety of audiences,including executive leadership summary presentations. Gordian Cloud Platform Software To keep the program performing and the power of facilities investment decision-making at your fingertips, Gordian will continue to provide immersive user access and support by our leading customer success team for the Gordian Cloud platform for as long as your subscription is active.This platform will allow you to house the most up-to-date facility inventory information,keeping you seamlessly integrated into your capital planning data via reports,dashboards,and interactive tools. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 17 of 34 483 GOP DIAN`" Appendix A—Facility List and Service Type The Facilities included in this scope of work are: Facility Name SQ FT Complexity Service Type Civic Center 4,000.00 Standard Facility Condition Assessment+ Council/Chambers r ; Civic Center Police 78,966.00 Standard Facility Condition Assessment+ Department Civic Center Public 106,635.00 Standard Facility Condition Assessment+ Works - I Beach Jr. Lifeguard 7,064.00 Standard Facility Condition Assessment+ HQ Beach Lifeguard 12,892.00 Standard Facility Condition Assessment+ HQ Beach Lifeguard 42.00 Parking Garage Facility Condition Assessment+ HQ Gate Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#1 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#2 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#3 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#4 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#5 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#6 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#7 Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 18 of 34 484 GORDIAN® Facility Name SQ FT Complexity Service Type Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#8 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#9 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#10 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#11 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#12 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#13 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#14 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#15 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#16 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#17 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#18 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#19 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#20 Beach Lifeguard 144.00 " Parking Garage Facility Condition Assessment+ Tower#21 Beach Parking 40.00 Parking Garage Facility Condition Assessment+ Booth#1 North Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 19 of 34 485 GOR D IAN® Facility Name SQ FT Complexity Service Type Beach Parking 125.00 Parking Garage Facility Condition Assessment+ Booth#2 Lake Wiz... Beach Parking 40.00 Parking Garage Facility Condition Assessment+ 1 Booth #3 Hunt. i l Beach Parking 40.00 Parking Garage Facility Condition Assessment+ Booth#4 Beach Blvd. Beach Parking 317,261.00 Parking Garage Facility Condition Assessment+ Structure w/2 Elev. T _ Beach Pier 225.00 Standard Facility Condition Assessment+ Electrical Room Beach Pier 850.00 Standard Facility Condition Assessment+ Restroom Trailer Beach Pier Zero 300.00 Standard Facility Condition Assessment+ Tower Beach Restroom#1 800.00 Standard Facility Condition Assessment+ North Beach Restroom#2 800.00 Standard Facility Condition Assessment+ , Beach Restroom#3 860.00 Standard Facility Condition Assessment+ Beach Restroom#4 798.00 Standard Facility Condition Assessment+ 1 Beach Restroom#5 779.00 Standard , Facility Condition Assessment+ South Beach Restroom#6 629.00 Standard Facility Condition Assessment+ North of Pier 1 Beach Restroom 800.00 Standard Facility Condition Assessment+ Trailer Beach Yard Bldg. 4,000.00 Standard Facility Condition Assessment+ #1 Offices i i Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 20 of 34 486 G*RDIAN' Facility Name SQ FT Complexity Service Type Beach Yard Bldg. 4,000.00 Parking Garage Facility Condition Assessment+ #2 Garage Meadowlark 3,000.00 Standard Facility Condition Assessment+ Caretakers Residence Beach Conc. Beach 1,817.00 Standard Facility Condition Assessment+ Hut Beach Conc. Standard Facility Condition Assessment+ Beach Conc.Jack's 2,064.00 Standard Facility Condition Assessment+ Beach Conc. 1,152.00 Standard Facility Condition Assessment+ sa Sect Beach Conc.Vic's 3,069.00 Standard Facility Condition Assessment+ Beach Conc. _ 2,470.00 Standard Facility Condition Assessment+ Waterfront Cab. Beach Conc. Zack's 2,232.00 Standard Facility Condition Assessment+ too Vois and Girls Cob 6,000.00 Standard ': FacilityCondition Lion Assessrr , Brooks House 5,600.00 Standard Facility Condition Assessment+ Central Aidertree 1,200.00 Standard i Facility Condition Assessment+ Conc. Central Breakfast 4,820.00 Standard Facility Condition Assessment+ Park Conc. Cultural Arts 11,092.00 Standard Facility Condition Assessment+ Center HB Art Center 10,225.00 Standard Facility Condition Assessment+ Golden West 102.00 Standard Facility Condition Assessment+ College Shed Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 21 of 34 487 G(ORDIAN`� Facility Name SQ FT Complexity Service Type Legal Aid Office 450.00 Standard Facility Condition Assessment+ Meadowlark Golf 7,906.00 Standard Facility Condition Assessment+ Club House Newland House 2,750.00 Standard Facility Condition Assessment+ Museum Oak View Day Care 1,500.00 Standard Facility Condition Assessment+ #1 Oak View Day Care 2,400.00 Standard Facility Condition Assessment+ #2 Ocean View Ests. 2,219,00 Standard I' Facility Condition Assessment+ Trailer Park Club Surf Museum 2,250.00 Standard Facility Condition Assessment+ Boy Scout Cabin at 1,574.00 Standard Facility Condition Assessment+ Lake Park Central Nature 1,863.00 Standard Facility Condition Assessment+ Center Chris Carr Pump 150.00 Standard Facility Condition Assessment+ House City Gym 23,600.00 Standard Facility Condition Assessment+ Edison Comm_ 11,065.00 Standard Facility Condition Assessment+ Center Edison Comm. 850.00 Standard Facility Condition Assessment+ Center Cabana#1 Edison Comm.. 850.00 Standard Facility Condition Assessment+ Center Cabana#2 Edison Comm. 850.00 Standard Facility Condition Assessment+ Center Cabana#3 Edison Comm. 850.00 Standard Facility Condition Assessment+ Center Cabana#4 Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 22 of 34 488 GORDIAW Facility Name SQ FT Complexity Service Type Greer Annex Pump 99.00 Standard Facility Condition Assessment+ House Greer Ball Field 100.00 Standard " Facility Condition Assessment+ Shack Harbor View 2,203.00 Standard Facility Condition Assessment+ Comm. Center Lake Park Comm. 3,000.00 Standard Facility Condition Assessment+ Center 1 Lake View Comm. 2,000.00 Standard 1 Facility Condition Assessment+ Center Lebard Comm. 800.00 Standard Facility Condition Assessment+ Center Marina Park 2,960.00 Standard Facility Condition Assessment+ Cabanas Marina Rest Bldg. . 1,050.00 Standard Facility Condition Assessment+ Murdy Comm. 11,000.00 Standard Facility Condition Assessment+ Center Murdy Picnic 3,480.00 Standard Facility Condition Assessment+ Cabana Newland Barn 6,000.00 Standard Facility Condition Assessment+ Oakview Comm. 10,000.00 Standard Facility Condition Assessment+ Center& Gym Percy Park Dock 276.00 Standard Facility Condition Assessment+ 7 Seabridge Park 475.00 Standard Facility Condition Assessment+ Restrooms SeniorCtr in the 37,537 Standard Facility Condition Assessment+ Park Memorial Hall 2,700.00 Standard Facility Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 23 of 34 489 GORDIAN`g Facility Name SQ FT Complexity Service Type Terry Park Comm. 1,664.00 Standard Facility Condition Assessment+ Center Trinidad Park 456.00 Standard Facility Condition Assessment+ Restroom Worthy Park 120.00 Standard Facility Condition Assessment+ Storage Cont. Worthy Park Utility 120.00 Standard Facility Condition Assessment+ Bldg. Bushard Fire 5,700.00 Standard Facility Condition Assessment+ Station Gothard Fire 10,200.00 Standard Facility Condition Assessment+ Station Heil Fire Station ` 5,712 Standard Facility Condition Assessment+ JPTC Bruno Bldg. 4,000 Standard Facility Condition Assessment+ JPTC Butler Bldg. 2,475.00 Standard Facility Condition Assessment+ JPTC Control Tower 450.00 Standard Facility Condition Assessment+ JPTC Operations 13,600.00 Standard Facility Condition Assessment+ Center JPTC Training 720.00 Standard Facility Condition Assessment+ Tower Lake Fire Station l 11,508.00 Standard Facility Condition Assessment+ -f Magnolia Fire 5,702.00 Standard Facility Condition Assessment+ Station Murdy Fire Station 11,500.00 Standard Facility Condition Assessment+ Warner Fire Station 8,750.00 Standard Facility Condition Assessment+ Heliport 9,081.00 Standard Facility Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 24 of 34 490 GORDIANr® Facility Name SQ FT Complexity Service Type Heliport Search & 2,000.00 Standard Facility Condition Assessment+ Rescue Heliport Trailer 1,272.00 Standard Facility Condition Assessment+ Huntington Center 250.00 Standard Facility Condition Assessment+ PD Substation Huntington Harbor 600.00 Standard Facility Condition Assessment+ PD Substation Shank House 2,860.00 Standard Facility Condition Assessment+ Substation Vista Center Police 1,500.00 Standard Facility Condition Assessment+ Substation Banning Library 2,400.00 Standard Facility Condition Assessment+ Central Library ! 107,400.00 Standard Facility Condition Assessment+ Central Library 200.00 Standard Facity Condition Assessment+ Elect. Service Graham Library 2,500.00 Standard Facility Condition Assessment+ 'Main Street library 9,306.00 Standard Facility Condition Assessment+ Main Street Library 1,025.00 Standard Facility Condition Assessment+ M.U.N. dakvte Library 1 a tdard Fads Condition Assessment _ I Yard Crews Lounge 900.00 Standard Facility Condition Assessment+ Yard Haz-Mat 300.00 Standard Facility Condition Assessment+ Storage Yard Mechanics 625.00 Standard Facility Condition Assessment+ Bldg.#1 Yard Mechanics 1,000.00 Standard Facility Condition,Assessment+ Bldg.#2 Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 25 of 34 491 GORDIAN' Facility Name SQ FT Complexity Service Type Yard Main Offices 4,010.00 Standard Facility Condition Assessment+ Yard Old Offices 1,956.00 Standard Facility Condition Assessment+ Yard Shed#1 300 Parking Garage Facility Condition Assessment+ Yard Shed#2 300.00 Parking Garage Facility Condition Assessment+ Yard Shed#3 150.00 Parking Garage Facility Condition Assessment+ Yard Shed#4 225.00 Parking Garage Facility Condition Assessment+ Yard Shed#5 225.00 Parking Garage Facility Condition Assessment+ Shed it6 ' , ,M 1 Parking Garage' Facility Condition Assessment+ Yard Shed#7 ' 225.00 Parking Garage Facility Condition Assessment+ Yard Shed#8 225.00 Parking Garage ' Facility Condition Assessment+ Yard Shed#9 1,000.00 Parking Garage Facility Condition Assessment+ _ I Yard #40 575.00 Parking Garage Facility Condition Assessment+ Yard Storage 300.00 Standard Facility Condition Assessment+ Container#11 Yard Storage 300.00 Standard Facility Condition Assessment+ Container#12 ttt r. Yard Storage '' 300.00 Standard ' Facility Condition Assessment+ Container#13 Yard Storage 300.00 7 Standard Facility Condition Assessment+ Container#14 Yard Storage 300.00 Standard Facility Condition Assessment+ Container#15 I Yard Storage 300.00 Standard Facility Condition Assessment+ Container#16 Central Park 945.00 Parking Garage Facility Condition Assessment+ Amphitheater Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 26 of 34 492 GORDIAN' Facility Name SQ FT Complexity Service Type Central Park Elect. 500.00 Standard Facility Condition Assessment+ Service amp- Central Park Picnic 3,393.00 Standard Facility Condition Assessment+ Shelter Central Park 600.00 Standard Facility Condition Assessment+ Restroom#1A Central Park 600.00 Standard Facility Condition Assessment+ Restroom#1B Central Park 600.00 Standard . Facility Condition Assessment+ Restroom#2A Central Park II'600.00 Standard Facility Condition Assessment+ Restroom#2B Central Park 600.00 Standard Facility Condition Assessment+ Restroom#3B Central Park 600.00 Standard Facility Condition Assessment+ Restroom#4B City Yard Bldg.A- 7,200.00 Standard Facility Condition Assessment+ Admin. r City Yard Bldg. B- . 30,201.00 Standard Facility Condition Assessment+ Veh. Maint. City Yard Bldg. C- 19,300.00 Standard Facility Condition Assessment+ Combined Maint. City Yard Bldg. D- ; 7,680.00 Standard Facility Condition Assessment+ PD Mech. City Yard Bldg. E 14,448.00 Standard Facility Condition Assessment+ Warehouse City Yard Bldg. F- 1,200.00 Standard Facility Condition Assessment+ Communications City Yard Bldg.G- 1,290.00 Standard Facility Condition Assessment+ Compressor/Elect Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 27 of 34 493 GORDIANr® Facility Name SQ FT Complexity Service Type City Yard Bldg. H - 960.00 Standard Facility Condition Assessment+ Sheet Metal Shop City Yard Bldg. I - 150.00 Standard Facility Condition Assessment+ Haz. Mat.Storage City Yard Bldg.J - 720.00 Standard Facility Condition Assessment+ Signs&Mkg. Equip City Yard Bldg. K- 720.00 Standard Facility Condition Assessment+ Signs& Mkg. Equip City Yard Bldg. L- 800.00 Standard Facility Condition Assessment+ Streets City Yard Bldg. M - 800.00 Standard :. Facility Condition Assessment+ Streets City Yard Bldg. N - 1,000.00 Standard Facility Condition Assessment+ Streets City Yard Bldg. 0- 1,000.00 Standard Facility Condition Assessment+ Streets City Yard Bldg. P- 960.00 Standard Facility Condition Assessment+ Building Maint. Storage City Yard Bldg.Q- 2,400.00 Parking Garage Facility Condition Assessment+ Generator Storage City Yard Bldg. R- 2,400.00 Standard Facility Condition Assessment+ Wastewater Water Flood 1,000.00 Standard Facility Condition Assessment+ Adams Water Flood 960.00 Standard Facility Condition Assessment+ i I Atlanta#1 Water Flood 736.00 i Standard Facility Condition Assessment+ Atlanta#2 Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 28 of 34 494 G ►RDIAN`g Facility Name SQ FT Complexity Service Type Water Flood f 1,326.00 Standard Facility Condition Assessment+ Banning Water Flood 320.00 Standard Facility Condition Assessment+ Flounder Water Flood 1,219.00 Standard Facility Condition Assessment+ Hamilton der " • 320. Facility Condition ssessment + _ o r Water Flood 1,272.00 Standard Facility Condition Assessment+ Indianapolis Water Flood 960.00 Standard Facility Condition Assessment+ Marilyn .__._, ._ Water Flood 560.00 Standard Facility Condition Assessment+ Meredith Water Flood 1,078.00 Standard Facility Condition Assessment+ Newland Water Flood 684.00 Standard Facility Condition Assessment+ Scenario Water Flood.. ' 432.00 Standard Facility Condition Assessment+ Shiel Water Flood Slater 18,848.00 Standard Facility Condition Assessment+ Water Flood Slater 225.00 Standard Facility Condition Assessment+ Sump Pump Bldg. Water Flood 1,325.00 Standard Facility Condition Assessment+ Springdale Water Flood 620.00 Standard Facility Condition Assessment+ Yorktown Water Operations 10,000.00 Standard Facility Condition Assessment+ E Water Productions 8,300.00 Standard Facility Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 29 of 34 495 GORDIAN® Facility Name SQ FT Complexity Service Type Water Reservoir 78,000.00 Standard Facility Condition Assessment+ Goldenwest(Clay) Water Reservoir 114,500.00 Standard Facility Condition Assessment+ Overmyer Water Resvr. 2,730.00 Standard Facility Condition Assessment+ Overmyer Booster(New) Water Reservoir 94,923.00 Standard Facility Condition Assessment+ Peck Water Resvr. Peck 702.00 Standard Facility Condition Assessment+ Booster Pump ° Water Residence 961.00 Standard Facility Condition Assessment+ Water Resvr. 4,000.00 Standard Facility Condition Assessment+ Overmyer Booster Bldg. Water Warehouse 10,550.00 Standard i Facility Condition Assessment+ Water Well#1 I 425.00 Standard Facility Condition Assessment+ Water Well#1 80.00 Standard Facility Condition Assessment+ Chlorine Bldg. Water Well#1 t 200.00 Standard Facility Condition Assessment+ Equipment Bldg. Water Well#1 80.00 Standard Facility Condition Assessment+ Flouride Bldg. Water Well#2 481.00 Standard Facility Condition Assessment+ Water r<r S andard t Condition sTen Water Well#4 164.00 Standard Facility Condition Assessment+ Chlorine Bldg. Water Well#5, 330.00 Standard , Facirtfi Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 30 of 34 496 GORDIAN® Facility Name SQ FT Complexity Service Type Water Well#5 125.00 Standard Facility Condition Assessment+ Chlorine Bldg. 1 I Water Well#5 64.00 Standard Facility Condition Assessment+ Flouride Bldg. Water Well#6 ' 3,570.00 Standard Facility Condition Assessment+ Water Well#6 Chlr. 64.00 Standard Facility Condition Assessment+ & Flour. Bldg. Water Well#7 600.00 ' Standard Facility Condition Assessment+ Water Well#7 Chlr. 250.00 Standard Facility Condition Assessment+ & Flour. Bldg. Water Well#8 75.00 Standard Facility Condition Assessment+ Water Well#8 64.00 Standard Facility Condition Assessment+ Chlorine Bldg. Water Well#9 600.00 Standard Facility Condition Assessment+ Water Well#9 125.00 Standard Facility Condition Assessment+ Flouride Bldg. I Water Well#9 Well 80.00 Standard Facility Condition Assessment+ Head Bldg. I 'Water Standard Facility Condition Assessment+ Water Well Clay 1 100.00 Standard Facility Condition Assessment+ Booster Stat. Back- up Water Well Clay 528.00 Standard Facility Condition Assessment+ Booster Stat. Bldg. Water Well Dyke 80.00 Standard Facility Condition Assessment+ { Water Well Dyke 36.00 Standard Facility Condition Assessment+ Chlorine Bldg. Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 31 of 34 497 GOR D IAN'' Facility Name SQ FT Complexity Service Type Water Well Dyke 36.00 Standard Facility Condition Assessment+ Flouride Bldg. 310 5th 2,688.00 Standard Facility Condition Assessment+ 408 1/2 PCH 1,600.00 Standard Facility Condition Assessment+ Commercial Bldg. 411 Olive 1'ACt 4 Standard Facility Condition Assess 438 Main ' 4,500.00 Standard Facility Condition Assessment+ 705 Yorktown 2,000.00 % Facility Condition Assessment+ Rental Residence Beach Conc. 4,000.00 Standard Facility Condition Assessment+ Sunny's Total GSF - 1,446,427 . Site Linear Assessments Facility Name SQ FT Asset Use/Type Block Walls 359,040 (assumes 8' high,44,880 l.f. or 8.5 miles) Beach Parking 5th Street Lot 15,410 Beach Parking Lot. Grd. Lighting 1,000 Beach Pier 55,000 Dump Graham Sweeper 105 Adventure Playground 450 Central Transformer Sys Enclosure 1,000 Percy Park Dock 276 Sewer Station A 100 Vault Sewer Station Algonquin 100 Submersible Pump Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 32 of 34 498 Gc R D IAN' Sewer Station Atlanta 1110 Submersible Pump , Sewer Station B 100 Vault Sewer Station Brighton 100 Vault Sewer Station Brookhurst 100 Vault Sewer Station Bushard 100 Vault Sewer Station C 100 Vault Sewer Station Coral Clay 100 Vault Sewer Station D 100 Vault Sewer Station Davenport 100 Vault t i Sewer Station Dilks Ditch . 100 Vault Sewer.Smart E 100 Vault —_1 Sewer Station Edgewater 100 Vault Sewer Station Edwards 100 ( Vault Sewer Station Ellis 100 Vault Sewer Station Gothard , 3„ Sewer Station Graham 100 Vault a 64/ate" r,k p & ,✓} , ,. cult ' F,. , -04 #4 Sewer Station Heil 100 V Sewer Station Humbolt 100 Vault Sewer Station Lark 100 Vault Sewer Station Lifeguard 120 Vault Sewer Station McFadden 100 Vault Sewer Station New Britan 100 Vault Sewer Station Oceanhill 100 Vault Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 33 of 34 499 G*RDIAN® Sewer Station Ranger 100 Vault Sewer Station Santa Barbara 100 Vault Sewer Station Saybrook 100 Vault Sewer Station Speer 100 Vault Sewer Station Springdale 100 Vault ,._, Gordian Copyright 2024 24 FCA+,Site,Strategy Startup Page 34 of 34 500 30 Patewood Drive Building 2, Suite 350 Greenville, SC 29615 p: 1.800.874.2291 e: info@gordian.com w: gordian.com 8F, . 1s 1 l£• SERVICE AGREEMENT BETWEEN THE CITY OF HUNTINGTON BEACH AND GORDIAN FOR FACILITIES CONDITION ASSESSMENT THIS AGREEMENT("Agreement")is made and entered into by and between the City of Huntington Beach, a municipal corporation of the State of California,hereinafter called"City," and Gordian, hereinafter referred to as "Contractor." Recitals A. The City desires to retain a Contractor having special skill and knowledge in the field of facilities condition assessment. B. Contractor represents that Contractor is able and willing to provide such services to the City. C. In undertaking the performance of this Agreement, Contractor represents that it is knowledgeable in its field and that any services performed by Contractor under this Agreement will be performed in compliance with such standards as may reasonably be expected from a comparable company or firm in the field. Contractor has been selected to perform these services pursuant to Huntington Beach Municipal Code Chapter 3.02. NOW, THEREFORE, it is agreed by City and Contractor as follows: 1. Scope of Services Contractor shall provide all services as described in Exhibit"A,"which is attached hereto and incorporated into this Agreement by this reference. These services shall sometimes hereinafter be referred to as the"Project." Contractor hereby designates David Tsung, who shall represent it and be its sole contact and agent in all consultations with City during the performance of this Agreement. 2. City Staff Assistance City shall assign a staff coordinator to work directly with Contractor in the performance of this Agreement. 3. Compensation a. City agrees to pay, and Contractor agrees to accept as total payment for its services,the rates and charges identified in Exhibit"A." The total sum to be expended 24-15025/348104 1 under this Agreement, shall not exceed Four Hundred Twenty Four Thousand Five Hundred Eighty One Dollars ($424,581.00)during the term of this Agreement. b. Payment by City shall be made within thirty (30) days following receipt of proper invoice evidencing work performed, subject to City accounting procedures. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by City. c. Contractor shall be paid pursuant to the terms of Exhibit"A." 4. Term Time is of the essence of this Agreement. The services of Contractor are to commence on November 19, 2024, or as soon as practicable after the execution of this Agreement by City (the"Commencement Date") and terminate three (3)years from Commencement Date, unless terminated earlier in accordance with the provisions of this Agreement. Contract may be extended for 2 additional one-year periods if mutually agreed to in writing by both parties. The time for performance of the tasks identified in Exhibit"A" are generally to be shown in Exhibit"A." This schedule and Term may be amended to benefit the Project if mutually agreed to in writing by City and Contractor. In the event the Commencement Date precedes the Effective Date, Contractor shall be bound by all terms and conditions as provided herein. 5. Extra Work In the event City requires additional services not included in Exhibit"A" or changes in the scope of services described in Exhibit"A," Contractor will undertake such work only after receiving written authorization from City. Additional compensation for such extra work shall be allowed only if the prior written approval of City is obtained. 6. Disposition of Plans,Estimates and Other Documents Contractor shall license the deliverables to the City for City's use as further described in Exhibit"B" of this Agreement. 7. Hold Harmless Contractor hereby agrees to protect, defend, indemnify and hold harmless City, its officers,elected or appointed officials, employees, agents, and volunteers from and against any and all claims, damages, losses,expenses,judgments, demands and defense costs, and consequential damage or liability of any kind or nature,however caused, including those resulting from death or,injury to Contractor's employees and damage to Contractor's property, arising directly or indirectly out of the obligations or operations herein undertaken by Contractor, caused in whole or in part by any negligent act or omission of the Contractor,any subcontractors, anyone directly or indirectly employed 24-15025/348104 2 by any of them or anyone for whose acts any of them may be liable, including but not limited to concurrent active or passive negligence, except where caused by the active negligence, sole negligence, or willful misconduct of the City. Contractor will conduct all defense at its sole cost and expense and City shall approve selection of Contractor's counsel. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Contractor. 8. Workers Compensation Insurance Pursuant to California Labor Code Section 1861, Contractor acknowledges awareness of Section 3700 et seq. of this Code,which requires every employer to be insured against liability for workers' compensation; Contractor covenants that it will comply with such provisions prior to commencing performance of the work hereunder. Contractor shall obtain and furnish to City workers' compensation and employer's liability insurance in an amount of not less than the State statutory limits. Contractor shall require all subcontractors to provide such workers' compensation and employer's liability insurance for all of the subcontractors' employees. Contractor shall furnish to City a certificate of waiver of subrogation under the terms of the workers' compensation and employer's liability insurance and Contractor shall similarly require all subcontractors to waive subrogation. 9. General Liability Insurance In addition to the workers' compensation and employer's liability insurance and Contractor's covenant to defend, hold harmless and indemnify City, Contractor shall obtain and furnish to City, a policy of general public liability insurance, including motor vehicle coverage covering the Project/Service. This policy shall indemnify Contractor, its officers,employees and agents while acting within the scope of their duties, against any and all claims arising out of or in connection with the Project/Service, and shall provide coverage in not less than the following amount: combined single limit bodily injury and property damage, including products/completed operations liability and blanket contractual liability, of One Million Dollars($1,000,000)per occurrence. If coverage is provided under a form which includes a designated general aggregate limit, the aggregate limit must be no less than One Million Dollars($1,000,000) per occurrence. If coverage is provided under a form which includes a designated general aggregate limit,the aggregate limit must be no less than One Million Dollars ($1,000,000)for this Project/Service. This policy shall name City,its officers, elected or appointed officials,employees, agents, and volunteers as Additional Insureds, and shall specifically provide that any other insurance coverage which may be applicable to the Project/Service shall be deemed excess coverage and that Contractor's insurance shall be primary. City has waived its "no deductible"requirement for the above-mentioned insurance. 24-15025/348104 3 10. Automobile Liability Insurance Contractor shall obtain and furnish to City an automotive liability insurance policy covering the work performed by it hereunder. This policy shall provide coverage for Contractor's automotive liability in an amount not less than One Million Dollars ($1,000,000.00)per occurrence and a separate "Additional Insured Endorsement"page listing both the policy number and naming the"City of Huntington Beach, its officers, elected or appointed officials, employees, agents and volunteers"as additional insured on the endorsement. City has waived its "no deductible"requirement for the above- mentioned insurance. 11. Certificate of Insurance Prior to commencing performance of the work hereunder, Contractor shall furnish to City a certificate of insurance subject to approval of the City Attorney evidencing the foregoing insurance coverage as required by this Agreement; the certificate shall: a. provide the name and policy number of each carrier and policy; b. state that the policy is currently in force; and c. promise that such policy shall not be suspended, voided or canceled by either party,reduced in coverage or in limits except after thirty (30)days' prior written notice;however, ten (10) days' prior written notice in the event of cancellation for nonpayment of premium. Contractor shall maintain the foregoing insurance coverage in force until the work under this Agreement is fully completed and accepted by City. This requirement for carrying the foregoing insurance coverage shall not derogate from Contractor's defense,hold harmless and indemnification obligations as set forth in this Agreement.. City or its representative shall at all times have the right to demand the original or a copy of the policy of insurance. Contractor shall pay, in a prompt and timely manner, the premiums on the insurance hereinabove required. 12. Independent Contractor Contractor is, and shall be,acting at all times in the performance of this Agreement as an independent contractor herein and not as an employee of City. Contractor shall secure at its own cost and expense, and be responsible for any and all payment of all taxes, social security, state disability insurance compensation, unemployment compensation and other payroll deductions for Contractor and its officers, agents and employees and all business licenses, if any, in connection with the Project and/or the services to be performed hereunder. 24-15025/348104 4 13. Conflict of Interest Contractor covenants that it presently has no interests and shall not have interests, direct or indirect,which would conflict in any manner with performance of services specified under this Agreement. 14. Termination This Agreement may be terminated by the City upon thirty(30)days written notice of termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for all services performed by Contractor prior to receipt of such notice of termination, subject to the following conditions: a. As a condition of such payment,the Director may require Contractor to license to the City all deliverables completed as of such date, and in such case Contractor consents the City's use thereof for such purposes as the City deems appropriate. b. Payment need not be made for work which fails to meet the standard of performance specified in the Recitals of this Agreement. 15. Exclusivity and Amendment This Agreement represents the complete and exclusive statement between the City and Contractor,and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to,the terms and conditions hereof, shall not bind or obligate Contractor or the City. Each party to this Agreement acknowledges that no representations, inducements,promises or agreements, orally or otherwise,have been made by any party, or anyone acting on behalf of any party,which are not embodied herein. 16. Assignment Inasmuch as to this Agreement is intended to secure the specialized services of Contractor,Contractor may not assign,transfer, delegate,or subcontract any interest herein without the prior written consent of the City and any such assignment,transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Contractors retained by City. 24-15025/348104 5 17. City Employees and Officials Contractor shall employ no City official nor any regular City employee in the work performed pursuant to this Agreement. No officer or employee of City shall have any financial interest in this Agreement in violation of the applicable provisions of the California Government Code. 18. Notices Any notices,certificates, or other communications hereunder shall be given either by personal delivery to Contractor's agent(as designated in Section 1 hereinabove) or to City as the situation shall warrant,or by enclosing the same in a sealed envelope, postage prepaid, and depositing the same in the United States Postal Service, to the addresses below. City and Contractor may designate different addresses to which subsequent notices, certificates or other communications will be sent by notifying the other party via personal delivery, a reputable overnight carrier or U.S. certified U.S. certified mail-return receipt requested: To City: To Contractor: City of Huntington Beach Gordian Attn: Director of Public Works Attn: David Tsung 2000 Main Street 30 Patewood Drive Huntington Beach, CA 92648 Building 2, Suite 350 Greenville, SC 29615 19. Consent When City's consent/approval is required under this Agreement, its consent/approval for one transaction or event shall not be deemed to be a consent/approval to any subsequent occurrence of the same or any other transactions or event. 20. Modification No waiver or modification of any language in this Agreement shall be valid unless in writing and duly executed by both parties. 21. Section Headings The titles, captions, section,paragraph and subject headings, and descriptive phrases at the beginning of the various sections in this Agreement are merely descriptive and are included solely for convenience of reference only y and are not representative of matters included or excluded from such provisions, and do not interpret, define, limit or describe, or construe the intent of the parties or affect the construction or interpretation of any provision of this Agreement. 24-15025/348104 6 22. Interpretation of this Agreement The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any of the parties. If any provision of this Agreement is held by an arbitrator or court of competent jurisdiction to be unenforceable, void, illegal or invalid, such holding shall not invalidate or affect the remaining covenants and provisions of this Agreement. No covenant or provision shall be deemed dependent upon any other unless so expressly provided here. As used in this Agreement,the masculine or neuter gender and singular or plural number shall be deemed to include the other whenever the context so indicates or requires. Nothing contained herein shall be construed so as to require the commission of any act contrary to law, and wherever there is any conflict between any provision contained herein and any present or future statute, law, ordinance or regulation contrary to which the parties have no right to contract,then the latter shall prevail, and the provision of this Agreement which is hereby affected shall be curtailed and limited only to the extent necessary to bring it within the requirements of the law. 23. Duplicate Original The original of this Agreement and one or more copies hereto have been prepared and signed in counterparts as duplicate originals, each of which so executed shall, irrespective of the date of its execution and delivery, be deemed an original. Each duplicate original shall be deemed an original instrument as against any party who has signed it. 24. Immigration Contractor shall be responsible for full compliance with the immigration and naturalization laws of the United States and shall, in particular, comply with the provisions of the United States Code regarding employment verification. 25. LegaI Services Subcontracting Prohibited Contractor and City agree that City is not liable for payment of any subcontractor work involving legal services, and that such legal services are expressly outside the scope of services contemplated hereunder. Contractor understands that pursuant to Huntington Beach City Charter Section 309,the City Attorney is the exclusive legal counsel for City; and City shall not be liable for payment of any legal services expenses incurred by Contractor. 26. Confidentiality Contractor recognizes that in the performance of its duties under this Agreement,it must conduct its activities in a manner designed to protect information of a sensitive nature from improper use or disclosure. Contractor warrants that it will use reasonable 24-15025/348104 7 efforts consistent with practices customary in the facilities management industry in recruiting,training and supervising employees and in otherwise performing its duties hereunder in order to achieve this result. In the furtherance of this, Contractor agrees, at the request of the City,to require its employees to execute written undertakings to comply with the foregoing confidentiality provision. 27. Discrimination Contractor shall not discriminate because of race, color, creed,religion, sex, marital status, sexual orientation, age,national origin,ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training,utilization, promotion,termination or other employment related activities. Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 28. Jurisdiction—Venue This Agreement and all questions relating to its validity, interpretation, performance, and enforcement shall be government and construed in accordance with the laws of the State of California. This Agreement has been executed and delivered in the State of California and the validity, interpretation,performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 29. Professional Licenses Contractor shall, through the term of this Agreement, maintain all necessary licenses, permits, approvals,waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States,the State of California,the City of Huntington Beach and all other governmental agencies. Contractor shall notify the City immediately and in writing of her inability to obtain or maintain such permits, licenses, approvals,waivers,and exemptions. Said inability shall be cause for termination of this Agreement. 30. Attorney's Fees In the event suit is brought by either party to construe, interpret and/or enforce the terms and/or provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees, such that the prevailing party shall not be entitled to recover its attorney's fees from the non-prevailing party. 24-15025/348104 8 31. Survival Terms and conditions of this Agreement,which by their sense and context survive the expiration or termination of this Agreement, shall so survive. 32. Governing Law This Agreement shall be governed and construed in accordance with the laws of the State of California. 33. Signatories Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully for any injuries or damages to City in the event that such authority or power is not, in fact,held by the signatory or is withdrawn. 34. Entirety (a) The parties acknowledge and agree that they are entering into this Agreement freely and voluntarily following extensive arm's length negotiation, and that each has had the opportunity to consult with legal counsel prior to executing this Agreement. The parties also acknowledge and agree that no representations, inducements, promises, agreements or warranties,oral or otherwise, have been made by that party or anyone acting on that parry's behalf,which are not embodied in this Agreement, and that that party has not executed this Agreement in reliance on any representation,inducement, promise, agreement warranty, fact or circumstance not expressly set forth in this Agreement. (b) All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. REST OF PAGE NOT USED 24-15025/348104 9 35. Effective Date IN WITNESS WHEREOF,the parties hereto have caused this Agreement to be executed by and through their authorized officers. This Agreement shall be effective on the date of its approval by the Mayor. This Agreement shall expire when terminated as provided herein. CONTRACTOR: CITY OF HUNTINGTON BEACH,a GORDIAN munici.. orporation of the State of Calif42 By: Mayor Print name ITS: (circle one)Chairmanresid4 e01674,1444) Vice President City Clerk ///,21#1-27' sp.„ By: %jar-per Aar/t-rrY.e- INITIATED AND APPROVED: Print name - ITS: (circle one) SecretareIef Financial Officer/Asst. Secretary-Treasurer hector Public Works APPROVED AST RM: City Attorney REVIEWED AND APPROVED: City Manage 24-15025/348104 10 EXHIBIT A STATEMENT OF WORK 24-15025/348104 11 GO iRDIAN' Service Fees EXHIBIT "A" Customer City of Huntington Beach Quote#: Q-274975 Project 24 FCA+,Site,Strategy Preamble This Statement of Work("SOW"and"Statement of Work"),issued on October 24, 2024 ("Issue Date"),incorporates by reference and is governed by the terms and conditions of Agreement("Agreement")between the City of Huntington Beach("Customer") and The Gordian Group,Inc. ("Gordian"). When in conflict,the terms of this SOW shall supersede those of the Agreement solely in relation to the Project listed below. Term Information Term of Offer Gordian reserves the right to reject this Statement of Work if it is not signed and returned to Gordian,sent to David Tsung,d.tsung@gordian.com,by November 30,2024. Term of Service Gordian Assessment and Capital Planning Solutions(ACP)ordered hereunder will be available to Customer for 365 days from the Statement of Work Effective Date.After such date, any unused portion of the Services defined will be forfeited,unless otherwise agreed to by both parties(however the obligation for full payment shall remain). No forfeiture will occur if the parties are diligently working to completion. Services shall not be scheduled or started pursuant to this SOW if Customer has an Accounts Receivable balance with Gordian that is more than thirty(30)days delinquent. Customer Contact Information Customer SOW Contact Name:Patrick Bannon Email: patrick.bannon@surfcity-hb.org Phone: 714.505.2577 Gordian Copyright 2024 24 FCA+,Site,Strategy Page I I of GORDIAN' Service Fees Customer Billing Information All Invoices will be sent to the Billing Contact on file unless information is otherwise provided. Service Description Description One-time Fee Gordian Cloud Platform—Year One SaaS Subscription $9,648 Facilities Condition Assessment+Service $269,084 Site Linear Assessment $32,197 Strategic Assessment Insights $18,786 Total $329,715 Year Two Services Annual Fee Assessment Data Update—requires SaaS subscription $25,759 Strategic Assessment Insights Update—requires SaaS subscription $11,082 Gordian Cloud Platform SaaS Subscription $9,937 Year Three Services Annual Fee Assessment Data Update—requires SaaS subscription $26,499 Strategic Assessment Insights Update—requires SaaS subscription $11,353 Gordian Cloud Platform SaaS Subscription 1$10,236 Sourcewell Contract#020421-ACT-15% discount Notes • Refer to Appendix A—Facilities List and Service Type • Service and software fees will be increased by 3%per year after year one. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 12 of GORDIAN' Payment Summary Milestone Billing Gordian Cloud Software Subscription Fee Product Quantity/Metric Year 1 Invoice Year 2 Invoice Year 3 Invoice Total Fees Subscription Period Period Period Initial Term Fees Beginning Beginning Beginning 9/1/24 9/1/2025 9/1/2026 Gordian Cloud 1,466,427 GSF Platform $9,648 $9,937 $10,236 ; $29,821 Assessment Services Fixed Fee # Description Billing% Billing Amount 1 ; Project Initiation 10% $30,128 2 I Assessment Complete 40% $120,512JLL__-.____. 3 Data Development Complete 35% $105,448 4 ! Preliminary Findings Delivered 10% $30,128 5 Presentation of Findings Delivered 5% $15,064 Total $301,281 Strategic Assessment Insights Fixed Fee # Description Billing% Billing Amount li Development 50% $9,393 12 Delivery 50% $9,393 Total $18,786 Software and Service Fee Terms GENERAL 1.1 Above fees include reasonable and customary expenses,unless otherwise noted in the Scope of Work details(see below). Gordian Copyright 2024 24 FCA+,Site,Strategy Page 13 of GORDIAN' 1.2 All fees exclude applicable taxes. 1.3 Gordian reserves the right to request a change order should the number of assets or the square footage change. PAYM ENT TERMS 2.1 Payment will be due within 30 days of invoice date. 2.2 Milestone Billing:Gordian will invoice per the Milestone Billing table displayed above in the Payment Summary section. Acknowledged and Agreed by the Duly Authorized Representatives of the Parties Customer: Gordian Group Signature: Signature: Print Name: Print Name: Title: Title: Date: Effective Date: PO Required?Yes[]No[]If Yes,PO must be provided. Tax-exempt?Yes[]No[] If Yes,a Tax Exemption Certificate must be provided. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 14 of 34 G,ORDIAN Software Scope of Work Gordian Cloud Platform The Gordian Cloud Platform(GCP)integrates capital planning, estimating,and construction procurement capabilities in a single application powered by the industry-leading RSMeans Data. The GCP offers a unified user experience by connecting workflows throughout the building lifecycle. These workflows are enhanced with powerful automation and insights, ultimately ensuring optimal decision-making in project selection, budgeting, and execution and efficient and effective data management. GCP includes the following capabilities for Assessments and Capital Planning. Mobile Asset Capture—Streamline Asset Capture and Evaluation Gordian's Mobile Asset Capture(MAC) application equips users with a comprehensive solution for digitally recording facility assets on-site, combining a user-friendly interface with the ability to instantly capture photos and asset details, and integrate RSMeans Data in one seamless action.This results in a unified repository for all collected asset data, streamlining facility management, and decision-making. Capital Planning—Understand Facility Conditions to Drive Project Prioritization and Selection Creating a cohesive capital plan begins with thoroughly understanding your asset inventory and conditions. Armed with comprehensive asset data and the industry-leading RSMeans cost information,your organization gains powerful analytical tools to prioritize asset replacement and chart the most strategic course of action. Gordian's Capital Planning software offers an intuitive interface that simplifies the user experience, ensuring customers can fully leverage its capabilities. Accompanied by a comprehensive help system,it provides quick, accessible answers and resources,facilitating a swift and effective learning curve for all users. Implementation Gordian is committed to offering comprehensive support and collaboration for the seamless implementation of the GCP and MAC applications, enhancing the management of your capital planning objectives. The support and implementation of the GCP and MAC applications for your organization will include the following: • Personalized configuration of your GCP account and settings to meet your requirements and preferences. • e GCP and-MAC-applications. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 15 of 34 GOP D IAN° • A Resource Center for your users to search or browse to get the most from the GCP and MAC applications'features and functions easily and quickly. • Ongoing technical support and troubleshooting for the GCP and MAC applications' issues or queries. • Ongoing customer success management to ensure your organization's satisfaction and adoption of the GCP and MAC applications. Deliverables Gordian will deliver the following to City of Huntington Beach: • A configured and functional GCP account and MAC application for your organization. • A user guide and training materials for the GCP and MAC applications. • A support and customer success plan and schedule for the GCP and MAC applications. Timeline Gordian estimates that the implementation and support of the GCP and MAC applications for your organization will be completed within 30 business days following the signing of this SOW.The timeline may vary depending on the availability of your organization's resources,the complexity of the data migration, and the feedback and approval process.The project phases are provided on the following pages. Services Scope of Work FCA+ Assessment Approach The FCA+process is delivered using a disciplined and proven set of processes and tools to ensure that accurate data is collected and populated in the software to provide deep insights into your capital planning needs and to enable you to develop impactful capital plans. Phases of the Condition Assessment Process (720 Eck Vo • • PtojectInitiation Assessment Data,Development Deliverables The assessment process is implemented through four phases: • Project Initiation • Assessment • Data Development • Deliverables Each of these phases is described in the following sections. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 16 of 34 Gc',RDIAN Project Initiation Phase The Project Initiation Phase of the assessment is the foundational stage where the groundwork for the entire assessment process is established. Introduction to the Project Team and Customer Project Kick-off Meeting Once you have been introduced to your project team,the first step is to discuss the details of the project during the kick-off meeting. Set Goals To kick off the project,your designated Gordian Project Manager will set up a meeting with your organization's key stakeholders for introductions and to confirm the goals and objectives for the project. Confirm Scope and Deliverables During the initiation phase,the Gordian Project Manager will collaborate with key stakeholders to establish and document the parameters for the assessment. A scoping meeting, will be held to discuss and confirm schedules,assessment criteria, data classifications, system configuration,prioritization,and categorizations. Management Plan The Gordian Project Manager will conduct regular progress meetings throughout the phases of the project to maintain open communication. The frequency of progress meetings will be determined during the initial engagement phase of the project. A schedule will be provided to illustrate the usual phases and milestones of the condition assessment project, including tasks and durations of your required involvement. The project schedule will be maintained by Gordian's Project Manager who oversees each task, communicates at both the project management and assessment team levels, and tracks changes closely. Assessment Project Schedule A detailed project schedule will be created when the assessment project is confirmed in cooperation with your organization. The prompt achievement of milestones and deliverables is fully dependent upon the accessibility of facilities—for FCA+—and the availability of staff and data. City of Huntington Beach Responsibilities To ensure the best possible quality of the final assessment information, some aspects of the work require support from our customers in addition to your involvement in the standard project delivery.The expected City of Huntington Beach responsibilities will be as follows: • Provide a Project Representative.This person is responsible for coordinating your organization's resources as necessary for the project.This project representative will possess the authority to allocate and dedicate both human and material resources on behalf of your organization,ensuring the successful execution of the project. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 17 of 34 G ORDIAN° • Prepare and Organize.Dedicate time to prepare and organize key reports,plans,and documents the team can utilize to support the field assessment work—data collection process.Careful preparation of facility plans and other documentation is important to our work.While we appreciate having access to large amounts of information,simply providing a lank to an online library of large volumes of historical facility construction documents,reports,and other data,can introduce risk in the project timeline. • Before the On-Site Assessment Work.Before Gordian arrives on-site,assist with developing a rational sequential work plan,obtain and prepare note-taking floor plans,facilitate any required security clearances,and arrange escorts for our assessment teams. • During the Assessment.Once Gordian is on-site,provide a full-time—one per team—escort with access to all facility spaces and ensure that key operations and maintenance personnel are available to respond to questions.This ensures the ability to complete the assessment data-gathering process. • After the On-Site Work is Complete.Once Gordian's on-site work is finished,assist with data qualification as a further check on our internal Quality Control process.A timely review keeps the project on schedule and builds confidence that the information is complete and accurate. Gordian's Responsibilities The Gordian Project Manager's responsibilities will be as follows: • Develop the project instructions and resource scheduling. • Provide the assessment team members with all collected information for their review before the on- site assessment phase. • Coordinate and facilitate an internal kick-off meeting to bring together all members of the assessment team.Team composition is carefully selected by matching individual expertise and availability to the project's needs. > The Gordian Project Manager determines the optimal number and structure of assessment teams, which may vary from solo professionals to groups of two or three,based on the size and complexity of the assets being evaluated. • Supply the following project documents to your organization's point of contact that will inform, track,and guide the project: > Project team roster > Project schedule > Project kick-off meeting agenda and virtual meeting platform and details Data Collection The Gordian Project Manager will communicate with your facility and maintenance managers and staff members using email and teleconferencing to facilitate the collection of essential information required by our assessment teams. This data typically includes additional asset information(e.g., floor plans, drawings,previous studies,recent capital improvements made and planned for, etc.). System Configuration System configuration is necessary to prepare for the Assessment phase. In the Gordian Cloud Platform,we will create a virtual facilities inventory by leveraging technology to model the Gordian Copyright 2024 24 FCA+,Site,Strategy Page 18 of 34 GORDIAN' facilities accurately. This baseline is created for facilities based on the level of detail required. For the FCA+service, data is configured up to Uniformat Level 5. Assessment Phase The Assessment Phase is the fundamental step in building your assessment dataset in which Gordian professionals will account for your unique facility characteristics. Onsite Assessment Using Mobile Asset Capture During an FCA+, Gordian will send one or more teams to your facilities to perform the assessments. On the first day of the field visit, Gordian will organize a meeting with your team members who will be involved with the field assessment phases of the project to kick off the on-site survey work. > The City of Huntington Beach agrees to grant Gordian's field assessment team(s)prompt and full access to the subject properties,including supervised entry to all relevant areas and safe access to subject properties—including roof unless sloped—to facilitate a thorough and efficient assessment process. Assets Included in an On-Site Assessment Information gathered during the assessment process and stored in the Gordian Cloud Platform is organized by Uniformat code. The ASTM International Uniformat II Classification for Building Elements defines a standard classification for building elements and related site work. Each Uniformat II Category performs a given function, regardless of the design specification, construction method, or materials used. Using Uniformat II to classify systems and assets provides a consistent reference for the description, economic analysis, and management of building components during all phases of their life cycles. The Uniformat II Classification for Buildings Elements is made up of four levels: • Level 1 is a general grouping of major elements. • Level 2 is group elements(e.g.,roofing,conveying,plumbing). • Level 3 contains individual elements(e.g.,basement walls,partitions,floor finishes). • Level 4 contains sub-elements of individual elements(e.g.,specific equipment,door frames,roof canopies). Following are examples of the assets evaluated as part of an on-site assessment: • Cooling:Building Distribution,Generation • Electrical:Building Distribution,Fixtures/Lighting,Generation,Secondary Services,Specialties • Exterior Shell:Exterior Painting,Gutters&Leaders,Opening,Roof,Structural • Heating:Building Distribution,Fuel Supply&Management,Generation. • HVAC:Air Handling,Building Distribution,End-use HVAC,Generation,Ventilation,Ceilings • Interior Shell:Floors,Walls,Ceilings,Finishes • Mechanical:Pumps/Motors,Specialty Equipment,Vertical Systems Gordian Copyright 2024 24 FCA+,Site,Strategy Page 19 of 34 G7A4DIAN • Plumbing:Bathroom Renovations,DEW Generation,Fixtures&Fittings,Primary Service, Pumps/Motors, Supply Piping, Waste Piping • Fire Safety:Fire Alarm/Detection,Fire Protection/Egress All evaluated assets will be assigned to specific Uniformat categories using the levels described previously. The specific assets to be assessed—by Uniformat category—will be established during the Project Initiation phase. Visual Inspection Gordian's team will visually inspect all the facilities included in the project's scope to identify deficient conditions and assess the remaining lifecycle of designated assets documented by digital photographs. > The inspection of the facilities'interior space will include all mechanical and electrical rooms,all public spaces,and a representative sampling of similar room types(e.g.,offices). > The inspections of the facility's exterior space will include an approximate ten-foot perimeter around the facility and the areas adjacent to and/or attached to the facility that are inherent to the facility's use,such as ramps,stairs,entryways,and exterior wall-mounted lighting. Digital Photos Gordian will capture photos during the assessment process and associate them with facilities, assets, and/or requirements to visually illustrate existing conditions. Requirements If the scope of your service includes our most detailed assessment(FCA+),the Gordian team will provide experienced professionals to document observed deficiencies as they relate to accessibility, life safety,building codes and standards and local regulations during the evaluation of asset condition. In addition,the team will identify projects where an alternative action to full asset replacement is feasible to help extend or preserve Remaining Useful Life. FCA+will also consider factors such as environmental exposure, quality of installation, material suitability, and the rigor of the preventive maintenance program. > Findings Limitations.Non-compliance findings are limited due to sampling of space and limited measurements and therefore should not be considered an exhaustive list of all non-compliance for a given property. > New Construction.Non-compliance may be noted concerning codes for new construction,without implying non-conformance with older regulations in force at the time of original construction. > Accessibility.Apparent accessibility compliance issues are noted as observed during the visual inspection of an asset.A detailed study of the requirements of accessibility—such as would be provided by a specialized ADA compliance consultant—is beyond this scope. Site Linear Assessment The assessment of site and utilities assets will include the systems listed below. Roadways a Fixed Benches and Other Appurtenances Gordian Copyright 2024 24 FCA+,Site,Strategy Page 20 of 34 GOR D IAN' • Parking Lots • Exterior Steps • Lighting • Storm Water System • Major Pedestrian Walkways • Fuel Supply • Architectural and Sports Field Fencing • Water Supply and Distribution • Primary Electric Supply&Distribution • Chilled Water Distribution • Sanitary Sewer • Steam&Condensate Distribution • Playground Equipment • Heating Hot Water Distribution • Retaining Walls over 5' in Height • Irrigation Systems Please note the following: • Visible systems will be evaluated by physically touring the site,reviewing institution maintenance records,and conducting in-depth interviews with facility personnel with historical knowledge of each asset. • Where site assets and their system components are buried or otherwise inaccessible,Gordian will interview institution personnel and review the City of Huntington Beach maintenance records and drawings to gain insight and gather information related to system type,age,quantities,and condition to construct assets and system data models,including cost estimates and relative condition estimates. • Details on Uniformat level data capture of site assets can be found below. Legend • In scope for this project as a system, if observable or if information is provided.May be created as separate systems for an additional level of detail at the Assessors Option or maybe line items within a system or an RSMeans assembly or may be included in a higher-level system and not be specifically itemized in the data. Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements i llg G 1020 Site Se e4itie & Relocation Components Ut+Nties Treatment Gl034 Site ncwatcring !i G 3-4ite-Sheri:+g Se►1 Gordian Copyright 2024 24 FCA+,Site,Strategy Page 21 of 34 GORDIAN® Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G20 Site G2010 Roadways G2011 Bases&Sub-Bases SF Improvement G2012 Paving&Surfacing SF G2013 Curbs Gutters&Drains LF G2014 Guardrails& Barriers LF G2015 Painted Lines SF G2946-Ma-Fk+ag S.Signage G2017 Vehicular Bridges Each G2020 Parking Lots �G2021 Bases&Sub-Bases SF G2022 Paving&Surfacing SF G2023 Curbs,Rails&Barriers LF G2024 Parking Booths& Each Equipment G2025 Markings&Signage ', Each G2030 Pedestrian G2031 Paving&Surfacing SF Paving G2032 Edging G2033 Exterior Steps Flight G2034 Pedestrian Bridges Each G2040 Site G2041 Fences&Gates LF Development G2042 Retaining Walls LF f_2043 Terrace&Peri. eter Walls G2011 Signage G2045 Site-Ft—ish-kilts G2046 Fountains,Pools& Each Watercourses G2047 Playing Fields Each G2048 Flagpoles Each G2049 Miscellaneous Structures Varies Planting Preparation G2053 Tepseia-&-Rla+ ic-ig €2-053 Top soil•&-P1 c.tiog-Peels 6205-3-Topseil-&-Rla--bolt G2057 Irrigation Systems G2059-Outer-Landse apeFeatures G30 Site G3010 Water Supply G3011 Potable Water Distribution LF Mechanical Utilities &Storage G3012 Non-Potable Water LF Distrib.&Storage G3013 Well Systems Each G3014 Fire Protection Each Distribution&Storage G3015 Pumping Stations Each G3016 Package Water Treatment Each Plants Gordian Copyright 2024 24 FCA+,Site,Strategy Page 22 of 34 GORDIAN' Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G3020 Sanitary Sewer G3021 Piping LF 63 2-2-Man-Wies&Cleaneuts G3023 Septic Disposal Systems SF G3024 Lift Stations Each G302-5 Raekaged-Watef-Waste Treatment Plants G3026 Septic Tanks Each G3027 Drain Fields I SF G3030 Storm Sewer G3027 Drain Fields ' SF G3032 Manholes G3031 Lift Stations G3035 Retention Ponds Each G3036 Ditches&Culverts LF G3040 Heating G3041 Steam Supply LF Distribution G3042 Condensate Return LF G3043 Hot Water Supply System LF G3044 Pumping Stations Each G3050 Cooling G3051 Chilled Water Piping LF Distribution G3052 Wells for Cooling/Heating Each G3053 Pumping Stations Each G3054 Cooling Towers on Site Each G3060 Fuel G3061 Fuel Piping IF Distribution G306-2444-el-€guipment G3063 Fuel Storage Tanks Each G3064Fuel-0ispentang Stations G3090 Other Site G3091 Industrial Waste Systems Each Mechanical Utilities G40 Site Electrical G4010 Electrical G4011 Substations Each Utilities Distribution G4012 Overhead Power IF Distribution 1 G4013 Underground Power LF l _ Distribution G4020 Site Lighting G4021 Fixtures&Transformers Each G4022 Poles Each G4023 Wiring Conduits&Duct IF banks G4024 Site Lighting Controls SF or Each G4030 Site G4031 Site Communication LF Communication& Systems(duct banks) Security G4032 Site Security&Alarm LF or Each Systems 1 G4090 Other Site G4091 --- 4091 Cathodic Protection Each Electrical Utilities G4097 Gr Eme, P .er Generation Gordian Copyright 2024 24 FCA+,Site,Strategy Page 23 of 34 G RDIAN' Level 2: Level 3: Level 4: Unit of Measure Group Elements Individual Sub-Elements Elements G90 Other Site G9010 Service& G9011 Service Tunae s Construction Pedestrian Tunnels G91-2 Trench 8exes G9013 Pedestrian Tunnels LF G9090 Other Site SF Systems J Data Development Phase As we transition into the Data Development Phase,Gordian will process and refine the data collected on-site, ensuring that each facility's profile is accurately documented, costed, and analyzed for effective lifecycle management on the GCP. Data Processing After the on-site work is complete and the data has been synced to the GCP,the Gordian assessment team(s)will review their notes and findings and complete the tasks of documenting each facility,including asset and/or requirement data updates,costing,estimated life, and reporting. All data will be housed on the GCP. Testing,measuring,or preparing calculations for any asset or component to determine adequacy,capacity,or compliance with any standard is outside the scope of assessment. Requirements will be identified for the entire facility—not by individual room or component unless specified otherwise. Facilities and Asset Descriptions A narrative summary of each assessed facility and its assets will be documented to support field fmdings and adjustments. This information is useful for having key information about a facility including finishes and infrastructure. For all assets—where the condition is rated poor—and all requirements, a narrative will describe the needs in detail. Data Quality Control and Assurance Our Center of Excellence team will process the assessment data, utilizing our AI-powered quality control software to guarantee the highest standards of data quality and integrity. Once the data passes our quality check, it will be presented to your organization for review and approval,ensuring accuracy and satisfaction. Data Qualification and Acceptance Following our internal review, Gordian will conduct a data qualification meeting with your team to review a summary of identified needs to help guide the feedback process and make changes as requested. If desired, detailed data can be provided for independent customer review. While City of Huntington Beach input is not required, it is valued to ensure the assessment's precision and depth.Any feedback provided will be incorporated into the final deliverables. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 24 of 34 G RDIAN' Deliverables Phase Once the Data Development Phase is complete,we move to the Deliverables Phase which includes the presentation of findings and seek project completion acceptance from you. Preliminary Findings Delivered and Client Review An initial draft of our presentation of findings will be created and provided for your review and feedback. Presentation of Findings Delivered Following the review, the Gordian Project Manager will host a formal meeting dedicated to presenting the comprehensive results of the assessment. Final Report Package Delivery This final report details Gordian's findings including requirement and renewal costs and timelines. These elements are essential for creating various funding scenarios, allowing for a side-by-side evaluation of potential investment strategies. We deliver final reports electronically in PDF. The Final Report Package will include the following elements: • Executive Summary.This report provides high-level information to offer an overview of the facilities together as a portfolio. • Assessment Methodology.This report covers the assessment process itself • Appendix Report Data.This element includes major findings from the assessment process in various data summaries and reports. Introduction and Orientation to the Gordian Cloud Platform If you are new to GCP, the Gordian Project Manager will provide an introduction and orientation to this platform for your project team;this will continue throughout your partnership with Gordian with our Customer Success team. You will also be introduced to your personal Customer Success Manager,who will be available to assist you beyond the initial project completion. Scope of Work Completion The Notification Period before the closure of the scope of work is 10 Business Days from the date Gordian provides written notice to City of Huntington Beach that states the delivery of Services is complete. In the event: • City of Huntington Beach does not provide notice of material non-conformance or request for Gordian Copyright 2024 24 FCA+,Site,Strategy Page 25 of 34 Gr c/D IAN change during the Notification Period,the project will be closed,and no additional work will be performed by Gordian pursuant to the Services contained herein. • City of Huntington Beach does provide notice of material non-conformance or request for change after the expiration of the Notification Period,such work shall only be performed under a new contractual arrangement. • Material non-conformance is identified within the Notification Period,Gordian shall promptly correct such non-conformance, which was due to fault or negligence of Gordian, at no additional cost to City of Huntington Beach. Strategic Assessment Insights Once your assessment is complete,Gordian will engage you through the following steps: Strategic Assessment Insights Development • Customize Strategic Tools.Gordian uses an array of strategic concepts as tools to tie facilities projects to the mission and vision of leadership and define a framework for reinvestment funding. The primary strategic and functional prioritization tools are outlined below though others may be added as necessary to ensure a robust toolkit. > Building Portfolios.Organizing facilities into a portfolio of assets provides the means to reflect existing priorities and future aspirations. > Project Category.The classification of a project helps to differentiate between a"want"versus a "need." > Project Package.Typical packages are Building Envelope,Building System,Infrastructure, Space Renewal,and Safety/Code. > Timeframe.Multi-year investment timeframes—immediate investment needs, 1-3 years,4-7 years,8-10 years,etc.—establish useful investment horizons based on age and condition. > Investment Criteria.Gordian uses Investment Criteria to help decision-makers understand the importance or impact of a project. • Develop a Multi-year Capital Plan.Gordian engages leadership in an exercise that guides future investment decisions and ensures the effective use of capital investment funds. • Project Selection.Gordian will work with your organization to assign a custom scoring methodology to rank projects within facilities where a condition assessment was conducted or those facilities that otherwise have modeled component-level detail. Strategic Assessment Insights Delivery Along with sessions throughout the process to gather necessary information and insights, Gordian will deliver a completed strategic capital plan and recommendations for the next steps. This presentation will recommend a strategic course of action as well as: • Provide context of historical funding levels and detail backlog origin. • Give a summary-level overview of facilities needs highlighting key strategic issues. • Summarize Gordian's recommendation for a portfolio investment plan that ties to priorities and available funding. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 26 of 34 BeiRDIAN As directed, an additional presentation can be given to senior leadership (e.g. CFO,President, Cabinet,Board of Trustees) or the appropriate audience at your organization. Year Two Services Gordian is committed to offering flexible post-project support tailored to your specific needs, whether it is refreshing your data and facility asset inventories or providing sustained access to the Gordian Cloud Platform. For an additional fee, our partnership ensures that your team is equipped with the latest tools and information for efficient and effective facility management. Assessment Data Update The true mark of success for any capital investment program is securing ongoing funding— approval for the second,third,and subsequent rounds of investment is key. The cornerstone of building this trust is the ability to track and showcase the program's achievements. Gordian suggests an annual update process that independently confirms performance and demonstrates progress toward the attainment of goals. Ongoing annual support will include: ® Annual documentation of projects completed,their cost,and impact on the phase-out plan. • Documenting and updating the project inventory for any"new"customer-provided projects. • Qualification of data updates to ensure accuracy. Strategic Assessment Insights Update In conjunction with annual data updates, strategic assessment insights can be updated to reflect the status of your database. As key investments, divestments,or other facility or asset decisions are made, stakeholders must remain informed, and progress toward your strategic plan is tracked. Your Gordian Project Manager will facilitate the update of key deliverables and host a formal presentation of findings to stakeholders of City of Huntington Beach's choosing. Gordian deliverables can be designed appropriately for a wide variety of audiences, including executive leadership summary presentations. Gordian Cloud Platform Software To keep the program performing and the power of facilities investment decision-making at your fingertips, Gordian will continue to provide immersive user access and support by our leading customer success team for the Gordian Cloud platform for as long as your subscription is active. This platform will allow you to house the most up-to-date facility inventory information, keeping you seamlessly integrated into your capital planning data via reports, dashboards, and interactive tools. Gordian Copyright 2024 24 FCA+,Site,Strategy Page 27 of 34 GORDIAN Appendix A—Facility List and Service Type The Facilities included in this scope of work are: Facility Name SQ FT Complexity Service Type Civic Center 4,000.00 i Standard Facility Condition Assessment+ Council/Chambers t__ l 'Civic Center Police 78,966.00 ( Standard Facility Condition Assessment+ Department Civic Center Public 106,635.00 Standard Facility Condition Assessment+ Works I 1 Beach Jr. Lifeguard 7,064.00 Standard Facility Condition Assessment+ HQ each Lifeguard -r 12,892.00 Standard — Facility Condition Assessment+ Q Beach Lifeguard 42.00 Parking Garage `Facility Condition Assessment+ HQ Gate !Beach Lifeguard 144.00 Parking Garage aciiity Condition Assessment+ Tower#1 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#2 I Beach Lifeguard 144.00 i Parking Garage acility Condition Assessment+ Tower#3 'Beach Lifeguard , 144.00 Parking Garage Facility Condition Assessment+ Tower#4 Beach Lifeguard 144.00 Parking Garage ,Facility Condition Assessment+ Tower#5 'Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#6 Beach Lifeguard 144.00 Parking Garage ;Facility Condition Assessment+ Tower#7 Gordian Copyright 2024 24 FCA+,Site,Strategy Page 28 of 34 G PDIAN` Facility Name SQ FT Complexity Service Type Beach Lifeguard ' 144.00 1 Parking Garage 'Facility Condition Assessment+ Tower#8 ' i 'Beach Lifeguard i 144.00 Parking Garage Facility Condition Assessment+ Tower#9 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#10 1 Beach Lifeguard ! 144.00 Parking Garage Facility Condition Assessment+ !Tower#11 Beach Lifeguard ! 144.00 Parking Garage Facility Condition Assessment+ Tower#12 Beach Lifeguard 144.00 i Parking Garage Facility Condition Assessment+ Tower#13 !Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#14 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#15 i i I ;Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#16 Beach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#17 1 i ilB Ieach Lifeguard 144.00 Parking Garage Facility Condition Assessment+ Tower#18 Beach Lifeguard 144.00 i Parking Garage Facility Condition Assessment+ Tower#19 l Beach Lifeguard 144.00 Parking Garage 1Facility Condition Assessment+ !Tower#20 Beach Lifeguard I 144.00 Parking Garage ;Facility Condition Assessment+ Tower#21 i Beach Parking 40.00 Parking Garage Facility Condition Assessment+ Booth#1 North `` Gordian Copyright 2024 24 FCA+,Site,Strategy Page 29 of 34 GOPDIAN' Facility Name SQ FT Complexity Service Type peach Parking 125.00 ; Parking Garage 'Facility Condition Assessment+ Booth#2 Lake Beach Parking 40.00 Parking Garage ;Facility Condition Assessment+ Booth#3 Hunt. Beach Parking 3 40.00 s Parking Garage facility Condition Assessment+ Booth#4 Beach Blvd. i Beach Parking 317,261.00 Parking Garage Facility Condition Assessment+ Structure w/2 Elev. i __—_t i each Pier 225.00 Standard facility Condition Assessment+ lectrical Room Beach Pier 850.00 Standard Facility Condition Assessment+ Restroom Trailer each Pier Zero 300.00 Standard Facility Condition Assessment+ Itower Beach Restroom#1 800.00 Standard Facility Condition Assessment+ North J__ ( Beach Restroom#2 800.00 Standard Facility Condition Assessment+ Beach Restroom#3 860.00 Standard Facility Condition Assessment+ Beach Restroom#4 798.00 Standard facility Condition Assessment+ Beach Restroom#5 i 779.00 ; Standard Facility Condition Assessment+ South Beach Restroom#6 629.00 Standard Facility Condition Assessment+ North of Pier I i Beach Restroom 800.00 Standard 'Facility Condition Assessment+ Trailer Beach Yard Bldg. i 4,000.00 ! Standard iFacility Condition Assessment+ #1 Offices I Gordian Copyright 2024 24 FCA+.Site,Strategy Page 30 of 34 GORDIAN® Facility Name SQ FT Complexity Service Type Beach Yard Bldg. 4,000.00 ' Parking Garage ;Facility Condition Assessment+ j#2 Garage I Meadowlark 3,000.00 ! Standard Facility Condition Assessment+ Caretakers F ',Residence beach Conc.Beach 1,817.00 Standard Facility Condition Assessment+ Hut I ;Beach Conc. 3,332.00 Standard Facility Condition Assessment+ 1Dwight's } 1 'Beach Conc.Jack's 2,064.00 Standard :Facility Condition Assessment+ I Beach Conc. 1,152.00 Standard Facility Condition Assessment+ Sunny's ____ 'Beach Conc.Vic's 3,069.00 Standard Facility Condition Assessment+ Beach Conc. 2,470.00 " Standard facility Condition Assessment+ (Waterfront Cab. ;Beach Conc.Zack's 2,232.00 i Standard Facility Condition Assessment+ (too Boys and Girls Club 6,000.00 Standard `Facility Condition Assessment+ Brooks House 5,600.00 Standard ,Facility Condition Assessment+ ;Central Aldertree 1,200.00 Standard Facility Condition Assessment+ Conc. ;Central Breakfast 4,820.00 Standard Facility Condition Assessment+ ;Park Conc. !Cultural Arts i 11,092.00 Standard Facility Condition Assessment+ Center 1HB Art Center 10,225.00 Standard Facility Condition Assessment+ Golden West ; 102.00 Standard Facility Condition Assessment+ College Shed 1 ____L_ _ Gordian Copyright 2024 24 FCA+,Site,Strategy Page 31 of 34 GORDIAN ' Facility Name SQ FT Complexity Service Type 'Legal Aid Office 450.00 Standard Facility Condition Assessment+ Meadowlark Golf 7,906.00 Standard Facility Condition Assessment+ Club House !Newland House 2,750.00 ! Standard Facility Condition Assessment+ Museum Oak View Day Care 1,500.00 i Standard Facility Condition Assessment+ ##1 H pa View Day Care 2,400.00 Standard Facility Condition Assessment+ 2 I _ Ocean View Ests. 2,219.00 1 Standard `Facility Condition Assessment+ Trailer Park Club Surf Museum 2,250.00 Standard Facility Condition Assessment+ Boy Scout Cabin at 1,574.00 Standard Facility Condition Assessment+ Lake Park Central Nature 1,863.00 Standard Facility Condition Assessment+ Center Chris Carr Pump 150.00 Standard Facility Condition Assessment+ House City Gym 23,600.00 Standard Facility Condition Assessment+ 1 i Edison Comm. i 11,065.00 Standard Facility Condition Assessment+ Center Edison Comm. 850.00 Standard ..Facility Condition Assessment+ ;Center Cabana#1 i I I Edison Comm. 850.00 Standard Facility Condition Assessment+ Center Cabana#2 Edison Comm. 850.00 l Standard Facility Condition Assessment+ Center Cabana#3 I I Edison Comm. 850.00 Standard Facility Condition Assessment+ Center Cabana 4#4 I i Gordian Copyright 2024 24 FCA+,Site,Strategy Page 32 of 34 G€.RDIAN" Facility Name SQ FT Complexity Service Type ' ;Greer Annex Pump 199.00 ; Standard ;Facility Condition Assessment+ House i I 1-__ _ .__._._..__- .__�_. _..__-------.-_.__-_-- Greer Ball Field 100.00 Standard Facility Condition Assessment+ Shack I Harbor View 2,203.00 , Standard Facility Condition Assessment+ Comm.Center I i I 'Lake Park Comm 3,000.00 1 Standard Facility Condition Assessment+ Center } Lake View Comm. 2,000.00 ' Standard Facility Condition Assessment+ enter I I i Lebard Comm. 800.00 Standard Facility Condition Assessment+ Center Marina Park 2,960.00 Standard Facility Condition Assessment+ Cabanas ( I I Marina Rest Bldg. 1,050.00 Standard Facility Condition Assessment+ Murdy Comm. 11,000.00 Standard Facility Condition Assessment+ Center _ w _ 1._ I Murdy Picnic I 3,480.00 ( Standard Facility Condition Assessment+ Cabana I Newland Barn 6,000.00 Standard Facility Condition Assessment+ Oakview Comm. 10,000.00 Standard 1Facility Condition Assessment+ Center& Gym Percy Park Dock 276.00 Standard Facility Condition Assessment+ I Seabridge Park 475.00 1-Standard Facility Condition Assessment+ Restrooms SeniorCtr in the 37,537 Standard Facility Condition Assessment+ Park I Memorial Hall 2,700.00 Standard Facility Condition Assessment+ � Gordian Copyright 2024 24 FCA+,Site,Strategy Page 33 of 34 GORDIAN' Facility Name SQ FT Complexity Service Type Terry Park Comm. 1,664.00 Standard Facility Condition Assessment+ 'Center 1 Trinidad Park 456.00 Standard Facility Condition Assessment+ Rest room Worthy Park 120.00 i Standard Facility Condition Assessment+ torage Cont. orthy Park Utility` 120.00 StandardFacility Condition Assessment+ Bldg. I Bushard Fire ! 5,700.00 Standard Facility Condition Assessment+ Station f i Gothard Fire 10,200.00 Standard Facility Condition Assessment+ Station Heil Fire Station 5,712 Standard Facility Condition Assessment+ l JPTC Bruno Bldg. 4,000 E Standard Facility Condition Assessment+ JPTC Butler Bldg. 2,475.00 Standard Facility Condition Assessment+ JPTC Control Tower 450.00 Standard Facility Condition Assessment+ JPTC Operations 13,600.00 Standard Facility Condition Assessment+ ;Center JPTC Training 720.00 ! Standard Facility Condition Assessment+ Tower Lake Fire Station 11,508.00 Standard -Facility Condition Assessment+ CMa nolia Fire _ —�� g 5,702.00 Standard Facility Condition Assessment+ tation Murdy Fire Station 11,500.00 Standard "Facility Condition Assessment+ Warner Fire Station T 8,750.00 ; Standard ,Facility Condition Assessment+ -- I Heliport 9,081.00 I Standard Facility Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Page 34 of 34 GORDIAN' Facility Name SQ FT Complexity Service Type Heliport Search& 2,000.00 Standard Facility Condition Assessment+ Rescue !Heliport Trailer j 1,272.00 i Standard Facility Condition Assessment+ }Huntington Center 250.00 Standard 1Facility Condition Assessment+ PD Substation Huntington Harbor 600.00 Standard Facility Condition Assessment+ 1PD Substation j hank House 1 2,860.00 'Standard acility Condition Assessment+ Substation Vista Center Police 1,500.00 Standard Facility Condition Assessment+ Substation i$anning Library 2,400.00 Standard # acility Condition Assessment+ ;Central Library 107,400.00 Standard ;Facility Condition Assessment+ Fentral Library 200.00 —I Standard Facility Condition Assessment+ Elect.Service 1 1 Graham Library 2,500.00 Standard !Facility Condition Assessment+ Main Street Library 9,306.00 Standard Facility Condition Assessment+ ;Main Street Library 1,025.00 Standard Facility Condition Assessment+ M.U.N. G akview Library 1,900.00 Standard Facility Condition Assessment+ Yard Crews Lounge 900.00 ` Standard Facility Condition Assessment+ Yard Haz-Mat 300.00 Standard ;Facility Condition Assessment+ Storage 1 lard Mechanics 625.00 Standard Facility Condition Assessment+ (Bldg.#1 Yard Mechanics 1,000.00 Standard 'Facility Condition Assessment+ !Bldg.#2 Gordian Copyright 2024 24 FCA+,Site,Strategy Page 35 of 34 GORDIAN`° Facility Name SQ FT Complexity Service Type Yard Main Offices 4,010.00 Standard Facility Condition Assessment+ 1 Yard Old Offices 1,956.00 I Standard ;Facility Condition Assessment+ , Yard Shed#1 ; 300 Parking Garage Facility Condition Assessment+ i Yard Shed#2 300.00 I Parking Garage ;Facility Condition Assessment+ 1 Yard Shed#3 1 150.00 Parking Garage Facility Condition Assessment+ Yard Shed#4 , 225.00 I Parking Garage facility Condition Assessment+ Yard Shed#5 ! 225.00 Parking Garage Facility Condition Assessment+ Yard Shed#6 225.00 Parking Garage Facility Condition Assessment+ Yard Shed#7 225.00 Parking Garage Facility Condition Assessment+ Yard Shed#8 225.00 Parking Garage ;Facility Condition Assessment+ ; Yard Shed#9 1,000.00 ; Parking Garage Facility Condition Assessment+ YI and Shed#10 575.00 1 Parking Garage facility Condition Assessment+ Yard Storage 300.00 Standard 'Facility Condition Assessment+ Container#11 Yard Storage 300.00 I Standard (Facility Condition Assessment+ Container#12 i Yard Storage 300.00 ! Standard ';Facility Condition Assessment+ Container#13 Yard Storage 300,00 Standard Facility Condition Assessment+ Container#14 i Yard Storage 300.00 Standard 'Facility Condition Assessment+ Container#15 Yard Storage I 300,00 Standard Facility Condition Assessment+ Container#16 Central Park 1 945.00 ( Parking Garage .Facility Condition Assessment+ " Amphitheater Gordian Copyright 2024 24 FCA+,Site.Strategy Page 36 of 34 G€R D IAN" Facility Name SQ FT Complexity Service Type Central Park Elect. 500.00 Standard Facility Condition Assessment+ , Service I Central Park Picnic 3,393.00 Standard Facility Condition Assessment+ "Shelter 1 Central Park 600.00 Standard Facility Condition Assessment+ Restroom#1A Central Park 600.00 Standard Facility Condition Assessment+ !Restroom#1B I ,Central Park 1600.00 Standard !Facility Condition Assessment+ Restroom#2A (Central Park 600.00 Standard :'Facility Condition Assessment+ Restroom#2B Central Park 600.00 Standard Facility Condition Assessment+ Restroom#3B } Central Park 600.00 Standard Facility Condition Assessment+ Restroom#46 i City Yard Bldg.A- 7,200.00 Standard Facility Condition Assessment+ I drain. j City Yard Bldg. B 30,201.00 Standard Facility Condition Assessment+ eh. Maint. City Yard Bldg.C- 19,300.00 I Standard Facility Condition Assessment+ Combined Maint. I 'City Yard Bldg. D- 7,680.00 Standard Facility Condition Assessment+ rPD Mech. City Yard Bldg. E- 14,448.00 i Standard Facility Condition Assessment+ Warehouse i City Yard Bldg.F- 1,200.00 Standard Facility Condition Assessment+ Communications I City Yard Bldg. G - 1,290.00 I Standard Facility Condition Assessment+ I CompressorjElect i Gordian Copyright 2024 24 FCA+,Site,Strategy Page 37 of 34 Ga RDIAN' Facility Name SQ FT Complexity Service Type ity Yard Bldg. H- 960.00 Standard Facility Condition Assessment+ heet Metal Shop ity Yard Bldg. I- 150.00 Standard Facility Condition Assessment+ iHaz. Mat.Storage ity Yard Bldg.J- 720.00 Standard Facility Condition Assessment+ igns&Mkg. Equip ity Yard Bldg. K- 720.00 Standard (Facility Condition Assessment+ __ igns&Mkg. Equip I t E ity Yard Bldg.L- 800.00 Standard Facility Condition Assessment+ treets i City Yard Bldg.M- 800.00 Standard 'Facility Condition Assessment+ Streets ity Yard Bldg.N- 1,000.00 Standard Facility Condition Assessment+ treets ity Yard Bldg.O- 1,000.00 Standard ,Facility Condition Assessment+ rtreets I I ity Yard Bldg. P- 960.00 Standard Facility Condition Assessment+ Building Maint. torage ity Yard Bldg. Q 2,400.00 Parking Garage Facility Condition Assessment+ enerator Storage j City Yard Bldg. R ; 2,400.00 ` Standard Facility Condition Assessment+ Wastewater Water Flood 1,000.00 1 Standard !Facility Condition Assessment+ Adams t _.... _.... (Water Flood 960.00 Standard Facility Condition Assessment+ Atlanta#1 i ater Flood 736.00 i Standard Facility Condition Assessment+ tlanta#2 1 Gordian Copyright 2024 24 FCA+,Site,Strategy Page 38 of 34 GbRDIAN® Facility Name SQ FT 4 Complexity Service Type ater Flood 1,326.00 I Standard 'Facility Condition Assessment+ Banning i i i Water Flood 320.00 Standard Facility Condition Assessment+ Flounder Water Flood 1,219.00 Standard Facility Condition Assessment+ Hamilton j k Water Flood Heil 320.00 Standard Facility Condition Assessment+ Water Flood 1,272.00 Standard Facility Condition Assessment+ Indianapolis j ; Water Flood 960.00 Standard 'Facility Condition Assessment+ Marilyn i Water Flood 560.00 Standard Facility Condition Assessment+ Meredith 1 Water Flood 1,078.00 1 Standard Facility Condition Assessment+ Newland Water Flood 684.00 Standard Facility Condition Assessment+ Scenario i Water Flood 432.00 ! Standard Facility Condition Assessment+ Shields 3 Water Flood Slater 18,848.00 Standard Facility Condition Assessment+^ 1 Water Flood Slater 225.00 Standard Facility Condition Assessment+ Sump Pump Bldg. Water Flood 1,325.00 Standard Facility Condition Assessment+ Springdale Water Flood 620.00 Standard Facility Condition Assessment+ Yorktown Water Operations 10,000.00 Standard Facility Condition Assessment+ Water Productions 8,300.00 Standard Facility Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Page 39 of 34 GORDIAN Facility Name SQ FT Complexity Service Type Water Reservoir 78,000.00 Standard Facility Condition Assessment+ Goldenwest(Clay) Water Reservoir 114,500.00 Standard Facility Condition Assessment+ Overmyer ater Resvr. 2,730.00 Standard Facility Condition Assessment vermyer Booster(New) Water Reservoir 1 94,923.00 Standard Facility Condition Assessment+ Peck f Water Resvr.Peck 702.00 Standard Facility Condition Assessment+ Booster Pump Water Residence 961.00 Standard Facility Condition Assessment+ ater Resvr. 4,000.00 Standard Facility Condition Assessment+ vermyer Booster Bldg. Water Warehouse 10,550.00 Standard Facility Condition Assessment+ Water Well#1 425.00 Standard Facility Condition Assessment+ Water Well#1 _____ 1 80.00 Standard ~'� !Facility Condition Assessment+` chlorine Bldg. iWater Well#1 200.00 ! Standard Facility Condition Assessment+- Equipment Bldg. Water Well#1 80.00 j Standard Facility Condition Assessment+ .Flouride Bldg. i Water Well#2 481.00 Standard Facility Condition Assessment+ Water Well#4 600.00 Standard `Facility Condition Assessment+ Water Well#4 64.00 Standard Facility Condition Assessment+ 1 Chlorine Bldg. i Water Well#5 330.00 Standard Facility Condition Assessment+ Gordian Copyright 2024 24 FCA+,Site,Strategy Page 40 of 34 ��������U����~ ��ww����ux-�u� Facility Name 8Q FT Complexity Service Type Water Well#S 125.00 Standard facility ConditionAssessment+ 'Chlorine |d | F|ouriJe Bldg. Water Well 46 ( 3,570.00 Standard Facility Condition Ausessment+ Water Well#6 ChIr. & 64.00 Standard Facility Condition Assessment+ flour. Bldg. Water Well#7 600.00 Standard Facility Condition Assessment+ Water Well#7 ChIr. & 250.00 Standard Facility Condition Assessment+ flour, Bldg. Water Well#8 75.00 Standard Facility Condition Assessment+ w a er Well#8 64.00 i Standard Facility Condition Assessment+ 6lorine Bldg. Water Well 49 600.00 Standard Facility Condition Assessment+ -,Water Well#9 125.00 Standard Facility Condition Assessment+ flouricle Bldg. lWater Well#9 Well 80.00 Standard Facility Condition Assessment+ 11-lead Bldg. Water Well 410 600.00 Standard 'Facility Condition Assessment+ Water Well Clay 100.00 Standard facility Condition Assessment+ BoosterStat.Back-up Water Well Clay 528.00 Standard Facility Condition Assessment+ oosterStat. Bldg. Water Well Dyke 80.00 Standard facility Condition Assessment+ Water Well Dyke 36,00 Standard Facility Condition Assessment+ Chlorine Bldg. Gordian Copyright 2V24 2*rCA+.Site,Strategy Page 4lny34 GaRDIAN'` Facility Name SQ FT Complexity Service Type Water Well Dyke 36.00 ; Standard Facility Condition Assessment+ Flouride Bldg. i310 5th 2,688.00 I Standard Facility Condition Assessment+ 08 1/2 PCH 1,600.00 Standard Facility Condition Assessment+ ommercial Bldg. 11 Olive 1,200.00 Standard Facilrty Condition Assessment+ 'j-- - 438 Main 4,500.00 Standard Facility Condition Assessment+ 705 Yorktown 2,000.00 ' Standard Facility Condition Assessment+ Rental Residence Beach Conc. j 4,000.00 Standard Facility Condition Assessment+ Sunny's Total GSF 1,446,427 Site Linear Assessments Facility Name SQ FT Asset Use/Type [Block Walls 359,040 (assumes 8' high,44,880 l.f.or 8.5 miles) I i ;Beach Parking 5th Street Lot ( 15,410 (Beach Parking Lot, Grd. Lighting 1,000 Beach Pier 55,000 I. Dump Graham Sweeper 105 Adventure Playground 450 Central Transformer Sys Enclosure 1,000 1 Percy Park Dock 276 Sewer Station A 100 Vault Sewer Station Algonquin 100 Submersible Pump Gordian Copyright 2024 24 FCA+,Site,Strategy Page 42 of 34 G6 RDIAN' Sewer Station Atlanta 100 Submersible Pump Sewer Station B 100 j Vault I ewer Station Brighton r 100 Vault ewer Station Brookhurst j 100 , Vault ewer Station Bushard r100 Vault ewer Station C 100 Vault ewer Station Coral Clay 1100 Vault Sewer Station D ' 100 Vault Sewer Station Davenport 100 Vault Sewer Station Dilks Ditch 100 Vault I Sewer Station E 100 Vault Sewer Station Edgewater 100 : Vault ewer Station Edwards 100 Vault Sewer Station Ellis 100 Vault Sewer Station Gothard 100 Vault ►ewer Station Graham ' 100 Vault *ewer Station Heil 100 Vault ewer Station Humbolt 100 Vault ewer Station Lark 100 Vault ISewer Station Lifeguard 120 Vault wer Station McFadden 100 1 Vault. ewer Station New Britan 100 Vault ewer Station Oceanhill 1 100 Vauli L_ I ______ Gordian Copyright 2024 24 FCA+,Site,Strategy Page 43 of 34 Gc?PDIAN ' ewer Station Ranger 100 Vault ewer Station Santa Barbara 100 Vault Sewer Station Saybrook 100 Vault Sewer Station Speer 100 Vault Sewer Station Springdale 100 Vault Sewer Station Trinidad 100 ( Vault Gordian Copyright 2024 24 FCA+,Site,Strategy Page 44 of 34 EXHIBIT B ADDITIONAL TERMS 24-15025/348104 12 Gs RDIAN' Exhibit B Additional Terms The City and Contractor agree that the following terms are included as part of the Agreement to which this Addendum/Exhibit is attached. 1. SaaS License Terms. SaaS Subscriptions are provided subject to the additional the Terms of Use found at https://www.gordian.com/tgg/policy/SaaS-Terms-of-Use.pdf 2. Intellectual Property Rights. a. Ownership. Except for rights expressly granted, nothing in the Agreement shall transfer any of either party's Intellectual Property rights to the other, and each party will retain an exclusive interest in and ownership of its intellectual property.The City does not acquire any ownership interest in Contractor's Intellectual Property. Contractor's intellectual property includes,but is not limited to,any work that Contractor creates, acquires, or otherwise has rights in, including any works created pursuant to the Agreement, except for any portion of such works that consist of The City's intellectual property.The City Data (as defined below) will be considered The City's intellectual property. Contractor may, in connection with the provision of the Services hereunder, create,employ, provide, modify, acquire, or otherwise obtain rights in, and any and all Intellectual Property rights, recognized in any country or jurisdiction in the world, now or hereafter existing, whether or not perfected, filed, or recorded. b. License to Deliverables Notwithstanding anything contained In the Agreement,the City shall have a license to access and use any deliverables for its internal business purposes. The City may not allow any third party to access or use any deliverables without Contractor's prior written consent, provided that if the Deliverables consist of reports, The City may allow any third party to view such reports without Contractor consent. c. Ownership of The City's Data.The City retains sole and exclusive ownership to any and all The City Data."The City Data" means any data and information that The City (including any Authorized Users as defined below) provides, generates, transfers, or makes available to Contractor under the Agreement in any format. d. Use of The City Name and Data for Benchmarking. If Contractor is providing any benchmarking Services to The City, The City grants to Contractor a non-exclusive, royalty free license, to: (a) use The City's name in connection with any published lists of other institutions furnishing data for comparison purposes,(b)use The City Data for benchmarking purposes provided that specific data applicable to The City shall not be identified or identifiable, and (c) identify The City to other institutions as a client of Contractor for marketing purposes. e. Services and Content.The Services and all Content are owned or controlled by Contractor, which retains all right,title, and interest in and to such Services and Content.The Services and all Content contain valuable and proprietary information of Contractor and others and are protected by the copyright and trademark laws of the United States and other countries, international conventions, and other applicable laws. "Content" means all materials used and accessed by The City through the Services, including, without limitation, text, images, Software, audio and video clips, databases, and Data. "Services" means any one or combination of software, data,SaaS subscription or professional services. Data" means any data that Contractor makes available to The City via the Services, including but not limited to construction cost data, regardless of the Services purchased or licensed by The City. G OR D IAN° f. Safeguards.The City must use commercially reasonable efforts to safeguard all Intellectual Property (including copies thereof) of Contractor from infringement, misappropriation, theft, misuse, or unauthorized access. The City will promptly notify Contractor if The City becomes aware of any infringement of Contractor's Intellectual Property rights in the Intellectual Property and fully cooperate with Contractor, at Contractor's sole expense, in any legal action taken by Contractor to enforce its Intellectual Property rights. 2. Scope of Services. The City acknowledges and agrees that Contractor is being engaged to assist client's development of a strategic direction regarding facility maintenance, repairs, and optimization, rather than providing definitive recommendations regarding work to be undertaken for The City's facilities. 3. Cooperation. The City shall provide Contractor with commercially reasonable cooperation and access to such information,facilities, personnel and equipment as may be reasonably required by Contractor in order to provide the Professional Services, including, but not limited to, providing security access, information, and software interfaces to The City's applications, and The City personnel,as may be reasonably requested by Contractor from time to time.The City acknowledges and agrees that Contractor performance is dependent upon the timely and effective satisfaction of The City's responsibilities hereunder and timely decisions and approvals of The City in connection with the Professional Services. Contractor shall be entitled to rely on all decisions and approvals of The City. 4. Limitation of Liability: EXCEPT FOR CLAIMS RELATED TO EITHER PARTY'S BREACH OF CONFIDENTIALITY, CITYS(a) BREACH OF INFRINGEMENT OF CONTRACTOR'S INTELLECTUAL PROPERTY RIGHTS, OR (b) THE CITY'S OBLIGATION TO PAY FEES DUE HEREUNDER, AND TO THE EXTENT PERMITTED BY LAW, EACH PARTY'S TOTAL LIABILITY TO THE OTHER FOR ANY CLAIM UNDER THE TERMS WILL BE LIMITED TO THE FEES PAID FOR THE PRIOR TWELVE (12) MONTHS FOR THE SERVICE WHICH IS THE SUBJECT MATTER OF THE CLAIM. ' 1 \13 A�!�� CERTIFICATE OF LIABILITY INSURANCE DATE(MMlODlYYYY) 09/05/2024 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING 1NSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT MARSH USA,LLC NAME: ••• 1301 5th Avenue PHONE FAX {NC.No.EMI; (AIC. Seattle,WA 98101 E-MAIL Attn:Fortive.certrequest@marsh.com ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC I{ CN117677530-GORDI-GAWUC-24- GORD INSURER A: ACE American Insurance Company 22667 INSURED INSURER B: N/A N/A The Gordian Group,Inc. 30 Patewood Drive,Bldg,2,Suite 350 INSURER C: ACE Fire Underwriters Insurance Company 20702 Greenville,SC 29615 INSURER O: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: SEA-004032727-03 REVISION NUMBER: 15 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS LTR INSD,WVD POLICY NUMBER (MMIDDlVYYYI (MMJDDIYYYY) A x COMMERCIAL GENERAL LIABILITY HD0G27632348 07/01/2024 07/01/2025 EACH OCCURRENCE $ 3,000,000 DAMAGE TO CLAIMS-MADE X OCCUR PREMISES(EaENTE occur ence) $ 3,000,000 X Contractual Liability MED EXP(Any one person) $ 10,000 X Broad Form PD PERSONAL&ADV INJURY $ 3,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 6,000,000 X POLICY PRO JECT LOC PRODUCTS-COMP/OP AGG $ 6,000,000 OTHER: S A AUTOMOBILE LIABILITY ISAH08873318 07/01/2024 07/01/2025 Ca dEer SINGLELIMIT $ 5,000,000 (Ea accidenU X ANY AUTO BODILY INJURY(Per person) S OWNED SCHEDULED BODILY INJURY(Per accident) S AUTOS ONLY AUTOS HIRED NON-OWNED PROPERTY DAMAGE $ AUTOS ONLY AUTOS ONLY (Peracddent) S UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS LIAB CLAIMS-MADE AGGREGATE $ DED RETENTIONS S A WORKERS COMPENSATION WLR C68933286(AOS) 07/01/2024 07/01/2025 X SUtz TATUTE ERH A AND EMPLOYERS'LIABILITY YIN SCF C68933304(WI) 07/01/2024 07/01/2025 ANYPROPRIETOR/PARTNER/EXEGUTIVE N{A E.L.EACH ACCIDENT S 2,000,000 OFFICER/MEMBEREXCLUDED7 N (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 2,000,000 If yes,descdbe under 2,000,000 DESCRIPTION OF OPERATIONS Solon, E.L.DISEASE-POLICY LIMIT $ C Professional Liability G73579569 004 07/01/2024 07/01/2025 Limit 3,000,000 Self-Insured Retention:$100,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORO 101,Additional Remarks Schedule,may be attached If more space Is required) City of Huntington Beach,its officers,elected or appointed officals,employees,agents and volunteers are additional insured for general liability and auto liability but onlynli asc requiredeq� by wri to contract with respect to the operations of the named insured. General liability and auto liability coverage evidenced herein is considered primary and non-contributory ROrV EDirASyTilea tJH c • By: MICHAEL E. GATES CITY ATTORNEY CERTIFICATE HOLDER CANCELLATIONCITY OF HUN I If4GTON BEACH City of Huntington Beach SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE 2000 Main Street THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Huntington Beach,CA 92648 ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE I ?1t..a�rvlc ZfSt�f R- ©1988-2016 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks of ACORD 610 AGENCY CUSTOMER ID: CN117677530 LOC#: Seattle AR D • ADDITIONAL REMARKS SCHEDULE Page 2 of 2 AGENCY NAMED INSURED MARSH USA,LLC The Gordian Group,Inc. 30 Patewood Drive,Bldg.2,Suite 350 POLICY NUMBER Greenville,SC 29015 CARRIER NAIL CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: Certificate of Liability Insurance Other-Cyber-Tech E80: Policy Number.MTP9035772-07 • Carrier.Indian Harbor Insurance Company Effective Date:07/0112024 Expiration Date:07101/2025 Limit:$10,000,000 SIR:$2,500,000 ACORD 101 (2008101) ©2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD 611 11 POLICY NUMBER: HDO G27832348 Endorsement Number: 156 COMMERCIAL GENERAL LIABILITY CG 20 26 12 19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - DESIGNATED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s)Or Organization(s): City of Huntington Beach,its officers,elected or appointed officials,employees, agents and volunteers Information required to complete this Schedule, if not shown above,will be shown in the Declarations. A. Section II — Who Is An Insured Is amended to B. With respect to the insurance afforded to these include as an additional Insured the person(s) or additional insureds, the following is added to organization(s) shown In the Schedule, but only Section III—Limits Of Insurance: with respect to liability for"bodily injury", "property If coverage provided to the additional Insured is damage" or "personal and advertising injury" required by a contract or agreement, the most we caused, in whole or in part, by your acts or will pay on behalf of the additional insured is the omissions or the acts or omissions of those acting amount of insurance: on your behalf: 1. In the performance of your ongoing operations; 1. Required by the contract or agreement;or or 2. Available under the applicable limits of 2. In connection with your premises owned by or Insurance; rented to you. whichever is less. However: This endorsement shall not increase the 1. The insurance afforded to such additionai applicable limits of Insurance. insured only applies to the extent permitted by law;end 2. If coverage provided to the additional Insured is required by a contract or agreement, the insurance afforded to such additional Insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. CG 20 2612 19 ®Insurance Services Office, Inc.,2018 Page 1 of 1 612 6 NON-CONTRIBUTORY ENDORSEMENT FOR ADDITIONAL INSUREDS Named Insured Endorsement Number Fortive Corporation 26 Policy Symbol Policy Number Policy Period Effective Dale of Endorsement HDO G27632348 07/01/2024 to 07/01/2025 Issued By(Name of Insurance Company) ACE American Insurance Company Insert the policy number.The remainder of the information is to be completed only when this endorsement Is issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. COMMERCIAL GENERAL LIABILITY COVERAGE Schedule Organization Additional Insured Endorsement Any additional insured with whom you have agreed to provide such non-contributory insurance, pursuant to and as required under a written contract executed prior to the date of loss. (If no information is filled in, the schedule shall read:All persons or entities added as additional insureds through an endorsement with the term'Additional Insured"in the title) For organizations that are listed in the Schedule above that are also an Additional Insured under an endorsement attached to this policy, the following is added to Section IV.4.a: If other insurance is available to an insured we cover under any of the endorsements listed or described above (the "Additional Insured") for a loss we cover under this policy, this insurance will apply to such loss on a primary basis and we will not seek contribution from the other insurance available to the Additional Insured. Authorized Agent LD-20287(06/06) Page 1 of 1 613 7 ADDITIONAL INSURED— DESIGNATED PERSONS OR ORGANIZATIONS Named Insured Fortive Corporation Endorsement Number 4 Policy Symbol Policy Number Policy Period Effective Date of Endorsement ISA H08873318 07/01/2024 To 07/01/2025 Issued By(Name of Insurance Company) ACE American Insurance Company Insert the policy number.The remainder of the information Is to be completed only when this endorsement is Issued subsequent to the preparation of the policy. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies Insurance provided under the following: BUSINESS AUTO COVERAGE FORM AUTO DEALERS COVERAGE FORM MOTOR CARRIER COVERAGE FORM EXCESS BUSINESS AUTO COVERAGE FORM Additional Insured(s): Any person or organization whom you have agreed to include as an additional insured under a written contract,provided such contract was executed prior to the date of loss. A. For a covered"auto,"Who Is Insured is amended to include as an"insured,"the persons or organizations named in this endorsement. However,these persons or organizations are an"Insured"only.for"bodily injury"or"property damage"resulting from acts or omissions of: 1. You. 2. Any of your"employees"or agents. 3. Any person operating a covered"auto"with permission from you,any of your"employees"or agents. B. The persons or organizations named in this endorsement are not liable for payment of your premium. Authorized Representative DA-9U74c(03/16) Page 1 of 1 614 N... City of Huntington Beach eaa a 4'4 " , "°.��,'t‘ 2000 Main Street ♦ Huntington Beach, CA 92648 n=U" (714) 536-5227 • www.huntingtonbeachca.gov �qGF *............ �� 00 Office of the City Clerk ..c0UNTY CP®" Robin Estanislau, City Clerk November 26, 2024 Gordian Attn: David Tsung 30 Patewood Drive Building 2, Suite 350 Greenville, SC 29615 Dear Mr. Tsung: • eri h L Enclosed is a fully executed�ra*of the Service Agreement between the City of Huntington Beach and Gordian for Facilities Condition Assessment, approved by City Council on November 19, 2024. Sincerely, 204(41, 9A/Letalattd Robin Estanislau, CMC City Clerk RE:ds Enclosure Sister City: Anjo, Japan DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT Sourcewell Solicitation Number: RFP#020421 CONTRACT This Contract is between Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 (Sourcewell) and Accruent, LLC, 10500 Alterra Parkway, Suite 110,Austin,TX 78758 (Vendor). Sourcewell is a State of Minnesota local government agency and service cooperative created under the laws of the State of Minnesota (Minnesota Statutes Section 123A.21)that offers cooperative procurement solutions to government entities. Participation is open to federal, state/province, and municipal governmental entities, higher education, K-12 education, nonprofit, tribal government, and other public entities located in the United States and Canada. Sourcewell issued a public solicitation for Facility Assessment and Planning with Related Services from which Vendor was awarded a contract. Vendor desires to contract with Sourcewell to provide equipment, products, or services to Sourcewell and the entities that access Sourcewell's cooperative purchasing contracts (Participating Entities). 1. TERM OF CONTRACT A. EFFECTIVE DATE.This Contract is effective upon the date of the final signature below. B. EXPIRATION DATE AND EXTENSION.This Contract expires March 24, 2025, unless it is cancelled sooner pursuant to Article 22.This Contract may be extended up to one additional one-year period upon request of Sourcewell and with written agreement by Vendor. C. SURVIVAL OF TERMS. Articles 11 through 14 survive the expiration or cancellation of this Contract. 2. EQUIPMENT, PRODUCTS,OR SERVICES A. EQUIPMENT, PRODUCTS, OR SERVICES. Vendor will provide the Equipment, Products, or Services as stated in its Proposal submitted under the Solicitation Number listed above. • Vendor's Equipment, Products, or Services Proposal (Proposal) is attached and incorporated into this Contract. Rev. 10/2020 1 551 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT All Equipment and Products provided under this Contract must be new/current model. Vendor may offer close-out or refurbished Equipment or Products if they are clearly indicated in Vendor's product and pricing list. Unless agreed to by the Participating Entities in advance, Equipment or Products must be delivered as operational to the Participating Entity's site. This Contract offers an indefinite quantity of sales, and while substantial volume is anticipated, sales and sales volume are not guaranteed. B. WARRANTY.Vendor warrants that all Equipment, Products, and Services furnished are free from liens and encumbrances, and are free from defects in design, materials, and workmanship. In addition,Vendor warrants the Equipment, Products, and Services are suitable for and will perform in accordance with the ordinary use for which they are intended.Vendor's dealers and distributors must agree to assist the Participating Entity in reaching a resolution in any dispute over warranty terms with-the manufacturer. Any manufacturer's warranty that is effective past the expiration of the Vendor's warranty will be passed on to the Participating Entity. C. DEALERS, DISTRIBUTORS,AND/OR RESELLERS. Upon Contract execution,Vendor will make available to Sourcewell a means to validate or authenticate Vendor's authorized dealers, distributors, and/or resellers relative to the Equipment, Products, and Services related to this Contract.This list may be updated from time-to-time and is incorporated into this Contract by reference. It is the Vendor's responsibility to ensure Sourcewell receives the most current version of this list. 3. PRICING All Equipment, Products, or Services under this Contract will be priced as stated in Vendor's Proposal. When providing pricing quotes to Participating Entities, all pricing quoted must reflect a Participating Entity's total cost of acquisition.This means that the quoted cost is for delivered Equipment, Products, and Services that are operational for their intended purpose, and includes all costs to the Participating Entity's requested delivery location. Regardless of the payment method chosen by the Participating Entity, the total cost associated with any purchase option of the Equipment, Products, or Services must always be disclosed in the pricing quote to the applicable Participating Entity at the time of purchase. A. SHIPPING AND SHIPPING COSTS. All delivered Equipment and Products must be properly packaged. Damaged Equipment and Products may be rejected. If the damage is not readily apparent at the time of delivery,Vendor must permit the Equipment and Products to be returned within a reasonable time at no cost to Sourcewell or its Participating Entities. Participating Entities reserve the right to inspect the Equipment and Products at a reasonable Rev. 10/2020 2 552 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT time after delivery where circumstances or conditions prevent effective inspection of the Equipment and Products at the time of delivery. Vendor must arrange for and pay for the return shipment on Equipment and Products that arrive in a defective or inoperable condition. Sourcewell may declare the Vendor in breach of this Contract if the Vendor intentionally delivers substandard or inferior Equipment or Products. In the event of the delivery of nonconforming Equipment and Products,the Participating Entity will notify the Vendor as soon as possible and the Vendor will replace nonconforming Equipment and Products with conforming Equipment and Products that are acceptable to the Participating Entity. B. SALES TAX. Each Participating Entity is responsible for supplying the Vendor with valid tax- exemption certification(s). When ordering, a Participating Entity must indicate if it is a tax- exempt entity. C. HOT LIST PRICING. At any time during this Contract, Vendor may offer a specific selection of Equipment, Products, or Services at discounts greater than those listed in the Contract. When Vendor determines it will offer Hot List Pricing, it must be submitted electronically to Sourcewell in a line-item format. Equipment, Products, or Services may be added or removed from the Hot List at any time through a Sourcewell Price and Product Change Form as defined in Article 4 below. Hot List program and pricing may also be used to discount and liquidate close-out and discontinued Equipment and Products as long as those close-out and discontinued items are clearly identified as such. Current ordering process and administrative fees apply. Hot List Pricing must be published and made available to all Participating Entities. 4. PRODUCT AND PRICING CHANGE REQUESTS Vendor may request Equipment, Product, or Service changes, additions, or deletions at any time.All requests must be made in writing by submitting a signed Sourcewell Price and Product Change Request Form to the assigned Sourcewell Contract Administrator.This form is available from the assigned Sourcewell Contract Administrator. At a minimum,the request must: • Identify the applicable Sourcewell contract number; • Clearly specify the requested change; • Provide sufficient detail to justify the requested change; • Individually list all Equipment, Products, or Services affected by the requested change, along with the requested change (e.g., addition, deletion, price change); and • Include a complete restatement of pricing documentation in Microsoft Excel with the effective date of the modified pricing, or product addition or deletion.The new pricing Rev. 10/2020 3 553 DocuSign Envelope ID:48SCD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT restatement must include all Equipment, Products, and Services offered, even for those items where pricing remains unchanged. A fully executed Sourcewell Price and Product Request Form will become an amendment to this Contract and be incorporated by reference. 5. PARTICIPATION,CONTRACT ACCESS,AND PARTICIPATING ENTITY REQUIREMENTS A. PARTICIPATION.Sourcewell's cooperative contracts are available and open to public and nonprofit entities across the United States and Canada; such as federal, state/province, municipal, K-12 and higher education,tribal government, and other public entities. The benefits of this Contract should be available to all Participating Entities that can legally access the Equipment, Products, or Services under this Contract. A Participating Entity's authority to access this Contract is determined through its cooperative purchasing, interlocal, or joint powers laws. Any entity accessing benefits of this Contract will be considered a Service Member of Sourcewell during such time of access.Vendor understands that a Participating Entity's use of this Contract is at the Participating Entity's sole convenience and Participating Entities reserve the right to obtain like Equipment, Products, or Services from any other source. Vendor is responsible for familiarizing its sales and service forces with Sourcewell contract use eligibility requirements and documentation and will encourage potential participating entities to join Sourcewell. Sourcewell reserves the right to add and remove Participating Entities to its roster during the term of this Contract. B. PUBLIC FACILITIES. Vendor's employees may be required to perform work at government- owned facilities, including schools. Vendor's employees and agents must conduct themselves in a professional manner while on the premises, and in accordance with Participating Entity policies and procedures, and all applicable laws. 6. PARTICIPATING ENTITY USE AND PURCHASING A. ORDERS AND PAYMENT.To access the contracted Equipment, Products, or Services under this Contract, a Participating Entity must clearly indicate to Vendor that it intends to access this Contract; however, order flow and procedure will be developed jointly between Sourcewell and Vendor.Typically, a Participating Entity will issue an order directly to Vendor. If a Participating Entity issues a purchase order, it may use its own forms, but the purchase order should clearly note the applicable Sourcewell contract number. All Participating Entity orders under this Contract must be issued prior to expiration of this Contract; however, Vendor performance, Participating Entity payment, and any applicable warranty periods or other Vendor or Participating Entity obligations may extend beyond the term of this Contract. Rev. 10/2020 4 554 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT Vendor's acceptable forms of payment are included in Attachment A. Participating Entities will be solely responsible for payment and Sourcewell will have no liability for any unpaid invoice of any Participating Entity. B. ADDITIONAL TERMS AND CONDITIONS/PARTICIPATING ADDENDUM. Additional terms and conditions to a purchase order, or other required transaction documentation, may be negotiated between a Participating Entity and Vendor, such as job or industry-specific requirements, legal requirements(e.g., affirmative action or immigration status requirements), or specific local policy requirements. Some Participating Entitles may require the use of a Participating Addendum; the terms of which will be worked out directly between the Participating Entity and the Vendor. Any negotiated additional terms and conditions must never be less favorable to the Participating Entity than what is contained in this Contract. C. SPECIALIZED SERVICE REQUIREMENTS. In the event that the Participating Entity requires service or specialized performance requirements (such as e-commerce specifications, specialized delivery requirements, or other specifications and requirements) not addressed in this Contract,the Participating Entity and the Vendor may enter into a separate, standalone agreement, apart from this Contract. Sourcewell, including its agents and employees, will not be made a party to a claim for breach of such agreement. D. TERMINATION OF ORDERS. Participating Entities may terminate an order, in whole or in part, immediately upon notice to Vendor in the event of any of the following events: 1. The Participating Entity fails to receive funding or appropriation from its governing body at levels sufficient to pay for the goods to be purchased; 2. Federal, state, or provincial laws or regulations prohibit the purchase or change the Participating Entity's requirements; or 3. Vendor commits any material breach of this Contract or the additional terms agreed to between the Vendor and a Participating Entity. E. GOVERNING LAW AND VENUE.The governing law and venue for any action related to a Participating Entity's order will be determined by the Participating Entity making the purchase. 7. CUSTOMER SERVICE A. PRIMARY ACCOUNT REPRESENTATIVE.Vendor will assign an Account Representative to Sourcewell for this Contract and must provide prompt notice to Sourcewell if that person is changed.The Account Representative will be responsible for: • Maintenance and management of this Contract; • Timely response to all Sourcewell and Participating Entity inquiries; and • Business reviews to Sourcewell and Participating Entities, if applicable. Rev.10/2020 5 555 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT B. BUSINESS REVIEWS. Vendor must perform,a minimum of one business review with Sourcewell per contract year.The business review will cover sales to Participating Entities, pricing and contract terms, administrative fees,supply issues, customer issues, and any other necessary information. 8. REPORT ON CONTRACT SALES ACTIVITY AND ADMINISTRATIVE FEE PAYMENT A. CONTRACT SALES ACTIVITY REPORT. Each calendar quarter, Vendor must provide a contract sales activity report(Report)to the Sourcewell Contract Administrator assigned to this Contract.A Report must be provided regardless of the number or amount of sales during that quarter(i.e., if there are no sales,Vendor must submit a report indicating no sales were made). The Report must contain the following fields: • Customer Name (e.g., City of Staples Highway Department); • Customer Physical Street Address; • Customer City; • Customer State/Province; • Customer Zip Code; • Customer Contact Name; • Customer Contact Email Address; • Customer Contact Telephone Number; • Sourcewell Assigned Entity/Participating Entity Number; • Item Purchased Description; • Item Purchased Price; • Sourcewell Administrative Fee Applied; and • Date Purchase was invoiced/sale was recognized as revenue by Vendor. B. ADMINISTRATIVE FEE. In consideration for the support and services provided by Sourcewell, the Vendor will pay an administrative fee to Sourcewell on all Equipment, Products, and Services provided to Participating Entities.The Administrative Fee must be included in, and not added to,the pricing. Vendor may not charge Participating Entities more than the contracted price to offset the Administrative Fee. The Vendor will submit payment to Sourcewell for the percentage of administrative fee stated in the Proposal multiplied by the total sales of all Equipment, Products, and Services purchased by Participating Entities under this Contract during each calendar quarter. Payments should note the Vendor's name and Sourcewell-assigned contract number in the memo; and must be mailed to the address above "Attn:Accounts Receivable" or remitted electronically to Sourcewell's banking institution per Sourcewell's Finance department instructions. Payments must be received no later than 45 calendar days after the end of each calendar quarter. Rev. 10/2020 6 556 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT Vendor agrees to cooperate with Sourcewell in auditing transactions under this Contract to ensure that the administrative fee is paid on all items purchased under this Contract. In the event the Vendor is delinquent in any undisputed administrative fees, Sourcewell reserves the right to cancel this Contract and reject any proposal submitted by the Vendor in any subsequent solicitation. In the event this Contract is cancelled by either party prior to the Contract's expiration date, the administrative fee payment will be due no more than 30 days from the cancellation date. 9. AUTHORIZED REPRESENTATIVE Sourcewell's Authorized Representative is its Chief Procurement Officer. Vendor's Authorized Representative is the person named in the Vendor's Proposal. If Vendor's Authorized Representative changes at any time during this Contract,Vendor must promptly notify Sourcewell in writing. 10.AUDIT,ASSIGNMENT,AMENDMENTS,WAIVER,AND CONTRACT COMPLETE A. AUDIT. Pursuant to Minnesota Statutes Section 16C.05, subdivision 5,the books, records, documents, and accounting procedures and practices relevant this Agreement are subject to examination by Sourcewell or the Minnesota State Auditor for a minimum of six years from the end of this Contract.This clause extends to Participating Entities as it relates to business conducted by that Participating Entity under this Contract. B. ASSIGNMENT. Neither the Vendor nor Sourcewell may assign or transfer any rights or obligations under this Contract without the prior consent of the parties and a fully executed assignment agreement. Such consent will not be unreasonably withheld. C. AMENDMENTS.Any amendment to this Contract must be in writing and will not be effective until it has been fully executed by the parties. D. WAIVER. If either party fails to enforce any provision of this Contract,that failure does not waive the provision or the right to enforce it. E. CONTRACT COMPLETE.This Contract contains all negotiations and agreements between Sourcewell and Vendor. No other understanding regarding this Contract, whether written or oral, may be used to bind either party. For any conflict between the attached Proposal and the terms set out in Articles 1-22,the terms of Articles 1-22 will govern. F. RELATIONSHIP OF THE PARTIES.The relationship of the parties is one of independent contractors, each free to exercise judgment and discretion with regard to the conduct of their Rev. 10/2020 7 557 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT respective businesses.This Contract does not create a partnership,joint venture, or any other relationship such as master-servant, or principal-agent. 11. LIABILITY Vendor must indemnify, save, and hold Sourcewell and its Participating Entities, including their agents and employees, harmless from any claims or causes of action, including attorneys'fees, arising out of the performance of this Contract by the Vendor or its agents or employees;this indemnification includes injury or death to person(s) or property alleged to have been caused by some defect in the Equipment, Products, or Services under this Contract to the extent the Equipment, Product, or Service has been used according to its specifications. 12.GOVERNMENT DATA PRACTICES Vendor and Sourcewell must comply with the Minnesota Government Data Practices Act, Minnesota Statutes Chapter 13, as it applies to all data provided by or provided to Sourcewell under this Contract and as it applies to all data created, collected, received, stored, used, maintained, or disseminated by the Vendor under this Contract. If the Vendor receives a request to release the data referred to in this article,the Vendor must immediately notify Sourcewell and Sourcewell will assist with how the Vendor should respond to the request. 13. INTELLECTUAL PROPERTY, PUBLICITY, MARKETING,AND ENDORSEMENT A. INTELLECTUAL PROPERTY 1. Grant of License. During the term of this Contract: a. Sourcewell grants to Vendor a royalty-free, worldwide, non-exclusive right and license to use theTrademark(s) provided to Vendor by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell's relationship with Vendor. b. Vendor grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Vendor's Trademarks in advertising and promotional materials for the purpose of marketing Vendor's relationship with Sourcewell. 2. Limited Right of Sublicense.The right and license granted herein includes a limited right of each party to grant sublicenses to its and their respective distributors, marketing representatives, and agents (collectively"Permitted Sublicensees") in advertising and promotional materials for the purpose of marketing the Parties' relationship to Participating Entities. Any sublicense granted will be subject to the terms and conditions of this Article. Each party will be responsible for any breach of this Article by any of their respective sublicensees. 3. Use;Quality Control. Rev. 10/2020 8 558 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT a. Sourcewell must not alter Vendor's Trademarks from the form provided by Vendor and must comply with Vendor's removal requests as to specific uses of its trademarks or logos. b. Vendor must not alter Sourcewell's Trademarks from the form provided by Sourcewell and must comply with Sourcewell's removal requests as to specific uses of its trademarks or logos. c. Each party agrees to use, and to cause its Permitted Sublicensees to use,the other party's Trademarks only in good faith and in a dignified manner consistent with such party's use of the Trademarks. Upon written notice to the breaching party, the breaching party has 30 days of the date of the written notice to cure the breach or the license will be terminated. 4.As applicable,Vendor agrees to indemnify and hold harmless Sourcewell and its Participating Entities against any and all suits, claims,judgments, and costs instituted or recovered against Sourcewell or Participating Entities by any person on account of the use of any Equipment or Products by Sourcewell or its Participating Entities supplied by Vendor in violation of applicable patent or copyright laws. 5. Termination. Upon the termination of this Contract for any reason, each party, including Permitted Sublicensees,will have 30 days to remove all Trademarks from signage, websites, and the like bearing the other party's name or logo (excepting Sourcewell's pre-printed catalog of vendors which may be used until the next printing). Vendor must return all marketing and promotional materials, including signage, provided by Sourcewell, or dispose of it according to Sourcewell's written directions. B. PUBLICITY. Any publicity regarding the subject matter of this Contract must not be released without prior written approval from the Authorized Representatives. Publicity includes notices, informational pamphlets, press releases, research, reports, signs, and similar public notices prepared by or for the Vendor individually or jointly with others, or any subcontractors,with respect to the program, publications, or services provided resulting from this Contract. C. MARKETING.Any direct advertising, marketing, or offers with Participating Entities must be approved by Sourcewell. Materials should be sent to the Sourcewell Contract Administrator assigned to this Contract. D. ENDORSEMENT.The Vendor must not claim that Sourcewell endorses its Equipment, Products, or Services. 14.GOVERNING LAW,JURISDICTION,AND VENUE Minnesota law governs this Contract.Venue for all legal proceedings out of this Contract, or its breach, must be in the appropriate state court in Todd County or federal court in Fergus Falls, Minnesota. Rev.10/2020 9 559 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT 15. FORCE MAJEURE Neither party to this Contract will be held responsible for delay or default caused by acts of God or other conditions that are beyond that party's reasonable control.A party defaulting under this provision must provide the other party prompt written notice of the default. 16.SEVERABILITY If any provision of this Contract is found to be illegal, unenforceable, or void then both Sourcewell and Vendor will be relieved of all obligations arising under such provisions. If the remainder of this Contract is capable of performance, it will not be affected by such declaration or finding and must be fully performed. 17. PERFORMANCE, DEFAULT,AND REMEDIES A. PERFORMANCE. During the term of this Contract,the parties will monitor performance and address unresolved contract issues as follows: 1. Notification.The parties must promptly notify each other of any known dispute and work in good faith to resolve such dispute within a reasonable period of time. If necessary, Sourcewell and the Vendor will jointly develop a short briefing document that describes the issue(s), relevant impact, and positions of both parties. _ 2. Escalation. If parties are unable to resolve the issue in a timely manner, as specified above, either Sourcewell or Vendor may escalate the resolution of the issue to a higher level of management.The Vendor will have 30 calendar days to cure an outstanding issue. 3. Performance while Dispute is Pending. Notwithstanding the existence of a dispute, the Vendor must continue without delay to carry out all of its responsibilities under the Contract that are not affected by the dispute. If the Vendor fails to continue without delay to perform its responsibilities under the Contract, in the accomplishment of all undisputed work, any additional costs incurred by Sourcewell and/or its Participating Entities as a result of such failure to proceed will be borne by the Vendor. B. DEFAULT AND REMEDIES. Either of the following constitutes cause to declare this Contract, or any Participating Entity order under this Contract, in default: 1. Nonperformance of contractual requirements, or 2. A material breach of any term or condition of this Contract. Written notice of default and a reasonable opportunity to cure must be issued by the party claiming default.Time allowed for cure will not diminish or eliminate any liability for liquidated or other damages. If the default remains after the opportunity for cure,the non-defaulting party may: Rev.10/2020 10 560 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT • Exercise any remedy provided by law or equity, or • Terminate the Contract or any portion thereof, including any orders issued against the Contract. 18. INSURANCE A. REQUIREMENTS.At its own expense, Vendor must maintain insurance policy(ies) in effect at all times during the performance of this Contract with insurance company(ies) licensed or authorized to do business in the State of Minnesota having an "AM BEST" rating of A-or better, with coverage and limits of insurance not less than the following: 1. Workers'Compensation and Employer's Liability. Workers' Compensation: As required by any applicable law or regulation. Employer's Liability Insurance: must be provided in amounts not less than listed below: Minimum limits: $500,000 each accident for bodily injury by accident $500,000 policy limit for bodily injury by disease $500,000 each employee for bodily injury by disease 2. Commercial General Liability Insurance. Vendor will maintain insurance covering its operations, with coverage on an occurrence basis, and must be subject to terms no less broad than the Insurance Services Office ("ISO") Commercial General Liability Form CG0001 (2001 or newer edition), or equivalent.At a minimum, coverage must include liability arising from premises, operations, bodily injury and property damage, independent contractors, products-completed operations including construction defect, contractual liability, blanket contractual liability, and personal injury and advertising injury. All required limits, terms and conditions of coverage must be maintained during the term of this Contract. Minimum Limits: $1,000,000 each occurrence Bodily Injury and Property Damage $1,000,000 Personal and Advertising Injury $2,000,000 aggregate for Products-Completed operations $2,000,000 general aggregate 3. Commercial Automobile Liability Insurance. During the term of this Contract, Vendor will maintain insurance covering all owned, hired, and non-owned automobiles in limits of liability not less than indicated below.The coverage must be subject to terms no less broad than ISO Business Auto Coverage Form CA 0001(2010 edition or newer), or equivalent. Minimum Limits: $1,000,000 each accident, combined single limit Rev. 10/2020 11 561 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT 4. Umbrella Insurance. During the term of this Contract,Vendor will maintain umbrella coverage over Workers' Compensation, Commercial General Liability, and Commercial Automobile. Minimum Limits: $2,000,000 5. Professional/Technical, Errors and Omissions, and/or Miscellaneous Professional Liability. During the term of this Contract,Vendor will maintain coverage for all claims the Vendor may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Vendor's professional services required under this Contract. Minimum Limits: $2,000,000 per claim or event $2,000,000—annual aggregate 6. Network Security and Privacy Liability Insurance. During the term of this Contract, Vendor will maintain coverage for network security and privacy liability.The coverage may be endorsed on another form of liability coverage or written on a standalone policy.The insurance must cover claims which may arise from failure of Vendor's security resulting in, but not limited to, computer attacks, unauthorized access, disclosure of not public data—including but not limited to, confidential or private information,transmission of a computer virus, or denial of service. Minimum limits: $2,000,000 per occurrence $2,000,000 annual aggregate Failure of Vendor to maintain the required insurance will constitute a material breach entitling Sourcewell to immediately terminate this Contract for default. B. CERTIFICATES OF INSURANCE. Prior to commencing under this Contract,Vendor must furnish to Sourcewell a certificate of insurance, as evidence of the insurance required under this Contract. Prior to expiration of the policy(ies), renewal certificates must be mailed to Sourcewell, 202 12th Street Northeast, P.O. Box 219, Staples, MN 56479 or sent to the Sourcewell Contract Administrator assigned to this Contract.The certificates must be signed by a person authorized by the insurer(s)to bind coverage on their behalf. Failure to request certificates of insurance by Sourcewell, or failure of Vendor to provide certificates of insurance, in no way limits or relieves Vendor of its duties and responsibilities in this Contract. C. ADDITIONAL INSURED ENDORSEMENT AND PRIMARY AND NON-CONTRIBUTORY INSURANCE CLAUSE. Vendor agrees to list Sourcewell and its Participating Entities, including their officers, agents, and employees, as an additional insured under the Vendor's commercial Rev.10/2020 12 562 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT general liability insurance policy with respect to liability arising out of activities, "operations," or "work" performed by or on behalf of Vendor, and products and completed operations of Vendor.The policy provision(s) or endorsement(s) must further provide that coverage is primary and not excess over or contributory with any other valid, applicable, and collectible insurance or self-insurance in force for the additional insureds. D. WAIVER OF SUBROGATION. Vendor waives and must require (by endorsement or otherwise) all its insurers to waive subrogation rights against Sourcewell and other additional insureds for losses paid under the insurance policies required by this Contract or other insurance applicable to the Vendor or its subcontractors.The waiver must apply to all deductibles and/or self-insured retentions applicable to the required or any other insurance maintained by the Vendor or its subcontractors. Where permitted by law, Vendor must require similar written express waivers of subrogation and insurance clauses from each of its subcontractors. E. UMBRELLA/EXCESS LIABILITY/SELF-INSURED RETENTION.The limits required by this Contract can be met by either providing a primary policy or in combination with umbrella/excess liability policy(ies), or self-insured retention. 19.COMPLIANCE A. LAWS AND REGULATIONS. All Equipment, Products, or Services provided under this Contract must comply fully with applicable federal laws and regulations, and with the laws in the states and provinces in which the Equipment, Products, or Services are sold. B. LICENSES. Vendor must maintain a valid and current status on all required federal, state/provincial, and local licenses, bonds, and permits required for the operation of the business that the Vendor conducts with Sourcewell and Participating Entities. 20. BANKRUPTCY, DEBARMENT,OR SUSPENSION CERTIFICATION Vendor certifies and warrants that it is not in bankruptcy or that it has previously disclosed in writing certain information to Sourcewell related to bankruptcy actions. If at any time during this Contract Vendor declares bankruptcy, Vendor must immediately notify Sourcewell in writing. Vendor certifies and warrants that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from programs operated by the State of Minnesota;the United States federal government or the Canadian government, as applicable; or any Participating Entity. Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this Contract.Vendor further warrants that it will provide immediate written notice to Sourcewell if this certification changes at any time. Rev. 10/2020 13 563 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT 21. PROVISIONS FOR NON-UNITED STATES FEDERAL ENTITY PROCUREMENTS UNDER UNITED STATES FEDERAL AWARDS OR OTHER AWARDS Participating Entities that use United States federal grant or FEMA funds to purchase goods or services from this Contract may be subject to additional requirements including the procurement standards of the Uniform Administrative Requirements, Cost Principles and Audit Requirements for Federal Awards, 2 C.F.R. § 200. Participating Entities may also require additional requirements based on specific funding specifications. Within this Article, all references to "federal"should be interpreted to mean the United States federal government. The following list only applies when a Participating Entity accesses Vendor's Equipment, Products, or Services with United States federal funds. A. EQUAL EMPLOYMENT OPPORTUNITY. Except as otherwise provided under 41 C.F.R. § 60, all contracts that meet the definition of"federally assisted construction contract" in 41 C.F.R. § 60- 1.3 must include the equal opportunity clause provided under 41 C.F.R. §60-1.4(b), in accordance with Executive Order 11246, "Equal Employment Opportunity" (30 FR 12319, 12935, 3 C.F.R. §, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," and implementing regulations at 41 C.F.R. § 60, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor."The equal opportunity clause is incorporated herein by reference. B. DAVIS-BACON ACT,AS AMENDED (40 U.S.C. § 3141-3148). When required by federal program legislation, all prime construction contracts in excess of$2,000 awarded by non- federal entities must include a provision for compliance with the Davis-Bacon Act(40 U.S.C. § 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 C.F.R. § 5, "Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction"). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week.The non-federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation.The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination.The non-federal entity must report all suspected or reported violations to the federal awarding agency.The contracts must also include a provision for compliance with the Copeland "Anti-Kickback"Act(40 U.S.C. § 3145), as supplemented by Department of Labor regulations(29 C.F.R. § 3, "Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States").The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled.The non-federal entity must report Rev. 10/2020 14 564 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT all suspected or reported violations to the federal awarding agency.Vendor must be in compliance with all applicable Davis-Bacon Act provisions. C. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT(40 U.S.C. § 3701-3708). Where applicable, all contracts awarded by the non-federal entity in excess of$100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations (29 C.F.R. § 5). Under 40 U.S.C. § 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week.The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous.These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence.This provision is hereby incorporated by reference into this Contract.Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process,Vendor must comply with applicable requirements as referenced above. D. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT. If the federal award meets the definition of"funding agreement" under 37 C.F.R. §401.2(a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that"funding agreement,"the recipient or subrecipient must comply with the requirements of 37 C.F.R. §401, "Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements," and any implementing regulations issued by the awarding agency.Vendor certifies that during the term of an award for all contracts by Sourcewell resulting from this procurement process, Vendor must comply with applicable requirements as referenced above. E. CLEAN AIR ACT(42 U.S.C. § 7401-7671Q.)AND THE FEDERAL WATER POLLUTION CONTROL ACT(33 U.S.C. § 1251-1387). Contracts and subgrants of amounts in excess of$150,000 require the non-federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. § 7401-7671q)and the Federal Water Pollution Control Act as amended (33 U.S.C. § 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency(EPA). Vendor certifies that during the term of this Contract will comply with applicable requirements as referenced above. F. DEBARMENT AND SUSPENSION (EXECUTIVE ORDERS 12549 AND 12689).A contract award (see 2 C.F.R. § 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the OMB guidelines at 2 C.F.R. Rev.10/2020 15 565 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT §180 that implement Executive Orders 12549 (3 C.F.R. § 1986 Comp., p. 189) and 12689 (3 C.F.R. § 1989 Comp., p. 235), "Debarment and Suspension." SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Vendor certifies that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. G. BYRD ANTI-LOBBYING AMENDMENT, AS AMENDED (31 U.S.C. § 1352).Vendors must file any required certifications. Vendors must not have used federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any federal contract,grant, or any other award covered by 31 U.S.C. § 1352. Vendors must disclose any lobbying with non-federal funds that takes place in connection with obtaining any federal award.Such disclosures are forwarded from tier to tier up to the non-federal award.Vendors must file all certifications and disclosures required by, and otherwise comply with, the Byrd Anti-Lobbying Amendment(31 U.S.C. § 1352). H. RECORD RETENTION REQUIREMENTS.To the extent applicable,Vendor must comply with the record retention requirements detailed in 2 C.F.R. § 200.333.The Vendor further certifies that it will retain all records as required by 2 C.F.R. § 200.333 for a period of 3 years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. I. ENERGY POLICY AND CONSERVATION ACT COMPLIANCE.To the extent applicable,Vendor must comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. J. BUY AMERICAN PROVISIONS COMPLIANCE.To the extent applicable,Vendor must comply with all applicable provisions of the Buy American Act. Purchases made in accordance with the Buy American Act must follow the applicable procurement rules calling for free and open competition. K. ACCESS TO RECORDS (2 C.F.R. § 200.336).Vendor agrees that duly authorized representatives of a federal agency must have access to any books, documents, papers and records of Vendor that are directly pertinent to Vendor's discharge of its obligations under this Contract for the purpose of making audits, examinations, excerpts, and transcriptions.The right also includes timely and reasonable access to Vendor's personnel for the purpose of interview and discussion relating to such documents. Rev.10/2020 16 566 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 020421-ACT L. PROCUREMENT OF RECOVERED MATERIALS (2 C.F.R. § 200.322).A non-federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act.The requirements of Section 6002 include procuring only items designated in guidelines of the Environmental Protection Agency(EPA) at 40 C.F.R. § 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds$10,000 or the value of the quantity acquired during the preceding fiscal year exceeded$10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. 22. CANCELLATION Sourcewell or Vendor may cancel this Contract at any time,with or without cause, upon 60 days' written notice to the other party. However, Sourcewell may cancel this Contract immediately upon discovery of a material defect in any certification made in Vendor's Proposal. Cancellation of this Contract does not relieve either party of financial, product, or service obligations incurred or accrued prior to cancellation. Sourcewell Accruent, LLC e—,yyDbtwBigned by: r^'k!docu9�grreN*k_ By. By: Jeremy Schwartz James Robb Title:Chief Procurement Officer Title: CFO 3/23/2021 I 7:56 PM CDT 3/23/2021 I 3:58 PM CDT Date: Date: Approved: 7.—Doeusigned by: By: 7E4288F417Aee:.: Chad Coauette Title: Executive Director/CEO 3/23/2021 I 8:06 PM CDT Date: Rev.10/2020 17 567 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 RFP 020421 - Facility Assessment and Planning with Related Services Vendor Details Company Name: Accruent LLC 11500 Alterra Parkway,Suite 110 Address: Austin,TX 78758 Contact: Christopher Nabers Email: cnabers@accruent.com Phone: 254-931-1884 HST#: 27-1433889 Submission Details Created On: Tuesday January 12,2021 13:22:22 Submitted On: Thursday February 04,2021 13:59:55 Submitted By: Christopher Nabers Email: cnabers@accruent.com Transaction#: 6d6aa7fc-0398-4c84-b302-ea86134adb36 Submitter's IP Address: 165.225.217.41 Bid Number: RFP 020421 Vendor Name:Accruent LLC 568 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Specifications Table 1: Proposer Identity &Authorized Representatives General Instructions (applies to all Tables) Sourcewell prefers a brief but thorough response to each question. Please do not merely attach additional documents to your response without also providing a substantive response. Do not leave answers blank; mark"NA"if the question does not apply to you (preferably with an explanation). Line Question Response* Item 1 Proposer Legal Name (and Accruent. LLC applicable d/b/a. if any): 2 Proposer Address: 10500 Alterra Parkway, Suite 110 Austin. TX 78758 3 Proposer website address: www.accruent.com 4 Proposer's Authorized James Robb, CFO Representative (name, title, jrobb@accruent.com address, email address & phone) 512-861-0726 (The representative must have authority to sign the 'Proposer's Assurance of Compliance" on behalf of the Proposer and, in the event of award, will be expected to execute the resulting contract): 5 Proposer's primary contact for this Chris Nabers, Senior Account Executive proposal (name, title, address, 10500 Alterra Parkway, Suite 110 email address & phone): Austin, TX 78758 cnabers@accruent.com 254-931-1884 6 Proposer's other contacts for this n/a proposal, if any (name, title, address, email address & phone): Table 2: Company Information and Financial Strength Line Question Response' Item 7 Provide a brief history of your company, Accruent is a global software company that helps organizations achieve superior including your company's core values, performance by transforming how they manage their physical resources. Its business philosophy, and industry longevity innovative, industry-leading cloud-based software and services enable organizations related to the requested equipment, products to optimize all stages of real estate, facilities and asset management, from capital or services. planning through to loT-based monitoring and control. With a proven track record across two decades, Accruent has created the only integrated SaaS-based framework and reporting platform for full lifecycle physical resource management. Founded in 1995, Accruent is a publicly held entity headquartered in Austin, Texas, and serves a wide range of industries in 150+ countries around the world. Accruent is incorporated in Delaware. Accruent's product portfolio is designed for the complex needs of specific industries, including corporate real estate, healthcare, higher education, public sector, retail, telecom, and utilities. VFA, Inc. was acquired by Accruent in November 2014. In 2018, Accruent was acquired by Fortive Corporation. Fortive is a diversified industrial conglomerate company headquartered in Everett, Washington, United States. Bid Number: RFP 020421 Vendor Name: Accruent LLC 569 DocuSign Envelope ID:488CD4C 1-A553-4998-AF44-97F5D85E1187 8 What are your company's expectations in the In the event of an award, Accruent expects to utilize Sourcewell as the primary event of an award? buying vehicle for our Facility Assessment and Planning Services in North America. We intend to coordinate and conduct an aggressive marketing strategy with the end goal of providing the greatest value and cost savings to Sourcewell members, as well as current Accruent customers Accruent's industry leading assessment, consulting, and professional services teams, coupled with our best-in-class software platforms, will deliver the highest quality solutions to optimize facility condition data and prioritize capital planning for Sourcewell participating entities. Additionally, our seasoned sales team, consisting of over 150 experienced professionals, will be strategically deployed across North America to actively market, and offer exceptional value to Sourcewell members. 9 Demonstrate your financial strength and The following information is extracted from the Annual Report of Fortive Corporation, stability with meaningful data. This could Accruent's parent company. include such items as financial statements, Total Sales SEC filings, credit and bond ratings, letters FY19: 7.32 Billion of credit, and detailed reference letters. FY18: 6.4527 Billion Upload supporting documents (as applicable) FY17: 5.7561 Billion in the document upload section of your response. Gross Profit FY19: 3.6803 Billion FY18: 3.3213 Billion FY17: 2.9214 Billion Comprehensive Income FY19: 769.2 Million FY18: 2.7901 Billion FY17: 1.1827 Billion 10 What is your US market share for the With 22 global offices, Accruent provides services and software to over 10,000 solutions that you are proposing? customers across the globe. Our software manages over 3 million assets, and over 8 billion square feet of property. We have performed facility assessments on over 5 billion square feet of building space. In the United States specifically, Accruent delivers services and software to over 5,400 customers that encompass Federal, State and local government agencies, Higher Education, K-12, Healthcare, Commercial Real Estate, and Corporate entities. 11 What is your Canadian market share for the Accruent's Canadian market share supports over 520 clients that span Government, solutions that you are proposing? Higher Education, K-12, Healthcare, Commercial Real Estate, and Corporate entities. 12 Has your business ever petitioned for No. bankruptcy protection? If so, explain in detail. 13 How is your organization best described: is Service Provider. All of the individuals who work on our projects are full-time it a manufacturer, a distributor/dealer/reseller, employees of Accruent, including Architects, Mechanical and Electrical Engineers, or a service provider? Answer whichever Cost Estimators, and Facility Managers. Occasionally, Accruent may bring on a local question (either a) or b) just below) best third-party in cases where they add value to our service. applies to your organization. a) If your company is best described as a distributor/dealer/reseller (or similar entity), provide your written authorization to act as a distributor/dealer/reseller for the manufacturer of the products proposed in this RFP. If applicable, is your dealer network independent or company owned? b) If your company is best described as a manufacturer or service provider, describe your relationship with your sales and service force and with your dealer network in delivering the products and services proposed in this RFP. Are these individuals your employees, or the employees of a third party? 14 If applicable, provide a detailed explanation Na outlining the licenses and certifications that are both required to be held, and actually held, by your organization (including third parties and subcontractors that you use) in pursuit of the business contemplated by this RFP. 15 Provide all "Suspension or Debarment" n/a information that has applied to your organization during the past ten years. Bid Number: RFP 020421 Vendor Name: Accruent LLC 570 DocuSign Envelope ID:488C04C1-A553-4998-AF44-97F5D85E1187 Table 3: Industry Recognition & Marketplace Success Line Item Question Response* 16 Describe any relevant industry awards or Nominated (in conjunction with Mitie) for Verdantix 2020 Smart Buildings Innovation recognition that your company has received Awards in the past five years Included as Challenger in 2019 Gartner EAM Magic Quadrant (Maintenance Connection) Included in Gartner 2020 Field Service Magic Quadrant (vx Field) Included as a Leader in 2019 Verdantix Green Quadrant for IVVMS Included as a Leader in 2019 Verdantix Green Quadrant for loT Platforms for Smart Buildings Included as a Leader in 2019 IOC Cloud-based CMMS (Maintenance Connection) Included in more than 30 analyst reports across all categories in 2020 17 What percentage of your sales are to the 7% * governmental sector in the past three years 18 What percentage of your sales are to the 12% education sector in the past three years 19 List any state, provincial, or cooperative Accruent currently participates in the National Cooperative Purchase Alliance purchasing contracts that you hold. What is (NCPA), and OMNIA Partners purchasing cooperative. We cannot provide annual the annual sales volume for each of these sales volume numbers a this time but would be happy to provide additional contracts over the past three years? information with execution of an NDA. 20 List any GSA contracts or Standing Offers None and Supply Arrangements (SOSA) that you hold. What is the annual sales volume for * each of these contracts over the past three years? Table 4: References/Testimonials Line Item 21. Supply reference information from three customers who are eligible to be Sourcewell participating entities. Entity Name* Contact Name* Phone Number" The University of Texas — Austin Ana Thiemer, Associate Director for Planning (512) 471-3767 Clark County School District (NV) Ruby Alston, Director of Facilities and Bond Fund (702) 799-7595 Finance City of Baltimore. MD Willem Elsevier, Project Manager of Architecture & (410) 396-4361 Planning County of Fresno. CA Chris Jones, Staff Analyst (559) 600-5996 British Columbia Ministry of Technology Matthew Andrews, Director of Asset Portfolio (250) 213-6821 Innovation & Citizen Services Bid Number RFP 020421 Vendor Name: Accruent LLC 571 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Table 5: Top Five Government or Education Customers Line Item 22. Provide a list of your top five government, education, or non-profit customers (entity name is optional), including entity type,the state or province the entity is located in, scope of the project(s), size of transaction(s), and dollar volumes from the past three years. State, Dollar Volume Past Three Entity Name Entity Type' Province" Scope of Work" Size of Transactions" Years Canadian Government ON-Ontario Facility Assessments, Accruent does not Accruent does not Gov't Dept. of Professional Services, and disclose contract dollar disclose contract dollar National Software amounts. amounts. Defence (CDND) D.C. Dept. of Government District of Facility Assessments, Accruent does not Accruent does not General Columbia-DC Professional Services, and disclose contract dollar disclose contract dollar Services Software amounts. amounts. State of Government Illinois-IL Facility Assessments, Accruent does not Accruent does not Illinois, Capital Professional Services, and disclose contract dollar disclose contract dollar Development Software amounts. amounts. Board ON (Province Government ON-Ontario Facility Assessments, Accruent does not Accruent does not Of) Ministry of Professional Services, and disclose contract dollar disclose contract dollar Education Software amounts. amounts. Colorado Government Colorado-CO Facility Assessments, Accruent does not Accruent does not Department of Professional Services, and disclose contract dollar disclose contract dollar Education Software amounts. amounts. Bid Number: RFP 020421 Vendor Name: Accruent LLC 572 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Table 6: Ability to Sell and Deliver Service Describe your company's capability to meet the needs of Sourcewell participating entities across the US and Canada, as applicable. Your response should address in detail at least the following areas: locations of your network of sales and service providers,the number of workers (full-time equivalents) involved in each sector,whether these workers are your direct employees (or employees of a third party), and any overlap between the sales and service functions. Line Item Question Responses 23 Sales force. Accruent employs over 160 individuals dedicated to Sales. 24 Dealer network or other distribution Accruent maintains a strong Channel Partner Organization, wherein dedicated methods. resellers work closely with us to distribute Accruent software. 25 Service force. Accruent employs over 250 individuals dedicated to Services. 26 Describe in detail the process and Accruent Support consists of remote assistance with issues via Accruent Customer procedure of your customer service Communities, email, and phone support during standard business hours. Accruent's program, if applicable. Include your standard business hours are 8AM — 8PM EST, except for Accruent observed response-time capabilities and holidays, which are listed at the end of this document. Customers with eligible commitments, as well as any incentives products with purchased premium support may call 24x7, including Holidays. For that help your providers meet your stated more detailed information, please see the attached supplemental information. service goals or promises. 27 Describe your ability and willingness to Accruent has been providing Facility Condition Assessments and Planning Services provide your products and services to for well over two decades and has an excellent reputation in the condition Sourcewell participating entities in the assessment industry. Our assessment team of 100+ engineers and architects are United States. experienced, full-time facility assessors, each trained in our assessment methodology so we can ensure quality and consistency in the way the data is collected, Our engineers do no remedial or design work, and therefore provides a truly unbiased, independent assessment of your assets. We offer a broad spectrum of Assessment offerings that allows you to select the appropriate blend of services based on the needs of individual assets. This built-in flexibility helps you make efficient use of capital planning dollars and receive only the data that is required for building the capital plan going forward (i.e., a growth path). With our headquarters in Austin (TX), and office locations in Minneapolis (MN), Phoenix (AZ), Denver (CO), New Orleans (LA), Boston (MA), and Plano (TX), in addition to home office across the country, Accruent is uniquely positioned to deliver the highest quality services to Sourcewell participating entities across the United States. 28 Describe your ability and willingness to Accruent maintains offices in Vancouver, British Columbia, as well as Vaughan, provide your products and services to Ontario, and employees over 50 engineers, architects, and professional assessors in Sourcewell participating entities in Canada. Canada alone. We've performed facility assessments on well over a billion gross square feet of facilities in Canada and are fully able and willing to provide these services for Sourcewell participating entities. 29 Identify any geographic areas of the United None. Accruent can serve Sourcewell participating entities throughout the United States or Canada that you will NOT be States and Canada in their entirety. fully serving through the proposed contract. 30 Identify any Sourcewell participating entity Accruent is willing to serve all entity sectors covered by the proposed contract, sectors (i.e., government, education, not-for- including government, education, and not-for-profit. profit) that you will NOT be fully serving through the proposed contract. Explain in detail. For example, does your company have only a regional presence, or do other cooperative purchasing contracts limit your ability to promote another contract? 31 Define any specific contract requirements None. Accruent is willing to provide services in Hawaii, Alaska, and in US Territories. or restrictions that would apply to our participating entities in Hawaii and Alaska and in US Territories. Bid Number: RFP 020421 Vendor Name: Accruent LLC 573 000uaign Envelope ID:488co4C1 lu7 Table7: Marketing Plan Line Question Item*� oz ocoonuo your marketingstrategy for Accruent will work with Gvunomeoto generate o m*uranucu press release within oo days promoting this contract opportunity. of contract award. The reach of this press release will be extended by sharing the Upload representative samples of your announcement mmunx Accmenrs social media channels. Acumant will also ovim o micro- marketing materials (i, applicable) in site to house necessary reference matona|o, created oui|atera|, and ume, content related the document upload section of your to the contract. These pieces of collateral will be present at trade shows and made response. available to Sales for printed and uiuxa| delivery to prospects and customers. In addition, Accment sales professionals will actively market souzeweo as a preferred ^ purchasing m,xido to save time, money, and fulfill competitive RFp requirements. Since a large portion or our public clientele are already sounzewen members, our Marketing team will create email campaigns toactively reach out and educate customers on the benefits of purchasing through a Suuncewco coomamu|p, contract wm|o our dedicated Business Development team reaches out to these members mmuox phone prospecting campaigns. Please see attached samples of our marketing material for reference. ao oeacnua you, use of technology and xccmem uses highly sophisticated social media campaign strategies through p|oobnno digital data (e.g.. social media, such as Twitter, Linkedin, Facebook, and | sta to reach our growingbase of over metadata usage) to enhance 30,000 combined followers. Utilizing Mametv to power our marketing strategies. *oxuenrs marketing effectiveness. marketing team analyzes the data to determine how to most effectively generate marketing , content to reach our target audience. This data driven approach influences how content such an press releases, collateral, and webinars are generated. we will continue using this approach to market 3uunce,ex and will be happy to work with Sounceweo directly to ensure weare delivering the appropriate positioning and messaging to articulate the value of the contract to eligible entities. 34 In your view, what is 3uunceweU'a m|o Accmcnt expects that Sounceweo will represent our orgonizanun, umnu, products, and in promoting contracts arising out o, aemioox on their webaue and collaborate with u, to ensure its member entities achieve this RrP? How will you integrate u the greatest value from our proposed services and ao|m|vnx in this contract. In mm. we 3ounceveU'aworded contract into you, will work diligently to integrate any resulting Souncewex contract into our current marketing oa|co p'ooexsr strategy to optimize participation from member entities. . Auoment Sales professionals will receive communication regarding the award of the contract and begin the prescribed training within no days. Marketing will create a 3ouncewe|| play within the 3a|o, P|ayuonx and work directly with the 3a|oo organization to amuu|aua the messaging to deliver to our customers and oouncewen participating entities. 35 Are your pmdbcts-oroemices Due to the enterpnne nature of our ^o|miona. Aooruent does not currently offer any available through an *procurement products or services through an e'pmouremrm ordering process. ordering pmo,uu7 If so, describe you, . enmcurcmontaymem and how governmental and educational customers have used ft. Table 8: Value-Added Attributes Question Response* 574 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 36 Describe any product, equipment, Accruent's VFA.facility Training Class Options: maintenance, or operator training VFA.facility Core Training — This class is the primary class provided to all new VFA.facility programs that you offer to users, in order to provide them with a solid foundation in the software's primary functionality. Sourcewell participating entities. It focuses on providing an in-depth understanding the facility condition assessment database Include details, such as whether records, as well as the multiple reporting, forecasting and prioritization tools available in the training is standard or optional, software. (2-day engagement for up to 10 Students) who provides training, and any costs that apply. VFA.facility Manager Overview/Refresher Training — This class is intended to provide a high- level overview of the VFA.facility software's primary features and functionality. It is an abbreviated version of the VFA.facility Core Training, that is a good option for managers who need an overview of the software, or users who require a refresher after having previously attended the Core Training class. (6 hours of web-based instruction for up to 5 Students) VFA.facility Advanced Data Maintenance — This class is targeted towards users who would like to update and maintain their previously assessed facility condition assessment database. It focuses on updating existing Asset, System and Requirement records, as well as editing or adding to existing cost estimates (a background in cost estimating is a prerequisite for users who would like to develop cost estimates using RSMeans line items). (2-day engagement for up to 10 Students) VFA.facility Advanced Data Development — This class is targeted towards users who would like to manually enter the data gathered during a facility condition assessment into the VFA.facility database. While VFA.auditor is our suggested tool for new assessment data- collection and entry, manual data manipulation is sometimes preferred. This class focuses on creating new Asset, System and Requirement records, as well as the creation of new cost estimates (a background in cost estimating is a prerequisite for users who would like to develop cost estimates using RSMeans line items). (2-day engagement for up to 10 Students) VFA.facility Core Training + Advanced Data Maintenance or Development — This class combines the two-day VFA.facility Core Training with an additional day focused on either Advanced Data Maintenance or Advanced Data Development. This is a good option for new clients who are interested in maintaining their database in-house, post-assessment, or who may be interested in assessing and manually populating their VFA.facility database on an ongoing basis. (3-day engagement for up to 10 Students) Bid Number: RFP 020421 Vendor Name: Accruent LLC 575 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 37 Describe any technological Accruent will utilize our innovative capital planning and decision support solution, VFA.facility, advances that your proposed in the delivery of assessment services and reports at the conclusion of the assessment products or services offer. work. The reports generated by the VFA.facility software empowers you to optimally reinvest in your physical assets through its powerful analytical and reporting capabilities. Capital Planning Software for Better Facilities Management The VFA capital planning software platform helps facilities professionals objectively model multi-year capital plans that optimize and align real estate portfolio investments with their mission. By centralizing asset and facility information, this cloud-based software provides the forecasting tools managers need to efficiently gather and maintain facility condition data and then leverage that data to optimize budget decisions about maintenance and capital planning. Most competitors' software was developed simply to store facility condition assessment data: their primary focus. Accruent took a different approach. We believe the assessment data is most valuable when supported by robust analytics, graphics and reporting in a flexible and easy to use software tool. VFA is a best-in-class software solution underpinned by a large in-house development team, highly experienced implementation specialists and facility condition assessors who are second-to-none in the industry. Providing a complete capital planning solution incorporating all these elements under one roof is what sets Accruent apart from its competitors Centralize information about your facility assets VFA allows you to organize asset data into numerous levels and create customized fields and drop-down lists on the fly. Then, sort, group and filter that information based on specific criteria, and view the portfolio by site, building type, size, ownership and more. Unlock the value of the VFA platform for all stakeholders by providing them with quick and secure access to key facilities information on a desktop or mobile tablet. The entire team can have the timely access to the facilities data they need to effectively contribute to the capital budgeting process. Leverage in-house staff with a tablet-based self-assessment module that helps facilities teams rapidly collect incremental facility and building condition data. This mobile software features best-practice inspection survey templates for quick and accurate assessments. Product Development Our Product development process is focused on driving customer success. The Product Management team receives customer input through a variety of different interaction and feedback channels, including customer surveys, interviews and meetings, our annual customer conferences, communication portals in our software and through Customer Advisory Councils that address high-priority items. New enhancements are designed and delivered using an Agile development methodology and incorporated into our solutions through multiple releases throughout the year. We hold regular webinars and provide myriad training opportunities to ensure our customers are always informed and able to take advantage of new functionality as soon as it is made available. Furthermore, our core software implementation leadership has many combined decades of experience in implementation and project management. Our approach is to employ best practices in our methodologies and products, allowing us to reduce risk and to maintain a 100 percent surrpss rate in implementing Accruent software on time and on budget. Accruent continues to build and enhance this industry-leading suite of applications as part of its deep commitment to the higher education market, and to achieving outstanding business results for our customers. Our solutions provide our customers with powerful, industry-specific tools to address tactical real estate needs and to integrate physical facilities with an organization's broader strategic vision for the short, medium, and long terms. Bid Number: RFP 020421 Vendor Name: Accruent LLC 576 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 38 Describe any "green" initiatives Accruent helps companies improve sustainability and reduce downtime through physical that relate to your company or to resource management while ensuring compliance with EPA, GARB, and F-Gas regulations your products or services, and and reducing fugitive emissions. Accruent's remote monitoring platform shows best-in-class include a list of the certifying results in monitoring energy performance and enabling autonomous reduction controls. And agency for each. more than half the hospitals in the U.S. rely on Accruent's CMMS monitoring software to extend the technological lifespan of life-saving biomedical equipment. Furthermore, the 2020 Fortive CSR Report covers our environmental policy in detail. Here are some highlights: - Climate protection; mentioning how Fortive businesses directly support and advance the rapidly evolving field of renewable energy - Reduction of energy consumption; we strive to reduce our environmental footprint by minimizing waste, preventing pollution, and adopting sustainable practices and policies - Conservation of natural resources; by limiting paper printing and recycling and reusing items wherever possible. Saving energy is a win-win—it helps the environment and improves our bottom line. The Fortive toolkit includes an Energy Kaizen tool that takes a facility through a complete energy audit and identifies opportunities for energy savings. - Compliance with environmental legal compliance; as governed by our Code of Conduct standards. In addition to compliance with all applicable laws, suppliers must seek to minimize adverse impacts on the environment as well as conserve resources. - Reduction of emissions and pollutants; reducing fuel where possible and reducing emissions across all business areas. Our goal is to reduce our Scope 1 and 2 CO2 equivalent (CO2e) emissions across our sites by 40% per dollar of revenue generated by 2030, using 2017 as our baseline. - Reduction of waste and increase of recycling; appropriate bins for recycling are in every office. For Accruent's assessment services, we have developed energy and green building assessments for our customers that focus on evaluating potential energy conservation opportunities for individual buildings or portfolios of buildings. The service provides detailed data and reports related to a building's energy performance, and costs and benefits of potential energy initiatives. Based on ASHRAE Standard 211-2018, Standard for Commercial Building Energy Audits, the assessment is a hybrid approach combining levels of effort from the Preliminary Energy Use Analysis and aspects of Level 1 Analyses. The costs and benefits of energy savings measures can be integrated into the capital planning process. 39 Identify any third-party issued eco- n/a labels, ratings or certifications that your company has received for the equipment or products included in your Proposal related , to energy efficiency or conservation, life-cycle design (cradle-to-cradle), or other green/sustainability factors. 40 Describe any Women or Minority Accruent recognizes the expertise and specialties provided by MAN/DV BEs and diverse Business Entity (WMBE), Small suppliers and believes in providing equal opportunity to diverse suppliers however, Accruent Business Entity (SBE), or veteran is not a "certified" diverse supplier and does not make diversity plans and commitments owned business certifications that based on one customers requirements. That said, Accruent utilizes equal opportunity your company or hub partners procurements practices and approaches to procurements and always welcomes bids and have obtained. Upload business relationships from MNV/DV BEs and diverse suppliers. Accruent's approach to documentation of certification (as business relationships is to provide equal opportunities and so utilizes suppliers and applicable) in the document vendors who are suitably qualified and appropriate for the types of services required so that upload section of your response. Accruent can provide employees, business partners and our entire portfolio of customers with leading industry products and services while achieving corporate goals and accepting corporate and social responsibility. 41 What unique attributes does your The built environment is all around you — it's the building you work in, the technology that company, your products, or your manages your workflows and processes, and the physical and digital assets you work with services offer to Sourcewell every day. participating entities? What makes your proposed solutions unique in Today, that built environment is saddled with more systems to manage, more regulations to your industry as it applies to follow, and higher expectations than ever before. Sourcewell participating entities? To manage it all, you're investing in technology — Mobile, loT, Cloud, Big Data, Security — to help you and the people around you work more efficiently, catch errors before they become problems, and provide deeper insights so you can make decisions with confidence. Because if you don't, you risk discovering problems too late, being noncompliant with regulations, making uninformed decisions with long-term consequences, and suffering large- scale security breaches — all leading to more money needlessly spent in the long run. But these investments are creating an even more complex world of connected infrastructures, complicated workflows and unintuitive tools that end up generating more data points than you know what to do with. Bid Number: RFP 020421 Vendor Name: Accruent LLC 577 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Somehow, in the pursuit of optimization and compliance, you ended up with one-off, siloed solutions and complicated, hard-to-decipher reports — and you still don't have any more clarity or insight to make big-picture decisions than you did before. Your World is Filled with Opportunity Hidden within this complex world of connected infrastructures and integrated workflows is endless opportunity. Opportunity to look below the surface — and beyond the chaos —to unlock the value hidden in your complex systems and endless data points. And to then use those insights to drive better performance with the clarity and certainty you can only get from seeing the full picture. What you need is to fundamentally change the way you run your built environment, replacing your siloed solutions and indecipherable data with clear processes, easy-to-use solutions and measurable results across your entire organization. To do this, you need intelligent solutions that are intuitive, that seamlessly integrate with your existing systems and workflows, and not only deliver the results promised, but also illuminate possibilities that you couldn't see before so you can achieve results that you never knew were available. At Accruent, we are setting new expectations for how data can fundamentally change the way you run your built environment and empower your people and systems to work together more seamlessly. What We Do at Accruent Accruent supports the management and operation of over eight billion square feet of property worldwide. We know that your physical resources — real estate, facilities, and ` assets — are the basis of your business, because Intelligence for the Built Environment is more than a tagline, it's our philosophy. With the help of Accruent's best-in-class solutions, you can shed siloed technology and gain the clarity to make confident decisions for the future. Our solutions provide you with the insights you need to deliver results and continuously improve your bottom line. This means supreme dedication to service with our customer-obsessed in-house facility condition assessment assessors, implementation specialists, and development team. With our depth of knowledge of facility assessments and related planning services, we understand how important a condition assessment is to meet public entities' mission and long-term goals. Our experienced Assessment Services Team gather existing asset information and establish access protocol and scheduling with our clients. Once onsite, our Assessment Services Team conduct a facility condition assessment to identify and document all maintenance, repair, and replacement requirements, in addition to recommending upgrades and improvements where applicable. Specifically, analyzing and projecting deficiency costs, Current Replacement Value for each facility, Facility Condition Indices (FCI), and multi-year expenditure forecasts. Using the data collected, we enter it into our world- class software, VFA.facility, which will provide a comprehensive narrative report and database. Experience and Qualifications Accruent has been providing Facility Condition Assessments and Capital Planning Management Solutions for well over two decades and has an excellent reputation in the condition assessment industry. Our FCA team of 100+ engineers and architects are experienced, full-time facility assessors, each trained in our assessment methodology so we can ensure quality and consistency in the way the data is collected. Our engineers do no remedial or design work, and therefore provides a truly unbiased, independent assessment of our customers' assets. Accruent has been selected by hundreds of Public Sector and Educational customers as their capital planning and management solution provider. Flexible Methodology and Innovative Business Practices Accruent offers a broad spectrum of assessment and planning offerings that allows our customers to select the appropriate blend of services based on the needs of individual assets. This built-in flexibility helps make efficient use of capital planning dollars and receive only the data that is required for building the capital plan going forward (i.e., a growth path). Technology Accruent utilizes our innovative capital planning and decision support solution, VFA.facility, in the delivery of assessment services and reports at the conclusion of the assessment work. The reports generated by the VFA.facility software empowers our customers to optimally reinvest in their physical assets through its powerful analytical and reporting capabilities. Bid Number: RFP 020421 Vendor Name: Accruent LLC 578 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Table 9: Warranty Describe in detail your manufacturer warranty program, including conditions and requirements to qualify, claims procedure, and overall structure.You may upload representative samples of your warranty materials (if applicable) in the document upload section of your response in addition to responding to the questions below. Line Question Response Item 42 Do your warranties cover all products, parts, and For 90 days following the acceptance of Accruent Software, Accruent labor? warrants that (i) the Accruent Software will perform materially in conformance with the applicable Documentation and this Agreement; and (ii) the functionality and security of the Accruent Software will not materially decrease. 43 Do your warranties impose usage restrictions or Accruent is not responsible for any claimed breach of any warranty caused other limitations that adversely affect coverage? by: (i) modifications made to the services by anyone other than Accruent or its Partners; (ii) the combination, operation, or use of the services with any items not certified or approved by Accruent; (iii) Accruent's adherence to Clients specifications or instructions; (iv) errors caused by or related to intemet connectivity, (v) Client deviating from the services operating procedures described in the Documentation, or (vi) Partner Software, which is pursuant to the original licensors warranty, if any. 44 Do your warranties cover the expense of Facility Condition Assessment is a service and therefore would not require a technicians' travel time and mileage to perform technician. The software VFA.facility is a SaaS-based cloud software, and all * warranty repairs? maintenance is performed remotely. 45 Are there any geographic regions of the United Facility Condition Assessment is a service and therefore would not require a States or Canada (as applicable) for which you technician. The software VFA.facility is a SaaS-based cloud software, and all cannot provide a certified technician to perform maintenance is performed remotely. warranty repairs? How will Sourcewell participating entities in these regions be provided service for warranty repair? 46 Will you cover warranty service for items made by Certain SaaS Services may contain Partner Software, and Accruent may other manufacturers that are part of your proposal, add and/or substitute functionally equivalent products for any Partner Software or are these warranties issues typically passed on in the event of product unavailability, end-of-life, or changes to software to the original equipment manufacturer? requirements. Accruent makes no warranty with respect to any Partner Software. 47 What are your proposed exchange and return If the services are not performed consistent with the warranty, Client shall programs and policies? promptly notify Accruent in writing of such claim. As Client's exclusive remedy for any claim under this warranty and provided that such claim is determined by Accruent to be Accruent's responsibility, Accruent shall, within 30 days of its receipt of Client's written notice, (i) re-perform the affected services so that they are conforming; (ii) provide Client with a plan reasonably acceptable to Client for re-performing the affected services; or (iii) if neither (i) nor (ii) can be accomplished with reasonable commercial efforts from Accruent, then Accruent or Client may terminate the affected service, and Client will be entitled to a refund of the pre-paid but unused portion of the fees paid for the affected service. The preceding warranty cure shall constitute Accruent's entire liability and Clients exclusive remedy for breach of the warranty set forth herein. If Client elects not to terminate the applicable service, Client waives all rights for the applicable warranty cure set forth herein. 48 Describe any service contract options for the Accruent Support remotely assists Client with issues during standard items included in your proposal. business hours and via email, phone support, and its online ticketing system called Accruent Customer Communities. Support is only provided in English. Designated Support Contacts are provided support for Incidents in the current and Supported Accruent Releases that run unaltered on designated supported database products, office suite products, web browsers, and/or operating systems, as set forth in Documentation. Accruent is only obligated to provide support for the software as it was delivered by Accruent and will not provide support for any Software that has been altered or modified by any party other than Accruent or its Partners. Bid Number: RFP 020421 Vendor Name: Accruent LLC 579 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Table 10: Payment Terms and Financing Options mLi Question Response* Ite49 What are your payment terms (e.g., net 10, net 30)? Net 30. Fees are specified in an applicable Statement of Work, and/or Order Document and unless stated otherwise are denominated and payable in United States dollars. Unless agreed otherwise, fees are due within thirty (30) days of invoice date. 50 Describe any leasing or financing options available for use This is not applicable to the services offered in our proposal. by educational or governmental entities. 51 Briefly describe your proposed order process. Include Accruent will present the Sourcewell participating entity with a enough detail to support your ability to report quarterly Statement of Work or Order Document detailing the services to be sales to Sourcewell as described in the Contract template. delivered, including any addenda, and supplemental terms and For example. indicate whether your dealer network is conditions to further define the level of service requirements over included in your response and whether each dealer (or and above the minimum defined in this contract. Upon the some other entity) will process the Sourcewell participating participating entity's electronic or written acceptance of the entities' purchase orders. SOW/Order Document and issuance of a Purchase Order, the participating entity agrees to be bound by the terms of the agreed upon document. Accruent will then issue an invoice to the client that will be payable within 30 days. All sales will be conducted internally by the Accruent sales team and no external dealer network will be necessary. Accruent utilizes a robust CRM platform and is fully capable of providing the required quarterly reports referenced in the contract. 52 Do you accept the P-card procurement and payment No, Accruent does not accept P-cards as a payment method. process? If so, is there any additional cost to Sourcewell participating entities for using this process? Table 11: Pricing and Delivery Provide detailed pricing information in the questions that follow below. Keep in mind that reasonable price and product adjustments can be made during the term of an awarded Contract as desribed in the RFP,the template Contract, and the Sourcewell Price and Product Change Request Fomi. Line Question Response Item 53 Describe your pricing model (e.g., line-item discounts or Accruent's pricing model differs based on the service or product product-category discounts). Provide detailed pricing data offered. For Facility Assessment services, we will work with (including standard or list pricing and the Sourcewell Sourcewell participating entities to determine the number of hours discounted price) on all of the items that you want needed for the project based on factors such as their building list, Sourcewell to consider as part of your RFP response. If square footage, and scope of work. Accruent will provide a fixed applicable, provide a SKU for each item in your proposal. fee price for assessment services, including the below discount on Upload your pricing materials (if applicable) in the all projects with a minimum of 500,000 square feet of building document upload section of your response. space assessed. For additional professional services proposed for this contract, Accruent offers the discount below off our fixed fee list price. Please see attached pricing matrix for our hourly rates and fixed fee services. As part of Accruent's complementary suite of solutions, Accruent offers software-as-a-service as an annual subscription to support the delivery and management of our facility assessment planning and related services proposed in this contract. Please see attached pricing matrix referenced above for a detailed breakdown of our SaaS offerings and pricing. The following discounts shall apply to all services and solutions proposed as part of this agreement Facility Assessment Services, USD Discount: 15% Professional Services, USD Discount: 10% Software-as-a-Service, USD Discount: 25% Facility Assessment Services, CAD Discount: 10% Professional Services. CAD Discount: 5% Software-as-a-Service, CAD Discount: 25% Bid Number: RFP 020421 Vendor Name: Accruent LLC 580 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 54 Quantify the pricing discount represented by the pricing The following discounts shall apply to all services and solutions proposal in this response. For example, if the pricing in proposed as part of this agreement. Please see attached pricing your response represents a percentage discount from matrix for a more detailed breakdown of our hourly rates, fixed fee MSRP or list, state the percentage or percentage range. services, and sofware solutions. Facility Assessment Services, USD Discount: 15% Professional Services, USD Discount: 10% Software-as-a-Service, USD Discount: 25% Facility Assessment Services, CAD Discount: 10% Professional Services, CAD Discount: 5% Software-as-a-Service, CAD Discount: 25% 55 Describe any quantity or volume discounts or rebate Please see attached pricing matrix for a detailed breakdown. programs that you offer. 56 Propose a method of facilitating "sourced" products or Not applicable related services, which may be referred to as "open market" items or "nonstandard options". For example, you may supply such items "at cost" or "at cost plus a percentage," or you may supply a quote for each such request. 57 Identify any element of the total cost of acquisition that is Please see attached pricing matrix for our hourly rates and fixed NOT included in the pricing submitted with your response. fee services. This includes all additional charges associated with a purchase that are not directly identified as freight or shipping charges. For example, list costs for items like pre- delivery inspection, installation, set up, mandatory training, or initial inspection. Identify any parties that impose such costs and their relationship to the Proposer. 58 If freight, delivery, or shipping is an additional cost to the Not applicable Sourcewell participating entity, describe in detail the complete freight, shipping, and delivery program. 59 Specifically describe freight, shipping, and delivery terms or Not applicable programs available for Alaska, Hawaii, Canada, or any " offshore delivery. 60 Describe any unique distribution and/or delivery methods or In the event a Sourcewell participating entity requires delivery of a options offered in your proposal. service remotely or web-based that would otherwise be provided at the client site, Accruent will work with the client on a revised scope and price that meets their requirements. Table 12: Pricing Offered Line Item The Pricing Offered in this Proposal is Comments 61 c.better than the Proposer typically offers to GPOs,cooperative procurement organizations,or state purchasing Accruent is offering a higher departments. discount than we typically offer cooperative procurement organizations on the services listed within this proposal. Bid Number: RFP 020421 Vendor Name: Accruent LLC 581 DocuSign Envelope ID-488CD4C1-A553-4998-AF44-97F5D85E1187 Table 13: Audit and Administrative Fee Line Question item s��.:, ':>. ���.: . �� � t.�� 62 Specifically describe any self-audit process or program that you Accruent has developed and deployed a robust CPQ plan to employ to verify compliance with your proposed Contract (Configure, Price, Quote) process within our CRM system with Sourcewell. This process includes ensuring that Sourcewell that tracks every opportunity from initial quote, to close. This participating entities obtain the proper pricing, that the Vendor process ensures our clients obtain the best pricing, including reports all sales under the Contract each quarter, and that the discounts, afforded through cooperative agreements. Our Vendor remits the proper administrative fee to Sourcewell. sales executives will be able to request a quote utilizing Sourcewell and ensure that discounts are automatically applied to the appropriate product or service. Before an opportunity can be marked as "Closed," our Order Processing team audits the applicable Statement of Work, and/or Order Document to confirm contract pricing was directly applied. Once an opportunity has been closed and an invoice issued, our records will reflect sale for quarterly reporting back to Sourcewell. 63 Identify a proposed administrative fee that you will pay to Accruent proposes a 2% administrative fee of the total of Sourcewell for facilitating, managing, and promoting the Sourcewell sale amount(s) reported. From the invoice, Accruent shall pay Contract in the event that you are awarded a Contract. This fee to Sourcewell two (2%) administrative fee on the amount of is typically calculated as a percentage of Vendor's sales under the the agency's purchase order less any applicable sales tax * Contract or as a per-unit fee; it is not a line-item addition to the and Performance and/or Payment bond cost each calendar Member's cost of goods. (See the RFP and template Contract for quarter. additional details.) Table 14A: Depth and Breadth of Offered Equipment Products and Services [Line Question * a, item Bid Number: RFP 020421 Vendor Name: Accruent LLC 582 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 64 Provide a detailed description of the Accruent Capital Planning (ACP) is a leader in the building assessment industry and equipment, products, and services that you has been a respected provider of property condition assessments, capital planning are offering in your proposal. services and software internationally for 25 years. Accruent Capital Planning's core business is providing integrated software and services for facilities asset management and capital planning. Accruent Capital Planning ("ACP") assists clients in understanding the value of their facilities, infrastructure, investments needed to meet current and future requirements, and the risk to the client's mission resulting from underinvestment in facilities. ACP has helped over 1,000 organizations in government, education, corporate and healthcare markets to strategically manage more than 5 billion square feet of real estate across 150,000 facilities. ACP is a division of Accruent, the global provider of full lifecycle physical resource management solutions. Accruent offers an alternative to the fragmentation of real estate solutions. By combining the management of the facilities operations and capital planning, the two primary needs of all facilities executives, ACP provides a unified enterprise solution combining world-class cloud software and consulting services for facilities strategy, planning, management, and operations. Our solutions are integrated into the broader Accruent family of best-in-class cloud-based products through our data integration framework, Accruent Fabric. Accruent has a global workforce of over 1,200 employees. The ACP division includes an in-house team of over 100 professional assessors, consultants and expert Project Managers and Directors across North America with over 15 years of average experience dedicated to condition assessments and capital planning expertise. ACP's assessment professionals consist of Engineers, Architects and Facilities Management staff trained and certified in Accruent's assessment methodology that is based on the ASTM 2018-15 Standard Guide for Property Condition Assessments (PCA's). As part of delivering these services, Accruent also developed VFA.facility, which is its capital planning software that enables clients to more effectively manage their facilities. This powerful web hosted asset management and capital planning software provides clients with an in-depth understanding of their asset condition and the funding needs of their assets. Additionally, the software enables complex budget scenarios to be modeled and executed quickly and easily, ensuring that limited resources are applied for the best impact on facilities. Accruent's consulting services help tailor the capital planning to specific needs, such as the reduction of deferred maintenance, making stronger cases for funding, and prioritization of budgets. Accruent's assessment methodology is integrated with Accruent's Capital Planning and Asset Management Software, VFA.facility, to fully capitalize on the features and functions, including data query, analysis, reporting and prioritization. Unlike static printed reports that quickly become outdated, Accruent's assessment services relies on our award-winning capital planning and management software to create a central repository of asset information for strategic planning, reporting and asset management of condition and capital spend. Accruent has developed VFA.facility to align closely with our assessment methodology so that not only building assessment professionals understand the facilities construction and conditions but more importantly, Client staff will be able to use the information delivered in VFA.facility for ongoing asset management and strategic decision support. Accruent also provides mobile assessment, asset inventory, maintenance management, space planning, lease management and project management software solutions. Bid Number: RFP 020421 Vendor Name: Accruent LLC 583 DocuSign Envelope ID 488CD4C1-A553-4998-AF44-97F5D85E1187 65 Within this RFP category there may be ACP offers different levels of facility assessment service offerings to provide clients subcategories of solutions. List subcategory scope and budget flexibility and the right level of data collection for a particular titles that best describe your products and site/facility/asset. Below lists the levels of assessment and other professional services. services and a brief description of their scope/intent; Statistical and Iterative Modeling Service Statistically generated representation of the expected renewal cost based on industry model of different building types. Iterative modeling includes the review of statistical renewal results with the client and modification based on client input on system installation dates that vary from facility construction year and other modifications necessary based on actual facility performance. Remote Desktop Assessment A step up from iterative modeling whereby ACP requests and utilizes construction and as-built drawings supplied by the client and data input request forms to the client to allow Accruent to develop a facility model with quantity take-offs derived from drawings. Input forms distinguish specific equipment types that may not be accounted for in the construction drawings as well as known capital investments made within the facility that would augment the estimated condition of an asset. Additionally, the client can photograph or take video of existing facility systems and their current conditions to supplement RCP's evaluation and development of the facilities reinvestment needs. 5-Year Needs Assessment ACP performs an on-site assessment that evaluates the facility and site at a system and major component level in order to identify the short-term (over the next 5 years) investment needs of a facility. This assessment serves customers with short term planning information to address the most critical issues garnered from the assessment. * Non-Structural Seismic Assessment ACP provides an on-site assessment of a buildings non-structural systems for moderate to high seismic,regions in terms of risk of failure during a seismic event and quantifies the needed investment to properly restrain and upgrade systems for improved performance during a seismic event. Accruent relies on developed standards including FEMA's Rapid Visual Screening (RVS) and Canada's CSA S832-06 Guidelines — Seismic Risk Reduction of Operational and Functional Components. Equipment Inventory and Tagging Service ACP offers equipment inventory and tagging services for visibly accessible equipment by using our mobile Kykloud software with OCR technology for name plate data recognition. Equipment inventory tagging and extended data collection can be performed during a condition assessment, though they are offered as mutually exclusive. Accruent utilizes high quality QR code tags or can utilize client tags if provided. Preventative Maintenance Consulting ACP provides consulting services to establish a preventative maintenance program for Clients equipment as inventoried from its facility for the purposes of creating an asset inventory and establishing preventative maintenance tasks for the applicable HVAC, electrical, mechanical and plumbing equipment in the facility. The asset database shall include the relevant equipment data necessary to identify and maintain it. In addition, recommended preventative maintenance tasks and frequencies shalt be produced for the various equipment types. These task lists and frequencies are compiled using manufacturer's recommendations, industry standards, and client and consultant experiences. Table 14B: Depth and Breadth of Offered Equipment Products and Services Indicate below if the listed types or classes of equipment, products, and services are offered within your proposal. Provide additional comments in the text box provided, as necessary. Ire Category or Type ` „ Offered* Comments .Item ���. . 66 Facility and building condition assessment r: Yes The facility condition assessment process implemented by r No ACP is based on the American Society for Testing and Materials (ASTM) Document E-2018-15, - Standard Guide for Property Condition Assessments: Baseline Property Condition Assessment Process. The building condition assessment survey will include a visual inspection of the buildings and all the buildings' Bid Number: RFP 020421 Vendor Name: Accruent LLC 584 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 architectural, mechanical, and electrical systems, as well as all site linear elements within 10 feet of the building footprint per below: Site (e.g. Roadways, Parking Lots, Fencing, Pathways, etc.) Structure & Building Envelope Interior Elements & Conveyance Plumbing Heating, Cooling & Ventilation Electrical Fire and Life Safety Our Condition Assessment Methodology is broken into four distinct phases. During each phase, ACP's Project Manager will work closely with the client. 1) Pre-Assessment Phase — During this stage, ACP will kick off the project by meeting with the client stake holders to confirm the goals and objectives. Understanding what the client wants to achieve is the key to its success and will drive the project effort. After establishing goals, the ACP Project Manager will work with stakeholders to establish and document the parameters for the assessment/survey to discuss and confirm schedules, assessment/survey criteria, data classifications, prioritizations, categorizations, and collect available baseline data and documentation to include floor plans, construction drawings, past studies, and current project lists. The ACP Project Manager will present a Management plan that establishes regular project meetings and to maintain open communication. The Management Plan includes a risk management process to track potential project problems to ensure the project scope, schedule, and budget are met. ACP is adept at resolving scheduling problems through the application of additional project staff as required to maintain the project schedule. ACP's Quality Control and Assurance program described below ensure project deliverables meet the data quality and scope of the contract. Prior to the Assessment Phase, the Assessment Team will review and become familiar with all baseline data and documentation. 2) Assessment Phase - The Assessment phase is the on- site work performed by ACP's assessment team and subsequent data entry/analysis done at ACP's offices. On the morning of the first day of the field visit, ACP will organize a meeting with the staff to kick off the on-site survey work. This meeting will enable your staff to meet the ACP assessment team and review the schedule. We ask that the Client arrange for ACP's field assessment team(s) to receive timely complete, supervised, and safe access to the subject properties (including roofs unless sloped). ACP's team will survey all occupied and unoccupied spaces within each facility to identify deficient conditions and assess the remaining lifecycle of designated asset systems. The teams will document requirements with digital photographs of asset exteriors and any observed conditions within the assets. Many of the problems inherent in building systems and components may not be visually apparent during the time of the walk-through. As a result, the ACP assessment team members may request staff interviews regarding recent completed projects, ongoing facility issues, and upcoming scheduled maintenance and capital projects. Assessment Results: The team will develop professional opinions on the building Bid Number: RFP 020421 Vendor Name: Accruent LLC 585 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 system condition and remaining useful life until renewal. The ACP team will document observed non-compliance deficiencies as it relates to accessibility, life-safety, and building codes during the evaluation of asset system condition. Non-compliance findings are limited due to sampling of space and limited measurements and therefore should not be considered an exhaustive list of all non- compliance for a given property. Non-compliance may be noted with respect to codes for new construction, without implying non-conformance with older regulations in force at the time of original construction. After the on-site work is complete, the ACP assessment team will review their notes and findings and complete the tasks of documenting each facility, including systems data entry, requirements, costing, photos, analysis, and reporting. All data will be entered into Accruent's VFA.facility software. The team will complete the documentation, which will include the following: Asset Descriptions - A narrative summary of each assessed facility and its systems will be documented. System Models and Conditions - Assets (buildings or Site Infrastructure) are broken down into their component systems. These system models provide an up-to-date record of what exists within the building and what is the capacity or quantity. System models also record the expected useful equipment life based on BOMA and the useful life remaining based on the visual inspection. A replacement value created using RSMeans data is established as well as a projected renewal cost at replacement. Requirements - Requirements are issues such as systems or components that are unsafe, broken/damaged, can no longer perform the intended function, are approaching or have exceeded their useful life spans, do not conform to current codes, or may be an improvement to the facility. Each requirement is individually classified by priority (urgency), category (cause), and system. Based upon observations, professional judgement, and empirical data (Expected Useful Life), the ACP team will prioritize and categorize each deficiency. Quality Control and Assurance - Accuracy, quality and consistency in methodology are core focuses for the ACP team. ACP recognizes the importance that clients place on these requirements and how it relates to their use and trust of the condition assessment data. Through the use of a dedicated Quality Assurance / Quality Control Center of Excellence Team, we complement our team's professional judgment and expertise with a dedicated quality control process. Experienced assessors who are independent from the team will perform data validation. 3) Post Assessment Phase — Draft - Upon completion of QA/QC, the ACP Project Manager will develop the draft reports and submit them for Client review and comment. Draft reports will be provided electronically in .pdf and excel format. At draft report stage, reports will be generated from VFA.facility. We ask our clients to review this data to ensure the highest level of accuracy. 4) Post Assessment Phase - Final - Presentation of Findings presented by the ACP Project Manager or Project Director to present the results of the condition assessment. The presentation of findings will include an analysis that turns technical and financial data into actionable and measurable capital plans. We will benchmark assets by FCI, explore considerations of level of funding and its impact on asset condition. We will provide recommendations on best practices for going beyond the condition assessment results with the intent to drive success in your capital planning program. At the end Bid Number: RFP 020421 Vendor Name: Accruent LLC 586 DocuSign Envelope ID'.488CD4C1-A553-4998-AF44-97F5D85E1187 of the presentation you will know: What assets do we need to maintain? What is the condition (needs) of my assets? How much funding do I need? With X funding, what assets should we invest in first? Final Reports Following client review and comment of the draft report data and the presentation of findings, the ACP team will incorporate comments and provide responses to the client on the actions taken. Bid Number: RFP 020421 Vendor Name: Accruent LLC 587 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 67 Energy, utility, and emissions assessment and a Yes Accruent's energy assessment evaluates potential energy planning r No conservation opportunities for individual buildings or portfolios of buildings. The assessment provides detailed data and reports related to a building's energy performance, and costs and benefits of potential energy initiatives. Based on ASHRAE Standard 211-2018. Standard for Commercial Building Energy Audits, the assessment is a hybrid approach combining levels of effort from the Preliminary Energy Use Analysis and aspects of Level 1 Analyses. The costs and benefits of energy savings measures can be integrated into the capital planning process. When conducted in conjunction with a Facility Condition Assessment (FCA) where the need for major system upgrades have been identified, or when a change of use, occupancy or major renovation might be envisioned, the energy assessment also assists in identifying where to invest further efforts for more in-depth, investment grade energy audits. The assessment will focus on relatively low-cost and low- impact initiatives that typically deliver favorable short-term paybacks. Energy conservation measures with short-term implementation can be easily sequenced with ongoing maintenance programs and scheduled capital improvement I, projects with minimal disruption to occupants and business operations. Second, Accruent will identify longer-term • initiatives with wide-ranging impacts and more extended paybacks. Initiatives with longer-term implementation are -` more appropriate for buildings where a significant renovation is being planned, whether it is a single floor pee' level, wing, or the entire building, or where extended occupancy or change of use is envisioned. Accruent's energy assessment is built on and integrated with the Facility Condition Assessment (FCA). The integration of energy data with the condition assessments will enable the Client to identify deferred maintenance, systems renewals, and recommended energy upgrades that provide economic, environmental, and social benefits. Evaluations can be applied equally to specific buildings or to facilities across the entire real estate portfolio. In addition, by undertaking the energy assessment at the same time as the FCA, the Client will eliminate redundant assessment activities and more efficiently utilize the personnel escorting the Accruent assessors. In addition, when performing energy assessments on an ongoing basis, baselines can be established, targets set and progress benchmarked between assessments. The interval for energy assessments can be set to occur in conjunction with an assets Facility Condition Reassessment. The Energy Assessment will provide: An evaluation of the condition of building(s) in terms of the current energy efficiency and usage. This will include an EUI analysis (Energy Usage Intensity in kBtu/SF/Yr) showing the most recent 12 months of energy data and the effect of recommended projects; Recommendations for alternative actions to conventional corrective actions identified in the facility condition assessment for energy conservation initiatives, where appropriate, with construction cost estimates; Identification of new energy conservation measures, with construction cost estimates; Cost analysis, including simple payback and ROI, where applicable; Report itemizing all energy opportunities and supporting information by building and rolled up to higher levels of Client's portfolio; If the energy assessment is conducted at the same time as the FCA, capital spending values can be forecast both with, and without, projected implementation of energy savings measures. Bid Number: RFP 020421 Vendor Name: Accruent LLC 588 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 68 Site, safety, and code inspections a. Yes 1. Site Linear Assessment C No The assessment of site and utilities assets will include the systems listed below. Visible systems will be evaluated by physically touring the site, review of institution maintenance records, and by in-depth interviews of facility personnel with historical knowledge of each of the assets. Where site assets and their system components are buried or otherwise inaccessible, ACP will interview institution personnel and review institution maintenance records and drawings to gain insight and gather information related to system type, age, quantities and condition in order to construct assets and system data models, including cost estimates and relative condition estimates. 1. Roadways 2. Parking Lots 3. Lighting 4. Pathways 5. Fencing 6. Primary Electric Supply & Distribution 7. Sanitary sewer 8. Playground Equipment 9. Storm Water System 10. Fuel Supply 11. Water Supply and Distribution 12. Chilled Water Distribution 13. Steam & Condensate Distribution 14. Heating Hot Water Distribution 15. Retaining Walls 16. Exterior Steps 17. Fixed Benches & Other Appurtenances 18. Irrigation Systems OSHA Inspection • Accruent provides an on-site OSHA inspection utilizing OSHA's safety inspection checklist for Infrastructure. Inspection includes confirming compliance where applicable and where its identified as unsatisfactory Accruent details a recommended correction with cost to meet the requirement. Accessibility Assessment • Accruent offers a detailed accessibility assessment that can be tailored to meet specific accessibility standards both in the US and in Canada. Accessibility assessment begins with site parking, approach and entrance to the facility and public access to each occupied space and floor and will include measuring to support findings. A checklist is utilized to include accessibility compliance as well as non-compliance. All non-compliance findings are supplemented with a recommended correction and cost estimate to come into compliance. 69 Space utilization and planning r: Yes Accruent provides software solutions to support the C No management, planning and utilization of space. Additionally, Accruent provides services including measuring of rooms, as-built floor plan CAD drawings of existing space and furniture layouts to aid in visualization booking of space supported by our software solutions. Our Assessment of existing space utilization and space adequacy starts with defining the business / program needs and developing the standards to support those needs in order to evaluate the existing space for adequacy. Space evaluation may include fit and finish, occupant load per area, IT requirements, ventilation and temperature, life safety, lighting level analysis, GIS locating and overall required vs. actual floor area dedicated for intended business / program use. 70 Feasibility, sustainability, and lifecycle assessment r: Yes 1. Feasibility / Due Diligence Assessment r- No Accruent performs an on-site feasibility study evaluating the overall condition of a facilities major architectural, mechanical, and electrical components, their age, condition, and approximate value, with brief narrative description and estimated capital costs over the next five years. Includes data import to VFA.facility. Bid Number: RFP 020421 Vendor Name: Accruent LLC 589 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Real Property assessments involve single or multi-property portfolio inspections and free-standing reports that provide independent "third party" evaluations of real estate assets on behalf of owners, buyers, sellers, partners, and lenders. ACP performs comprehensive architectural and engineering analyses of building components and has carried out in- depth due diligence inspections, single issue investigations, general overview assessments, as well as feasibility analyses. Depending on the requirements, our reports help to evaluate deferred maintenance and up-coming capital re- investment needs, provide a level of comfort about an asset's quality to partners and mortgagors, and help to drive decisions about repositioning real estate in the commercial market. Deliverables: Visually inspect a building(s) to identify its major architectural, mechanical, and electrical components, their age, condition, and approximate value. Prepare a brief narrative description of the property, the observed conditions and estimated capital costs that can be anticipated over the next five years. Enter the Asset and Grouped Systems data into the Client's VFA Capital Planner database. 2. Sustainability - Green Building Assessment The Green Building Assessment (GBA) is built on the foundation of the facilities condition assessment (FCA). The integration of the sustainability data with the data gathered in the assessment will allow clients to evaluate and compare green actions with standard recommendations. The green assessment will identify deferred maintenance, systems renewals and recommended green upgrades that provide economic, environmental or social benefits. The sustainability inspections will target both relatively low- cost and low-impact initiatives that can deliver short-term paybacks and provide tangible improvements to the quality of the work and living environment, as well as long-term initiatives with wide-ranging impacts and more extended paybacks. Green actions identified for short-term implementation can be easily sequenced with ongoing maintenance programs and scheduled capital improvement projects with minimal disruption to occupants and business operations. Green actions with longer-term implementation in view are more appropriate for buildings where a significant renovation is being planned, whether it is a single floor level, wing or the entire building, or where extended occupancy or change of use is envisioned. The assessment will provide an evaluation of potential investments that can be made to promote sustainable building operations and be integrated into the capital planning process. The assessment provides detailed data and reports about the costs and benefits of potential sustainability initiatives to help evaluate options based on both short and long-term planning. Evaluations can be applied equally to specific buildings or to facilities across an entire real estate portfolio. Requirements identified with green actions will be classified in several ways. In addition to detailed specific descriptions, each requirement will be assigned a functional category, action priority, primary building system association (as in the FCA) and a category of sustainability represented by the five main areas of sustainability represented by the Guiding Principles. The sustainability categories are further outlined below. This parallel differentiation allows for multiple queries of the database, facilitating productive analysis of the data. It is possible, for instance, to query the database for all Priority 1 requirements (those actions that need immediate Bid Number: RFP 020421 Vendor Name: Accruent LLC 590 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 attention) in the HVAC system where energy efficiency measures have been identified, or all Priority 1 requirements in building integrity issues where indoor environmental quality measures have been identified, or all requirements that achieve water conservation. For each green requirement identified, actions will be proposed with an associated cost estimate. The corrective work is estimated using current R.S. Means Estimating Data accessed directly by VFA.facility. Where green costs are not available in the R.S. Means database, the most current sustainability costing resources are used to determine current green values, such as: BuildingGreen.com www.greenspec.com and the GREENSPEC® Directory, Product Listings and Guideline Specifications, 7th Edition RSMeans Green Building; Project Planning & Cost Estimating, 2nd Edition and Design Cost Data Requirements will be able to be prioritized with green actions and evaluated in the capital planning and budget process. Deliverables - The Green Building assessment will provide: Recommendations for alternative sustainable actions to conventional corrective actions identified in the facility condition assessment with construction cost estimates; Identification of new requirements with sustainable actions and cost estimates; Cost analysis, including cost comparison and gap analysis; Simple payback analysis by asset where applicable; Energy and water performance baseline and current use reports and trends based on data provided by the client for each project asset (based on utility data provided). Evaluation of the state of sustainability of the project asset with LEED®-EB O&M standards using a scorecard. The scorecard will provide an evaluation of the potential to achieve a level within the rating. Prioritization of requirements which are most likely help the client to achieve high performance green building standards. This prioritization will be conducted based on criteria defined by the client. Lifecycle Condition Assessment Accruent performs an on-site assessment that evaluates the facility and site at a system and major component level in order to develop an asset's capital renewal profile. Actual observation during the assessment is applied to the theoretical expected lifecycle estimate of each system. 71 Asset, capital, and deferred maintenance planning r: Yes Inherent in RCP's deliverables for all condition assessment r No services is the identification and recommendation of capital spend and deferred maintenance backlog by facility, site and owner portfolio. Utilizing Accruent's VFA.facility CPMS software, the facility condition index is calculated to allow for facility comparison of relative condition based on ACP's identified repair and renewal investments. What if scenarios of investment over time to impact on condition of a facility are provided. Clients that license VFA.facility are trained and empowered to run as many scenarios as necessary to determine the level of capital funding needed to support a given facility. Rationalization of Assets in the portfolio can be performed based on FCI and importance to the business objectives of the client. Budget strategies can be leveraged by the client with training of the budgets module with VFA.facility. Budget scenarios using one or more strategies will allow for the identification of the most critical investment needs and their impact on the facilities relative condition. ACP provides consulting services to assist clients in the development of a budget strategy and scenario to assist in project planning. Bid Number: RFP 020421 Vendor Name: Accruent LLC 591 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 72 Benchmarking services a. Yes Our Benchmarking engagement is designed to assist r No clients who would like to compare the condition of their facility portfolio with other organizations across a wide range of criteria. This engagement will provide a benchmarking presentation that will compare the Client's assessment data to similar datasets from a relevant peer group. Incorporating proven processes and analytic tools, Accruent's approach will enable Client to communicate to their constituents the condition of their facilities portfolio on multiple performance metrics, relative to an agreed upon peer group. Bid Number: RFP 020421 Vendor Name: Accruent LLC 592 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 73 Project selection, budget development, and program r: Yes Capital Budgeting Prioritization Workshop — This workshop management services related to the solutions r' No has been developed to enable clients to evaluate their described above. Requirements against organizational priorities, objectively rank those Requirements, and allow clients to holistically integrate sustainability or other initiatives into their capital plan. Our solution, designed with input from both facility managers and institutional planners, employs statistical ranking methods (including pair-wise comparisons) to simplify the ranking process and uses the science of hierarchical decision making to deliver a best-practice process for capital budgeting. (2-day engagement for up to 10 attendees) Capital Planning Program Development Workshop — This workshop has been designed to assist clients in developing a capital planning program framework, to ensure that they have a coordinated approach to capital planning throughout their organization. By building a framework, an organization can create a plan to grow from their current capital planning process to one that is more aligned with industry best practices. Based on discussions with the Client, Accruent will provide recommendations to help the Client implement and sustain a facility capital planning program using our strategic capital planning program solution framework. Our framework has proven to be an effective way to identify the strengths and challenges in current practices, and to identify and mobilize Client resources to implement new, more effective processes in a structured, but flexible way. (2-day engagement for up to 10 attendees) VFA Navigator Program — This program is designed to provide support to new VFA.facility customers to wish to implement a self-assessment program utilizing Accruent's mobile data collection technology. VFA Navigator is a three- step program of planning, training, and support that enables the client's in-house assessment team to successfully perform facility condition assessments on their portfolio utilizing Accruent's mobile data collection tools. The planning phase includes all aspects of the Navigator Program prep work, including data capture and import, team identification, business driver/goal review, software implementation and survey setup. The training phase includes both VFA.facility Core training (see above class description, 2-day engagement for up to 10 attendees), as well as training for the clients assessment team on how best to use the VFA.auditor mobile data collection toot to perform facility condition assessments (2-day engagement for up to 5 assessors). The support phase includes enhanced web-based assistance that may consist of follow- up "ask-the-expert" sessions, program check-ins, or survey template updates, to ensure the sum ssful roll-out of the VFA Navigator Program. Flexible Professional Service Hours — Accruent's Flexible Professional Services Hours are designed to provide individualized assistance to ensure software usage comfort, proficiency, and adoption. Accruent's clients can take advantage of having a consultant on call to assist them with many facets of their capital planning tasks and process. These hours may be utilized to provide a "life- line" that a client can use to connect with a solution consultant via a phone call and/or web-conference for assistance in using VFA.facility to generate specific reports, extracting a specific set of data to address time- sensitive problems or mission critical questions, or updating their database records to reflect work that has been completed, post-assessment. Data Maintenance —Experienced Accruent professionals will work with your staff to provide updates and enhancements to existing VFA.facility data at regular intervals, typically quarterly or twice a year. This is engagement is performed remotely and soaped out on a case-by-case basis. Bid Number: RFP 020421 Vendor Name: Accruent LLC 593 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Table 15: Industry Specific Questions i Line Question Item • M.,t r@,l ">3V. E:* 74 If you are awarded a contract, provide a few examples of Upon a mutually agreed contract, Accruent develops a specific internal metrics that will be tracked to measure whether you scope of services with clear descriptions of the work that Accruent are having success with the contract. will execute for a fee and requires the client and Accruent sign and date the SOW to be binding. With a signed SOW, Accruent creates the project(s) utilizing a project tracking system, Financial Force, that includes key contractual requirements as it relates to Fee, Billing, Schedule, Resource Assignments and Revenue/Cost tracking. Additionally, the ACP Project Manager will maintain a project schedule via MS Project or MS Excel that is reviewed during established progress meetings and a RAID log that tracks Risks, Assumptions, Inputs and Decisions during the project duration. 75 Describe the approach(es) used by your company to align Accruent's Business Executive (sales) supported by Accruent's recommendations with an owner's mission, values and goals. Solutions Engineer will discuss the needs of the owner to determine their goals. Services subject matter experts, typically Directors within Accruent Capital Planning will be asked to provide the scope of services and the fee to support the owner's needs. ACP's assessment service and consulting service offerings are quite extensive and proven and will be the basis for discussion with an owner. If the Accruent Solutions team (sales, engineering, ,i services) believe changes to our scope offerings are required upon consulting with the owner, modifications to Accruent's 8s` standard'scopes of work would take place and be presented to the owner to sign-off prior to commencing the work. 76 Describe your processes or strategies for communications with Management Plan - Accruent has a detailed communication plan an owner at applicable project milestones or events. that is well established and defined during the start of a project. A project will have an assigned Project Manager who will conduct regular progress meetings throughout the phases of the project to maintain open communication. The frequency of progress meetings will be determined during the onset of the project. A project schedule will be provided at project commencement to show the usual phases and milestones of the project, including tasks (noting durations required) for client personnel during the review and feedback/decision process. The project schedule will be maintained by Accruent's Project Manager. The Project Manager will clearly define who oversees each task, communicate at both the project management and assessment team levels, and track changes closely. Regular Meetings & Communication - As it relates to performing condition assessments, the following meetings at a minimum should be expected and participation should be planned for by client: Pre-Survey Planning Meeting: A meeting with Client designated staff prior to the inspection, to confirm goals, methodology and identify existing information to be included in the study. Field Kick —Off Meeting: First thing on the first field day for each teams field inspection trip, for assessors and facility managers to meet each other, discuss how the field work will be done (including any security, passcodes, keys necessary), and identify the most important known issues. Field Debrief: An exit meeting at the end of the team's field inspections trip to recap preliminary findings and highlight any pressing needs such as life safety issues that may require immediate attention. Draft Data Meeting: To present and discuss the draft Facility Condition Assessment data. Final Presentation: A final meeting/presentation to deliver and discuss the Final Facility Condition Report. Progress Meetings: Progress meetings will be held with the intent to discuss and inform the collective team on project status. Meeting notes will be distributed by Accruent and will include date of meeting, attendees, topics discussed, and decisions made. Meeting notes will be submitted to all project representatives for feedback and final acceptance. Meeting notes will serve as one vehicle for project decision point acceptance. Typical progress meeting agenda will include the following: Bid Number: RFP 020421 Vendor Name: Accruent LLC 594 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Overall progress against schedule, will include review and update of project schedule as needed, discuss upcoming milestones, changes to schedule, etc. Items identified by either party during the project execution that require follow-up, decision or escalation or may impose a risk to project completion. A risk management process will be used to address problems that cannot be resolved through routine interactions. Accruent's Project Manager will communicate (at a minimum) weekly with the Client on the progress of high-level risk mitigation activities. • Risk Identification - Potential risks will be identified and documented in the Risk Management Plan. Risks include any occurrence that can potentially cause delays, increase costs, or cause disruption of services. Areas of risk will be identified by any project team member or Client stakeholders, • Risk Assessment - Each risk will be assessed to determine its probability (high, medium, low) of becoming "real" and the impact it might have on success (high, medium, low). Factors that impact risk probability will also identified. • Risk Mitigation - Mitigation strategies and detailed action steps to implement them will be developed and agreed upon. Roles and responsibilities will be defined and communicated. Actions assigned to team members will be tracked to completion, and any residual risk identified and reported. Throughout the risk mitigation activity, the Accruent Project Manager will communicate risks and corrective action plans to Client stakeholders, project team members, and managers. • Risk Tracking - Each risk will be monitored throughout the project. The Accruent Project Manager will be responsible for ensuring related action items are completed and reported at regular intervals. 77 Describe the approach(es) or method(s) used by your Requirements are issues such as systems or components that are company to develop project prioritization recommendations. unsafe, broken/damaged, can no longer perform the intended function, are approaching or have exceeded their useful life spans, do not conform to current codes, or may be an improvement to the facility, such as an energy conservation project. The building condition assessment will typically include capital needs rather than operational, such as major repair to air handling unit vs. changing a fan belt. Capital vs. operational expenses is often set by a dollar minimum threshold, we set this amount at $3,000 typically. The threshold will be agreed upon at the beginning of project. Life Safety deficiencies, if determined, will be identified regardless of dollar threshold amount. Deficiencies that may be remedied with routine maintenance, minor repair or normal operating maintenance are excluded unless its found to be systemic across the entire building asset. Each requirement is individually classified by priority (urgency), category (cause), system, and inspector. Based upon observations, professional judgement and empirical data (Expected Useful Life), the ACP team will prioritize and categorize each deficiency. Each Requirement will be assigned a Priority that indicates its severity and the ideal time frame for correction. These Priorities, their definitions and years offset may be modified based on client preference. Each Requirement will be assigned a category that indicates the cause or reason for the deficiency. The standard Requirement Categories, listed below, include a broad range of topical causes, but may be modified based on client preference. Accruent's VFA.facility software provides an additional level of ranking beyond the requirement priority. Ranking of a requirement as it relates to other facility factors, (e.g. Primary Use of the facility, Public or Private, Current Facility Condition, etc.) can be weighed to advance or suppress similar like requirements across facilities allowing for more strategic project planning when capital funding levels are below the requirement funding needs of the portfolio. Bid Number: RFP 020421 Vendor Name: Accruent LLC 595 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 78 Describe your offerings in terms of addressing an owner's Accruent offers our Energy and Green Building Condition sustainability goals or targets. Assessments to assist clients with reducing their impact to the environment You can find more detail in Section 13 under Energy and Sustainability.As a vendor to the owner,Accruent works hard to minimize our footprint on the environment while performing on-site assessments and delivering assessment report results.Assessment services utilized tablets on-site to reduce paper and printing.We asked that clients provide drawings digitally where possible to accommodate technology use in the field As part of deliverables,Accruent recommends digital outputs of reports to minimize printing of Property Condition Assessment reports that could be in the hundreds to thousands of pages. One of the key outputs of a building condition assessment is ensuring the Owner is equipped with the right data to make sound " investment decisions that meet their business objectives including their sustainability goals. Many times,existing buildings have been neglected and therefore operation and energy costs are higher than new construction.Aged facilities lower drive lower occupancy and utilization of space.We provide consulting services to assist owner's on rationalization of space based on business need, location, condition, etc. We also promote the refurbishment and modernization of existing space over new construction to help an owner minimize new construction environmental impact. If new construction is needed, review of existing conditions and sites may allow for a full building replacement on the existing building footprint. These are examples of how our consulting services team can support the owner post condition assessment to assist them in meeting sustainability goals. Exceptions to Terms, Conditions, or Specifications Form Only those Proposer Exceptions to Terms, Conditions, or Specifications that have been accepted by Sourcewell have been incorporated into the contract text. Bid Number: RFP 020421 Vendor Name:Accruent LLC 596 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 Proposer's Affidavit PROPOSER AFFIDAVIT AND ASSURANCE OF COMPLIANCE I certify that I am the authorized representative of the Proposer submitting the foregoing Proposal with the legal authority to bind the Proposer to this Affidavit and Assurance of Compliance: 1. The Proposer is submitting this Proposal under its full and complete legal name,and the Proposer legally exists in good standing in the jurisdiction of its residence. 2. The Proposer warrants that the information provided in this Proposal is true,correct,and reliable for purposes of evaluation for contract award. 3. The Proposer,including any person assisting with the creation of this Proposal, has arrived at this Proposal'independently and the Proposal has been created without colluding with any other person,company,or parties that have or will submit a proposal under this solicitation;and the Proposal has in all respects been created fairly without any fraud or dishonesty.The Proposer has not directly or indirectly entered into any agreement or arrangement with any person or business in an effort to influence any part of this solicitation or operations of a resulting contract;and the Proposer has not taken any action in restraint of free trade or competitiveness in connection with this solicitation.Additionally, if Proposer has worked with a consultant on the Proposal,the consultant(an individual or a company)has not assisted any other entity that has submitted or will submit a proposal for this solicitation. 4. To the best of its knowledge and belief,and except as otherwise disclosed in the Proposal,there are no relevant facts or circumstances which could give rise to an organizational conflict of interest.An organizational conflict of interest exists when a vendor has an unfair competitive advantage or the vendor's objectivity in performing the contract is,or might be, impaired. 5. The contents of the Proposal have not been communicated by the Proposer or its employees or agents to any person not an employee or legally authorized agent of the Proposer and will not be communicated to any such persons prior to Due Date of this solicitation. 6. If awarded a contract,the Proposer will provide to Sourcewell Participating Entities the equipment,products,and services in accordance with the terms,conditions,and scope of a resulting contract. 7. The Proposer possesses,or will possess before delivering any equipment,products,or services,all applicable licenses or certifications necessary to deliver such equipment,products,or services under any resulting contract. 8. The Proposer agrees to deliver equipment, products,and services through valid contracts, purchase orders,or means that are acceptable to Sourcewell Members. Unless otherwise agreed to,the Proposer must provide only new and first-quality products and related services to Sourcewell Members under an awarded Contract. 9. The Proposer will comply with all applicable provisions of federal,state,and local laws, regulations,rules,and orders. 10. The Proposer understands that Sourcewell will reject RFP proposals that are marked"confidential"(or"nonpublic,"etc.),either substantially or in their entirety.Under Minnesota Statutes Section 13.591,subdivision 4,all proposals are considered nonpublic data until the evaluation is complete and a Contract is awarded.At that point, proposals become public data.Minnesota Statutes Section 13.37 permits only certain narrowly defined data to be considered a"trade secret,"and thus nonpublic data under Minnesota's Data Practices Act. 11. Proposer its employees,agents,and subcontractors are not: a. Included on the"Specially Designated Nationals and Blocked Persons"list maintained by the Office of Foreign Assets Control of the United States Department of the Treasury found at:https://www.treasury.gov/ofac/downloads/sdnlist.pdf; b. Included on the government-wide exclusions lists in the United States System for Award Management found at: https://sam.gov/SAM/;or Bid Number: RFP 020421 Vendor Name:Accruent LLC 597 DocuSign Envelope ID:488CD4C1-A553-4998-AF44-97F5D85E1187 c. Presently debarred,suspended, proposed for debarment,declared ineligible,or voluntarily excluded from programs operated by the State of Minnesota;the United States federal government or the Canadian government,as applicable;or any Participating Entity.Vendor certifies and warrants that neither it nor its principals have been convicted of a criminal offense related to the subject matter of this solicitation. By checking this box I acknowledge that I am bound by the terms of the Proposers Affidavit,have the legal authority to submit this Proposal on behalf of the Proposer,and that this electronic acknowledgment has the same legal effect,validity,and enforceability as if I had hand signed the Proposal. This signature will not be denied such legal effect,validity,or enforceability solely because an electronic signature or electronic record was used in its formation. - James Robb,CFO,Accruent, LLC The Proposer declares that there is an actual or potential Conflict of Interest relating to the preparation of its submission,and/or the Proposer foresees an actual or potential Conflict of Interest in performing the contractual obligations contemplated in the bid. c Yes a No The Bidder acknowledges and agrees that the addendum/addenda below form part of the Bid Document. Check the box in the column"I have reviewed this addendum"below to acknowledge each of the addenda. as ✓ r I have reviewed the below"ad endUT1'�•"and j. ✓ 'Si'f' d '�'£sr E � P� Fife l+la „ � P a t ft ' Pages c3 P 50,5 atl1chments c v �.• ,€'f ags.applicable) Addendum_6_Facility_Assessment and_Planning with_Related_Services_RFP_020421 F 2 Fri January 29 2021 07:52 AM Addendum_5_Facility_Assessment_and_Planning_with_Related_Services_RFP_020421 d, 1 Wed January 27 2021 03:08 PM • Addendum_4 Facility Assessment and_Planning_with Related_Services_RFP 020421 Fr 2 Mon January 25 2021 08:08 AM Addendum_3_FacilityAssessment and_Planning_withRelated Services_RFP_020421 l 1 Mon January 4 2021 04:26 PM Addendum_2_Facility_Assessment and_Planning with_Related_Services_RFP 020421 F 1 Mon January 4 2021 10:44 AM Addendum_1_Facility_Assessment and_Planning_with_Related_Services_RFP_020421 re 1 Wed December 23 2020 09:44 AM 1 • Bid Number: RFP 020421 Vendor Name:Accruent LLC 598 DocuSign Envelope ID:FA589D43-D46D-4F5B-BAD3-5F8E4EEA77D9 ASSIGNMENT AGREEMENT THIS ASSIGNMENT AGREEMENT is by and among Sourcewell;Accruent, LLC, (Accruent), 10500 Alterra Parkway, Suite 110, Austin,TX 78758; and VFA, Inc., 30 Patewood Drive,Suite 350, Greenville,SC 29615 (VFA). 1. Sourcewell awarded contract number 020421-ACT to Accruent for Facility Assessment and Planning with Related Services effective March 23, 2021,through March 24, 2025 (Contract). 2. Accruent and VFA share a common parent corporation, and now Accruent wishes to assign all its rights and responsibilities in the Original Contract to its sister corporation,VFA. 3. The assignment provision of the Contract requires assignment of the Contract only upon written consent of Sourcewell. Assignment 1. This Assignment Agreement will become effective as of the date of the final signature below. 2. Accruent wishes to assign to VFA all of Accruent's rights, responsibilities, and other provisions set forth in the Contract. 3. VFA has obtained a copy of the Contract from Accruent and certifies it will comply with the terms of the Contract. Further, Accruent and VFA understand that this assignment is unconditional and without recourse. 4. Accruent and VFA jointly and severally represent and warrant to Sourcewell that: a. Accruent is not in default of any of its obligations under the Contract. b. VFA is ready, willing, and able to perform all of the obligations and responsibilities of the Contract. c. Accruent and VFA request consent from Sourcewell to this assignment. d. VFA accepts assignment of the provisions of the Contract. Remainder of page intentionally left blank. 1 599 DocuSign Envelope ID:FA589D43-046D-4F5B-BAD3-5F8E4EEA77D9 5. In consideration of the above, Sourcewell consents to the assignment. Accruent, LLC VFA, Inc. t.--bacusigner!by, ,r—.:ooau9igrted by1 By:_ :Yilrt t. By: d Later Kath .L-6A404EF1FTriA'446:,F LCJI I CrA16`iifi8"- er�� wwi gay i AMMO . �aa�toy Chief Financial Officer Vice President, General Counsel 6/15/2021 1 5:51 PM PDT 6/17/2021 1 7:35 AM CDT Date: Date: Sourcewell Sourcewell—APPROVED .OocuSigned by: bocu3igned by BY: MAI Stiainviffil, BY: LL Jeremy GOwa T.92 g" Chad Cuau�4iBig 1•r,Y64ae..., Chief Procurement Officer Executive Director/CEO 6/17/2021 1 8:47 AM CDT 6/17/2021 1 8:51 AM CDT Date: Date: 2 600 DocuSign Envelope ID:899617ED-54A5-48EA-976A-7373BF3688CD AMENDMENT#1 TO CONTRACT#020421-ACT THIS AMENDMENT is effective upon the date of the last signature below by and between Sourcewell and VFA, Inc. (Supplier). Sourcewell awarded a contract to Supplier to provide Facility Assessment and Planning with Related Services, effective March 24, 2021, through March 24, 2025 (Contract). Supplier's terms related to sourced products, found in Supplier's Proposal line item 53 under"Table 11: Pricing and Delivery" is amended to add the following at the end of that section: 1. INTELLECTUAL PROPERTY RIGHTS. a. SaaS Subscriptions. SaaS Subscriptions are provided subjectto the additional terms set forth in Gordian's SaaS Terms of Use found at: https://www.gordian.com/tgg/policy/SaaS-Terms-of-Use.pdf. b. Ownership. Except for rights expressly granted under the Contract, nothing in the Contract shall transfer any of either party's Intellectual Property rights to the other, and each party will retain an exclusive interest in and ownership of its Intellectual Property. Customer does not acquire any ownership interest in Gordian's Intellectual Property. Gordian's Intellectual Property includes, but is not limited to, any work that Gordian creates, acquires, or otherwise has rights in, including any works created pursuant to the Contract, except for any portion of such works that consist of Customer's Intellectual Property. Customer Data will be considered Customer's Intellectual Property. Gordian may, in connection with the provision of the Services hereunder, create, employ, provide, modify, acquire, or otherwise obtain rights in, and any and all Intellectual Property rights, recognized in any country or jurisdiction in the world, now or hereafter existing, whether or not perfected, filed, or recorded. "Intellectual Property" means, without limitation, Data, inventions, technology, patent rights (including patent applications and disclosures), copyrights, trade secrets, trademarks, service marks, trade dress, methodologies, procedures, processes, know-how, tools, utilities, techniques, various concepts, ideas, methods, models, templates, software, source code, object code, algorithms, the generalized features of the structure, sequence and organization of software, user interfaces and screen designs, general purpose consulting and software tools, utilities and routines, logic, coherence and methods of operation of systems, and training methodology and materials c. License to Deliverables. Customer shall have a license to access and use any Deliverables for its internal business purposes. Customer may not allow any third party to access or use any Deliverables without Gordian's prior written consent, provided that if the Deliverables consist of reports, Customer may allow any third v.031224 1 601 DocuSign Envelope ID:899617ED-54A5-48EA-976A-7373BF3688CD party to view such reports without Gordian consent. "Deliverables" means the output generated from any Services. d. Services and Content. The Services and all Content are owned or controlled by Gordian, which retains all right, title, and interest in and to such Services and Content. The Services and all Content contain valuable and proprietary information of Gordian and others and are protected by the copyright and trademark laws of the United States and other countries, international conventions, and other applicable laws. "Services" means any one or combination of software, Data, SaaS subscription or professional services. "Content" means all materials used and accessed by Customer through the Services, including, without limitation, text, images, software, audio and video clips, databases, and Data. "Data" means any data that Gordian makes available to Customer via the Services, including but not limited to construction cost data, regardless of the Services purchased or licensed by Customer. e. Safeguards. Customer must use commercially reasonable efforts to safeguard all - Intellectual Property (including copies thereof) of Gordian from infringement, misappropriation, theft, misuse, or unauthorized access. Customer will promptly notify Gordian if Customer becomes aware of any infringement of Gordian's Intellectual Property rights in the Intellectual Property and fully cooperate with Gordian, at Gordian's sole expense, in any legal action taken by Gordian to enforce its Intellectual Property rights. 2. LIMITED RIGHTS AND OWNERSHIP. a. Reservation of Rights. All rights not expressly granted in the Contract are reserved by Gordian and its licensors. Customer acknowledges that Customer acquires only the right to use the Services and Gordian, its licensors, and content providers shall retain sole and exclusive ownership of and all rights, title, and interest in the Services, including (whether developed by Gordian, Customer or a third party) (a) intellectual property embodied or associated with, (b) deliverables and work product associated with, and (c) all copies and derivative works thereof. b. Ownership of Customer Data. Customer retains sole and exclusive ownership to any'and all Customer Data. "Customer Data" means any data and information that Customer (including any Authorized Users as defined below) provides, generates, transfers or makes available to Gordian in any format. c. Use of Customer Data for Services Improvement. In order to improve the Services, Gordian requires certain rights to use Customer Data. Customer grants to Gordian a non-exclusive, royalty free license, to use Customer Data or other material of Customer for the purpose of performing its obligations under the Contract and to generate aggregated, system-wide collations of usage, industry and business data in an aggregated, non-attributed manner. Except as amended above, the Contract remains in full force and effect. v.031224 2 602 DocuSign Envelope ID:899617ED-54A5-48EA-976A-7373BF3688CD Sourcewell VFA, Inc. 'A-000cccuusigned by: DocuSlgnped by: B " J lI,r,'M� � By: WMO� Lel*, Y' 00ro£A100D00400... rpo2cooDro101c0... Jeremy Schwartz, Director of Operations/CPO Ammon Lesher Date: 6/4/2024 110:23 AM CDT Title: COO Date: 6/4/2024 18:54 AM CDT v.031224 3 603 --= - = ace ities Condition , ,, } t r r t Assessment _....._...._ , ....,...„.„„i, •,• , _ ______ . . • .0•: , , September 17, 2024 Oe. ,.....fi.4- ,.., IT 1,9S1;:o.,A, :-.4.... , ••\,. - .-' 'No... , , ..• .. - - •,•-- , t, '....: :•,.••,..- i.,„.1 .• nu 1:ii.:77f....': :::0,„., .. ,•; i.: -,::. ..,.it,.. i'7,".;7:' e%....±. ,lf: -., ... ':0 .; . . 604 BAC KG RO U N • The City occasionally undertakes conditional assessments of its facilities to determine: • Current state • Identify necessary repairs • Prioritize capital improvement projects. • The last City-wide assessment was done in 2007. �� ; Gra Ns,.,j0 605 FUNDING/SCHEDULE • Gordian Facility Condition Assessment • Funding • Total Project Cost $424,581 .00 • General Fund account number 31440028.82200 • ScheduleAs • Assessment — 90 Days � °•; � • Options — 30 Days : . • Final Recommendation — 20 Days f`'�`'F�1 ►aaaa , ° UNT' 606 NEEDNVHY/BENEFITS , , .. . . . • Accurate and consistent assessments are critical to maintainingthe safety, . Nan functionality, and longevity .,A of these assets and the overall• infrastructureuticyd• e ,,,� .- . � ar `., rr ►soap'# : 607 NE ..., .,„:,,t,,,, .... ... .0 ,s. s„,.10.1".:°„,., :2,4444' *4. , , , , ,, ,, ,., :.N E E D ilArHYI BE • Keyattributes of Gordian's FCA Comprehensive Data Collection e ; + .4,,''4i.4,,.t.,.,,,,p . • „. 1' d�'d:q agy ,,,,,I,k • Standardization and Consistency ' _► • Accurate Cost Estimation :, ,: - I • Efficient Plannin and Prioritization • Integration with Facility Management ' ,04 .•1,n,41 iih.7t c-.8.1',..t,4-.hc'. °. eu n Risk Management , 4 j . • Support for Funding Requests , t1Nrf�j • Long-Term Asset Management t- °°``��,, ,6 'aa;ae t t'6As �,,�'� 40 608 d m TS� s � �a 7, ��a ,1 im' q � a r' x l� " m°^r Questions . ,l',.,44;,:ljZ:77''''''''.2.:';:° '''1'' ' ' ' : '''''''''''';:1,:-,Lt* ,....„A T.'..........,,,''''''--2.,4';:l . :, . •:' ... ..--''..k,,,ft-1p' 11111 i... ,,..,,, ,,,,,...,„,* ,,..„,, ,,,,, ,_,.....,,„ . .1,,,4, ..., , ',/7:%;, :AV,,; i „ „---,....._=_ ... _ , .. ,,,v,,,v,. t. ,, ..,,, ,, ,, „„,,,t.„.. !,.:,,,,_ .11, i : ads r .iritv.„....p---.1: ' -, 1'..e , ° .. '° p y ' >° . ."._ , ^+yam,Y G�° Y5 ?'''''';4;"1: '''. - * . . 8 + - I...`3 • 609