HomeMy WebLinkAbout05-21-2021 REACH Agreement 2021-23DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
AGREEMENT
THIS AGREEMENT is made and entered into in the City of San Luis Obispo on 5/21/2021 9 :16 AM PDT
by and between the CITY OF SAN LUIS OBISPO, a municipal corporation, hereinafter referred to as City,
and REACH hereinafter referred to as Consultant.
WITNESSETH:
WHEREAS, the City wants to receive Regional Economic Development Services from the
Consultant; and
WHEREAS, Consultant is qualified to perform this type of service and has submitted a proposal dated
April 8, 2021 to do so which has been accepted by City.
NOW THEREFORE, in consideration of their mutual promises, obligations and covenants hereinafter
contained, the parties hereto agree as follows:
1. TERM. The term of this Agreement shall be from the date this Agreement is made and
entered, as first written above, until acceptance and completion of said services.
2. INCORPORATION BY REFERENCE The Contractor's fees and scope of work are
incorporated in and made a part of this Agreement attached as Exhibit A. The City's terms and conditions
are hereby incorporated in an made a part of this Agreement as Exhibit B. The City's insurance requirements
and contractors proof of insurance are hereby incorporated in and made part of this Agreement attached as
Exhibit C. To the extent that there are any conflicts between the Contractor's fees and scope of work and the
City's terms and conditions, the City's terms and conditions shall prevail, unless specifically agreed otherwise
in writing signed by both parties.
3. CITY'S OBLIGATIONS. For providing services as specified in this Agreement, City will
pay and Consultant shall receive therefor compensation in a total sum not to exceed $50,000 ($25,000 per
fiscal year).
4. CONSULTANT'S OBLIGATIONS. For and in consideration of the payments and
Agreements herein before mentioned to be made and performed by City, Consultant agrees with City to
provide services as set forth in Exhibit A.
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5. AMENDMENTS. Any amendment, modification or variation from the terms of this
Agreement shall be in writing and shall be effective only upon approval by the City Council or City Manager
of the City.
6. COMPLETE AGREEMENT. This written Agreement, including all writings specifically
incorporated herein by reference, shall constitute the complete Agreement between the parties hereto. No
oral Agreement, understanding, or representation not reduced to writing and specifically incorporated herein
shall be of any force or effect, nor shall any such oral Agreement, understanding, or representation be binding
upon the parties hereto.
7. NOTICE. All written notices to the parties hereto shall be sent by United States mail,
postage prepaid by registered or certified mail addressed as follows:
City City Administration
City of San Luis Obispo
990 Palm Street
San Luis Obispo, CA 93401
Attn: Lee Johnson, Economic
Development Manager
Consultant/Consultant
REACH
3765 S Higuera St # 102
San Luis Obispo, CA 93401
ATTN: Melissa James
8. AUTHORITY TO EXECUTE AGREEMENT. Both City and Consultant do covenant
that each individual executing this Agreement on behalf of each party is a person duly authorized and
empowered to execute Agreements for such parry.
IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and
year first above written.
CITY OF SAN LUIS OBISPO, A Municipal Corporation
By:
Derek Johnson, City Manager
APPROVED AS TO FORM:
By:
J. Christine Dietrick, City Attorney
REACH
By:
Melissa James, REACH President & CEO
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EXHIBIT A
L Responsibilities of REACH
A. MISSION:
1. REACH is an economic impact organization working through a public -private partnership
of local businesses, governments, education, and nonprofit partners to retain, attract, grow,
and create sustainable businesses in the two county Central Coast Region, including San
Luis Obispo and Santa Barbara Counties.
B. GOALS:
REACH is guided by and strategically focused on the following specific long-range goals as
outlined in the REACH 2O30 Plan:
1. ACCELERATE JOB GROWTH IN TARGET INDUSTRIES
By bolstering industry segments, such as aerospace and defense, precision manufacturing,
agritech, technology and energy/clean tech
2. CREATE WORLD -CLASS INNOVATION HUBS
By optimizing Diablo Canyon and Vandenberg Air Force Base as economic engines
3. BREAK DOWN BARRIERS TO JOB CREATION
By addressing housing, transportation, water and related challenges and embracing
innovative financing tools
4. PREPARE RESIDENTS FOR THE JOBS OF TODAY AND TOMORROW
By aligning educational and workforce opportunities
C. RETENTION AND EXPANSION POLICY:
1. REACH's primary role is developing the Central Coast Region's market intelligence
strategy for high -wage industry sectors in coordination with representatives of local
communities.
2. Both Parties understand that retention and expansion of existing businesses within
communities is primarily a local issue, but REACH will confidentially assist local leaders
on these projects as outlined in the guiding principles document.
3. REACH will support communities' efforts to retain and expand existing businesses
through coordinating regional support, providing data, and supporting lead generation, lead
management and key retention and expansion projects, as requested by the local
community.
4. REACH will advise communities when an existing company contacts REACH regarding
a retention or expansion issue, subject to any legal and/or contractual non -disclosure
obligations.
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D. ACTION PLANS:
In accordance with the Mission, Goals, and Retention and Expansion Policy set forth above and
subject to the availability of adequate funding, REACH shall implement strategic action plans
adopted by its Board of Directors in coordination with the REACH Council with input from the
SLO County and/or Santa Barbara County advisory bodies as deemed appropriate. The Public
Jurisdiction shall be entitled to provide input on these action plans through its participation in these
advisory groups as specified in Sections III.A and III.B of this Agreement.
The Public Jurisdiction acknowledges and agrees that REACH, in reasonable judgment, with
proper notice, in accordance with its own practices and procedures and under the guidance of the
organizational engagement bodies such as the REACH Council, Board of Directors, and REACH
Founders circle may substitute, change, reschedule, cancel, or defer certain activities as required
by a result of changing market conditions, funding availability, or other circumstances beyond
REACH's reasonable control.
E. PERFORMANCE TARGETS:
Specific performance targets shall be established by REACH's Board of Directors and shall be
used to evaluate and report progress on REACH's implementation of strategic action plans.
REACH will provide annual reports to the Public Jurisdiction detailing its progress in
implementing such plans based on performance metrics. As required by a result of changing
market conditions, funding availability, or other circumstances beyond REACH's reasonable
control, these performance targets may be revised with the approval of the Board of Directors.
F. PRACTITIONER NETWORK
REACH will organize and lead the Practitioner Network which will develop and follow set
protocol for issues such as: business attraction, retention, and expansion; external marketing and
communications; and permitting streamlining. The Public Jurisdiction may appoint one
representative to the taskforce as outlined in Section 111.13. of this Agreement.
II. RESPONSIBILITIES OF THE PUBLIC JURISTICTION
A. STAFF SUPPORT OF REACH'S EFFORTS:
The Public Jurisdiction shall provide staff support to REACH's economic development efforts
as follows:
1. The Public Jurisdiction shall respond to leads or prospects referred by REACH in a
professional manner within the time frame specified by the lead or prospect if the Public
Jurisdiction desires to compete and if the lead is appropriate for the Public Jurisdiction.
When possible, the Public Jurisdiction agrees to provide its response in the format
developed jointly by REACH and the Practitioner Network.
2. The Public Jurisdiction shall provide appropriate local hospitality tours, and briefings for
prospects visiting sites in the Public Jurisdiction.
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3. The Public Jurisdiction shall provide an official economic development representative
to represent the Public Jurisdiction on the Practitioner Network, which works in
collaboration with REACH and other economic development professionals regionwide to
promote the Central Coast region in order to attract, retain, and expand local business.
4. The Public Jurisdiction shall use its best efforts to timely respond to special requests by
REACH for specific information about the Public Jurisdiction within the time frame
specified in such request.
5. In order to enable REACH to be more sensitive and responsive to the Public
Jurisdiction's requirements, the Public Jurisdiction shall, at its sole option, deliver to
REACH copies of any economic development strategies approved by the Public
Jurisdiction, work plans, programs, and evaluation criteria. REACH shall not disclose the
information to outside parties.
6. The Public Jurisdiction shall use its best efforts to cause an economic development
professional representing the Public Jurisdiction to attend all events and other functions to
which the Public Jurisdiction has committed itself.
7. The Public Jurisdiction agrees to work with REACH to improve the Public Jurisdiction's
competitiveness and market readiness to support the growth and expansion of targeted
industries.
B. RECOGNITION OF REACH:
The Public Jurisdiction agrees to recognize REACH as the Public Jurisdiction's officially
designated regional economic development organization.
III. ADDITIONAL AGREEMENTS OF THE PARTIES
A. REACH COUNCIL REPRESENTATION:
The Public Jurisdiction shall have one (1) representative on the REACH Council. The
Councilmember under this paragraph shall be the highest-ranking non -elected official with the
Public Jurisdiction. This highest-ranking non -elected official shall be permitted to delegate his or
her position in coordination with REACH. Any such Councilmember (the representative or his or
her designee) will be qualified to serve on the REACH Council only if the Public Jurisdiction
remains current on its annual contribution at an amount equal to or greater than $10,000.
B. PRACTITIONER'S NETWORK REPRESENTATION:
The Public Jurisdiction shall also appoint one (1) economic development professional from its
staff, local economic development partner organization, or other qualified community member,
subject to the approval of REACH, to represent the Public Jurisdiction on REACH's Practitioner
Network, which works in collaboration with REACH and other economic development
professionals regionwide to promote the Central Coast region in order to attract, retain, and expand
local business.
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C. SLO ADVISORY REPRESENATION:
The Public Jurisdiction shall also appoint one (1) elected official subject to the approval of
REACH, to represent the Public Jurisdiction on REACH's SLO Advisory Body, which provides
recommendations to the board on issues impacting the SLO County Region.
D. PROVISION OF ASSISTANCE:
When requested and appropriate, REACH will use its best efforts to provide assistance and support
to the Public Jurisdiction's economic development staff for business location prospects identified
and qualified by the Public Jurisdiction and assist the Public Jurisdiction with presentations to
prospects in the Public Jurisdiction or corporate locations.
E. COMPENSATION:
1.The Public Jurisdiction agrees to pay $50,000 for services to be provided by REACH
pursuant to the Agreement during the period of performance (July 1, 2021- June 30 2023),
as set forth in this Agreement.
2. Nothing herein shall preclude the Public Jurisdiction from contracting separately with
REACH for services to be provided in addition to those to be provided hereunder, upon
terms and conditions to be negotiated by the Public Jurisdiction and REACH.
3. REACH shall submit one invoice to the Public Jurisdiction on or before July 1, 2021.
The Public Jurisdiction shall submit full payment within the first quarter of its fiscal year
beginning July 1. 2021.
E. COOPERATION:
1. The purpose of this Agreement is to set forth the regional economic development
program that REACH agrees to undertake, the support that the Public Jurisdiction agrees to
provide, the respective roles of REACH and the Public Jurisdiction, and the payments of
the Public Jurisdiction to REACH for the fiscal year ending June 30, 2023.
2. The parties acknowledge that REACH is a cooperative organization effort between
REACH and local communities. Accordingly, the Public Jurisdiction and REACH covenant
and agree to work together in a productive and harmonious manner, to cooperate in
furthering REACH's goals.
3. The Public Jurisdiction agrees to work with REACH, as necessary or appropriate, to
revise the performance measures, benchmarks, and/or goals for the FY2022-FY2023 two
year contract.
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PROPOSAL TO:
THE CITY OF SAN LUIS OBISPO
FOR:
ECONOMIC IE
PARTNERSHI
REACH
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TABLE OF CONTENTS
Executive Summary
About REACH
REACH 2O30
Proposal Overview
Scope of Work
Team
2
3
S
6
8
11
REACH
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EXECUTIVE SUMMARY
REACH and the local communities have built a strong foundation of partnership that can be
harnessed for much -needed action related to economic recovery and resilience. This was first
seen with the creation of the REACH 2O30 Plan that was unveiled in July of 2020, and later in the
response to the COVID-19 crisis where REACH marshaled its resources and connections to
anticipate and support immediate community needs by partnering with government and leading
development on the San Luis Obispo County START reopening guide.
To support our economic planning and action over the near- and mid-term, REACH is proposing
a partnership with the City of San Luis Obispo that focuses on post -pandemic economic recovery
as well as the need to reinvent, restructure, and build deeper resilience into our local economy.
A quick look at the landscape we were facing before we entered the global pandemic of COVID-
19 tells us that people are struggling. In our region before the pandemic: two out of three of our
jobs paid less than $50,000, and these low -wage jobs have been growing faster than any other
income level; 86% of residents did not believe youth today would be able to afford a life on the
Central Coast as adults; and despite what was the longest economic expansion in our nation's
history, half of our jobs had a median wage of $25,000 a year.
While we still don't know the full impacts of COVID-19 on the economic well-being of our
businesses, our employees and their families, we know with certainty that people in our region
were struggling before and it has only gotten worse. Put simply, the COVID-19 pandemic has
underscored the weaknesses in our regional economy: we lack resilience, we are over -reliant on
low-payingjobs, and these jobs are particularly vulnerable to the pandemic due to their intensely
consumer -facing nature. By increasing economic diversity in the form of growing target
industries, we can build a more resilient economy that creates not only higher -paying jobs but
also jobs and businesses that are less vulnerable to future shocks — whether from the current
pandemic or unforeseen causes. These challenges must be addressed if we are to build a thriving
economy that can withstand the next recession.
In the same way that the response to COVID-19 has required extensive coordination and unity
across sectors of our communities, the much -needed economic recovery can't be met with
disjointed and fragmented responses. It can't be met with a government -only solution. It will
require collaboration, coordination and a deep understanding that we are interdependent upon
one another and that we need to work together to ensure a healthy, prosperous future for our
region and the people in it. In this spirit, REACH will work as a convener and catalyst to ensure
public, private, education and non-profit sectors work together to ensure our region's economic
planning and action is unified and successful.
REACH
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ABOUT REACH
REACH is a private sector -led economic impact organization designed to drive action and
economic planning across industry sectors, county lines and political aisles. To do that, REACH
works with a large and diverse network of civic organizations, private -sector leaders, and
government and education partners to drive key initiatives that advance the economic health of
the region and the people in it.
The mission of REACH is to increase economic prosperity through big thinking, bold action and
regional collaboration in pursuit of a vision that the Central Coast will be a place where current
and future generations have the opportunity to thrive.
The work of REACH is guided by a triple -bottom -line approach, balancing social, economic and
environmental sustainability with the following principles that guide the work:
1. PEOPLE FIRST
We commit to creating an inclusive
economy that raises the standard of living
for all.
2. ECONOMIC RESILIENCE
We aim to foster an economy that is
diverse, sustainable and not over -reliant
on any one sector.
3. THE LONG GAME
We take the long view, working to ensure
that future generations have the
opportunity to live, work and thrive here.
4. ENVIRONMENTAL STEWARDSHIP
We treasure our natural resources and
commit to embedding a sustainability
mindset in our systems and decisions.
S. RISE TOGETHER
We rise above competing interests and
embrace collaboration in order to create
greater economic prosperity for all.
REACH
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REACH was established to serve a pressing need across the Central Coast region to build the
strategy and partnerships and drive the action needed to support economic expansion and job
creation. Initiatives and projects are advanced in partnership with many stakeholders and
require detailed planning, efficient alignment of effort and resources, and the agility to respond
to emerging opportunities. Modeled after successful regional economic development
organizations across the country, the role of REACH is to convene and catalyze the ecosystem of
partners. REACH does this in the following ways:
1. DRIVE: REACH takes the lead on regional high -impact initiatives requiring multiple
stakeholder collaboration.
2. FOSTER: REACH works to convene key target industries with the goal of harnessing
accelerated growth opportunities.
3. SUPPORT: REACH supports the efforts of public and nonprofit sectors already doing the
work of regional planning and economic development to ensure those efforts are
integrated and optimized.
4. MEASURE: REACH utilizes economic data to develop performance measurements that
track progress toward our goal of inclusive economic well-being.
REACH
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REACH 2O30
REACH 2O30 is an action plan for job creation on the Central Coast, created in partnership with
the County of San Luis Obispo and the seven cities, along with other local government entities,
education partners, business representatives, and community organizations across SLO and
Santa Barbara Counties with a goal of creating 15,000 new good -paying jobs across the Central
Coast by 2030.
The process included data -gathering and analysis, followed by a poll gauging the outlook of the
regional workforce. REACH then brought in the expertise of Deloitte, the world's largest
consultancy, to help identify ways to unlock economic potential. REACH conducted 5 facilitated
engagements with leaders in each part of the region, 2 day -long tactical sessions aimed at
amplifying the potential of two major assets, Diablo Canyon and Vandenberg AFB, and an
immersive, two-day event with top regional leaders and Gov. Newsom's chief economic and
business advisor. Months of research and collaborative engagement were distilled into an action
plan that will direct our collective efforts now and over the decade to come with a strategic goal
of creating more high -paying jobs for more people for more inclusive economic prosperity.
This plan details four comprehensive strategic priorities, six strategic initiatives, and dozens of
actions designed to fortify the Central Coast economy by building more economic diversity and
resilience into the economy over the mid and long term:
1. ACCELERATE JOB GROWTH IN TARGET INDUSTRIES
By bolstering industry segments, such as aerospace and defense, agritech, technology
and energy/clean tech
2. CREATE WORLD -CLASS INNOVATION HUBS
By optimizing Diablo Canyon and Vandenberg Air Force Base as economic engines
3. BREAKDOWN BARRIERS TO JOB CREATION
By addressing housing, transportation, water and related challenges and embracing
innovative financing tools
4. PREPARE RESIDENTS FOR THE JOBS OF TODAY AND TOMORROW
By aligning educational and workforce opportunities
The full plan can be viewed at:
https://reachcentraIcoast.org/wp-content/uploads/2020/07/REACH2O30 ActionPlan.pdf
REACH
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PROPOSAL OVERVIEW
REACH is proposing a partnership with the City of San Luis Obispo to support economic expansion
and job creation on the Central Coast.
Over the next 24 months, REACH proposes partnership with the City of San Luis Obispo on the
following activities:
1. Inventory, map, and make publicly available assets and data tools that support
economic expansion
This data will be hosted on an online platform and will support policymakers and business
leaders in understanding the assets and opportunities specifically for the City of San Luis
Obispo as well as the broader region. Data will be hosted on the REACH website and
accessible to the public and will include:
1) Commercial property inventory and search functionality
2) Demographic data
3) Heat maps
4) Transportation assets
5) Industry mapping
6) Business search
7) Talent pool
8) Interactive maps
9) Local GIS layers
10) Wage data
2. Promote, represent and advocate for the City of San Luis Obispo as a key stakeholder
in the Central Coast Super Region
Within the overarching regional business case brand, REACH will develop city specific
data, hosted on a unique webpage, to promote strengths and assets of the City of San
Luis Obispo as an economic driver within the Central Coast Super Region.
REACH will represent the region with statewide organizations such as GO -Biz, CA Fwd, CA
Stewardship Network, REAL Coalition and the Governor's Military Council in order to
increase competitiveness, foster investment, create statewide recognition and ultimately
expand opportunity on the Central Coast.
REACH
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3. Participation in REACH advisory and tactical bodies
REACH Council —
The city manager or designee will have a seat on the REACH Council.
The REACH Council meets bimonthly as the steering committee of the REACH
2030 plan with a charge to guide the implementation of strategic initiatives.
Those lending their expertise and ideas represent the spectrum of leaders from
government, education, nonprofit and private sector industry including
technology, manufacturing, banking, development, transportation, healthcare
and beyond.
Practitioner Network —
One designee and one alternate from the city and/or chamber that hold a role related to
economic development, will serve on the Practitioner Network.
The Practitioner Network is a united group of regional economic development
professionals from government, chambers of commerce and other organizations
who work together on business attraction, retention and expansion efforts. The
network — represented by a designated spot on the REACH board and supported
by a key staff position — doesn't replace individual community and organizational
retention and place -making efforts but pulls focus and resources together
to amplify opportunities for business attraction and expansion, increase the
region's competitiveness and tell its story beyond our borders.
SLO Advisory —
One designee from the City Council will be invited to serve on the SLO Advisory.
Meeting bi-monthly the purpose of the SLO Advisory is to act as an advisory body to the
Board of Directors on issues affecting SLO County. The SLO Advisory will be comprised of
individuals from the private sector, education, non-profit as well as government.
REACH
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Table 1: Scope of Work
Activity (Name & Description) City REACH REACH Deliverables
REACH 2O30 1 10 Year Strategy Implementation
(1) Develop a regional Comprehensive Economic
Strategic Priority 1:
Development Strategy (CEDS), and industry consortia
Accelerate Job Growth in
formation in partnership with the EDA and regional
Target Industries aligned with
Support
Lead
stakeholders
the City of San Luis Obispo's
(2) Develop Covid economic impact analysis to
goals and objectives
understand industry, job, and workforces impacts
and trends
(1) Coordinate and align regional stakeholders to
execute a plan of action to support safe
Strategic Priority 2:
decommissioning and future reuse at Parcel P.
Create World Class
(2) Develop feasibility studies and economic impact
Innovations Hubs (Influence
Support
Lead
analysis of future reuse opportunities at Parcel P
the Transformation of Diablo
Canyon)
(3) Advocacy at state and federal level to achieve safe
decommissioning and future reuse opportunities
Strategic Priority 3:
(1) Develop policy recommendations and best practices
Breakdown Barriers to Job
Support
Lead
to support infrastructure and housing
Creation
(1) Work in coordination with talent development
providers (Cuesta, Cal Poly, SLO Partners, WDB) to
Strategic Priority 4:
upskill workforce
Prepare our residents for the
Support
Lead
jobs of the future
(2) Coordinate industry roundtables in target industries
to align talent and workforce development
outcomes
REACH
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REACH Economic Development Programmatic Activities and Deliverables
Inventory, map, and make
publicly available assets and
data that support economic
expansion
Support
Lead
(1) Host a web -based data tool that details city -specific
economic metrics such as demographic data, wage
data, workforce data.
(2) Host a web -based asset map that showcases physical
assets such as airports, broadband, opportunity
zones, etc.
(3) Maintain an inventory of commercial property by
region, county, sub -region, city, and town.
(1) Develop a relocation business case (why to grow
your business here) for the City of San Luis Obispo
to use to retain and expand identified industries
that can create quality jobs in significant
quantities.
Promote, represent and
(2) Coordinate and support the development of city
advocate for the City of San
specific business attraction proposals to support
Luis Obispo as a key
Support
Lead
the relocation and expansion of business through
stakeholder in the Central
custom marketing proposals on an as needed basis.
Coast Super Region
(3) Promote and represent the City of San Luis Obispo
in regular meetings with statewide organizations
and associations such as GO -Biz, CA Fwd, CA
Stewardship Network, REAL Coalition, and the
Governor's Military Council
(1) REACH will support the city's economic
development efforts by providing the forum for
regional coordination, lead generation and
Enable the expansion,
follow up through the Practitioner's Network
attraction and retention of
Lead
Support
business in the City of San Luis
(2) REACH will promote the expansion, attraction,
Obispo
and startup of new business throughout the
Region creating more economic activity and
opportunity; the City will work to create the
conditions for economic development at the City
level.
REACH
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(3) Advance priorities and programs identified for
action by the Practitioner's Network and REACH
Council that support economic recovery and
resilience.
(1) Practitioner Network— meets monthly
- Sub -working groups develop actions related
to policy best practices, site -specific
redevelopment opportunities, and
city/regional marketing and business
prospect development
(2) REACH Council — meets bimonthly
Participation on REACH
- Providing steering/priority guidance on
strategy, advisory and tactical
Support
Lead
REACH 2O30 implementation
bodies
- Year 1 priorities: Diablo
Decommissioning/Future use Project; target
industry development; renewable energy;
COVID-19 economic recovery
(3) SLO Advisory — meets bimonthly
- Education on projects and policies related
to the economic vitality of SLO county and
the seven cities.
Fees
To be invoiced upon agreement execution for the amount of $50,000, which is for two years at
$25,000 per year for a total of $50,000.
REACH
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TEAM
REACH Team
Description
Melissa James
Melissa James is President and CEO of REACH. She has a decade of
President/CEO, REACH
experience in public policy and strategic communications, having served in
senior roles in the California State Senate and for a nationally recognized
public affairs, media and polling firm in Sacramento.
Melissa has worked with and for the Central Coast region for the last 10 years
with a recent focus on economic development initiatives in the areas of
housing, infrastructure planning, regional collaboration, job creation and
civility, where she earned a reputation for building highly effective coalitions
and teams. Melissa will provide strategic guidance on SOW execution and lead
partner engagement, as well as oversee SOW execution and progress.
Andrew Hackleman
Andrew Hackleman is a retired military officer with more than 20 years of
COO, REACH
experience leading strategy and analysis efforts. He also has experience
leading teams on DoD Sustainment/Acquisition Programs, in excess of $5.913.
In addition, he has led dozens of capital, technical and operational projects.
Andrew has an extensive background in strategy, analysis and performance
measurement having authored peer reviewed journal article/conference
proceedings, and he has written long-term strategy documents for developing
180,000-employee logistics workforce as well as leading the development of a
performance measurement system for the Air Force Nuclear Weapons Center.
Andrew will oversee the day-to-day activities detailed in the SOW, as well as
Applicant relations and performance.
Julie Sinton Pruniski
Julie brings more than 20 years of project management and consulting
Director of Strategic
experience for nonprofit and for -profit organizations, the last 12 advising
Initiatives
philanthropic organizations on strategic planning, organizational development
and structural assessments, and implementing multi -year learning
collaboratives. She helped launch a women's fertility preservation start-up
that received national press, led the development of web and print
publications for Fortune 500 clients and worked in human capital consulting at
Arthur Andersen. She holds a BA from Stanford University and an MBA from
Vanderbilt University.
In addition to the above, it is anticipated that REACH will rely upon and use sub -contractors, additional
staff and other partners in carrying out the terms of this Statement of Work. REACH is solely responsible
for ensuring sub -contractors and others follow the terms of this grant agreement.
REACH
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Exhibit B
GENERAL TERMS AND CONDITIONS
1. Insurance Requirements. The Contractor shall provide proof of insurance in the form,
coverages and amounts specified by the City in Exhibit C.
2. Business License & Tax. The Contractor must have a valid City of San Luis Obispo
business license & tax certificate before execution of the contract. Additional information
regarding the City's business tax program may be obtained by calling (805) 781-7134.
3. Ability to Perform. The Contractor warrants that it possesses, or has arranged through
subcontracts, all capital and other equipment, labor, materials, and licenses necessary to carry out
and complete the work hereunder in compliance with all federal, state, county, city, and special
district laws, ordinances, and regulations.
4. Laws to be Observed. The Contractor shall keep itself fully informed of and shall
observe and comply with all applicable state and federal laws and county and City of San Luis
Obispo ordinances, regulations and adopted codes during its performance of the work.
5. Payment of Taxes. The contract prices shall include full compensation for all taxes that
the Contractor is required to pay.
6. Permits and Licenses. The Contractor shall procure all permits and licenses, pay all
charges and fees, and give all notices necessary.
7. Safety Provisions. The Contractor shall conform to the rules and regulations pertaining
to safety established by OSHA and the California Division of Industrial Safety.
8. Public and Employee Safety. Whenever the Contractor's operations create a condition
hazardous to the public or City employees, it shall, at its expense and without cost to the City,
furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other
devices and take such other protective measures as are necessary to prevent accidents or damage
or injury to the public and employees.
9. Preservation of City Property. The Contractor shall provide and install suitable
safeguards, approved by the City, to protect City property from injury or damage. If City
property is injured or damaged resulting from the Contractor's operations, it shall be replaced or
restored at the Contractor's expense. The facilities shall be replaced or restored to a condition as
good as when the Contractor began work.
10. Immigration Act of 1986. The Contractor warrants on behalf of itself and all
subcontractors engaged for the performance of this work that only persons authorized to work in
the United State pursuant to the Immigration Reform and Control Act of 1986 and other
applicable laws shall be employed in the performance of the work hereunder.
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DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
11. Contractor Non -Discrimination. In the performance of this work, the Contractor
agrees that it will not engage in, nor permit such subcontractors as it may employ, to engage
in discrimination in employment of persons because of age, race, color, sex, national origin
or ancestry, sexual orientation, or religion of such persons.
12. Work Delays. Should the Contractor be obstructed or delayed in the work required to
be done hereunder by changes in the work or by any default, act, or omission of the City, or by
strikes, fire, earthquake, or any other Act of God, or by the inability to obtain materials,
equipment, or labor due to federal government restrictions arising out of defense or war
programs, then the time of completion may, at the City's sole option, be extended for such
periods as may be agreed upon by the City and the Contractor. In the event that there is
insufficient time to grant such extensions prior to the completion date of the contract, the City
may, at the time of acceptance of the work, waive liquidated damages that may have accrued
for failure to complete on time, due to any of the above, after hearing evidence as to the
reasons for such delay, and making a finding as to the causes of same.
13. Payment Terms. The City's payment terms are 30 days from the receipt of an original
invoice and acceptance by the City of the materials, supplies, equipment, or services provided
by the Contractor (Net 30).
14. Inspection. The Contractor shall furnish City with every reasonable opportunity for
City to ascertain that the services of the Contractor are being performed in accordance with the
requirements and intentions of this contract. All work done, and all materials furnished, if any,
shall be subject to the City's inspection and approval. The inspection of such work shall not
relieve Contractor of any of its obligations to fulfill its contract requirements.
15. Audit. The City shall have the option of inspecting and/or auditing all records and other
written materials used by Contractor in preparing its invoices to City as a condition precedent
to any payment to Contractor.
16. Interests of Contractor. The Contractor covenants that it presently has no interest, and
shall not acquire any interestdirect, indirect or otherwise —that would conflict in any manner
or degree with the performance of the work hereunder. The Contractor further covenants that,
in the performance of this work, no subcontractor or person having such an interest shall be
employed. The Contractor certifies that no one who has or will have any financial interest in
performing this work is an officer or employee of the City. It is hereby expressly agreed that,
in the performance of the work hereunder, the Contractor shall at all times be deemed an
independent contractor and not an agent or employee of the City.
DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
17. Hold Harmless and Indemnification.
(a) Non -design, non -construction Professional Services: To the fullest extent permitted by
law (including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant
shall indemnify, defend, and hold harmless the City, and its elected officials, officers,
employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes
of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal
counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or
Consultant's failure to perform its obligations under this Agreement or out of the operations
conducted by Consultant, including the City's active or passive negligence, except for such
loss or damage arising from the sole negligence or willful misconduct of the City. In the event
the City Indemnitees are made a parry to any action, lawsuit, or other adversarial proceeding
arising from Consultant's performance of this Agreement, the Consultant shall provide a
defense to the City Indemnitees or at the City's option, reimburse the City Indemnitees their
costs of defense, including reasonable legal fees, incurred in defense of such claims.
(b) Non -design, construction Professional Services: To the extent the Scope of Services
involve a "construction contract" as that phrase is used in Civil Code Section 2783, this
paragraph shall apply in place of paragraph A. To the fullest extent permitted by law
(including, but not limited to California Civil Code Sections 2782 and 2782.8), Consultant
shall indemnify, defend, and hold harmless the City, and its elected officials, officers,
employees, volunteers, and agents ("City Indemnitees"), from and against any and all causes
of action, claims, liabilities, obligations, judgments, or damages, including reasonable legal
counsels' fees and costs of litigation ("claims"), arising out of the Consultant's performance or
Consultant's failure to perform its obligations under this Agreement or out of the operations
conducted by Consultant, except for such loss or damage arising from the active negligence,
sole negligence or willful misconduct of the City. In the event the City Indemnitees are made a
parry to any action, lawsuit, or other adversarial proceeding arising from Consultant's
performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees
or at the City's option, reimburse the City Indemnitees their costs of defense, including
reasonable legal fees, incurred in defense of such claims.
(c) Design Professional Services: In the event Consultant is a "design professional", and the
Scope of Services require Consultant to provide "design professional services" as those
phrases are used in Civil Code Section 2782.8, this paragraph shall apply in place of
paragraphs A or B. To the fullest extent permitted by law (including, but not limited to
California Civil Code Sections 2782 and 2782.8) Consultant shall indemnify, defend and hold
harmless the City and its elected officials, officers, employees, volunteers and agents ("City
Indemnitees"), from and against all claims, damages, injuries, losses, and expenses including
costs, attorney fees, expert consultant and expert witness fees arising out of, pertaining to or
relating to, the negligence, recklessness or willful misconduct of Consultant, except to the
extent caused by the sole negligence, active negligence or willful misconduct of the City.
Negligence, recklessness or willful misconduct of any subcontractor employed by Consultant
shall be conclusively deemed to be the negligence, recklessness or willful misconduct of
Consultant unless adequately corrected by Consultant. In the event the City Indemnitees are
made a party to any action, lawsuit, or other adversarial proceeding arising from Consultant's
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DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
performance of this Agreement, the Consultant shall provide a defense to the City Indemnitees
or at the City's option, reimburse the City Indemnitees their costs of defense, including
reasonable legal fees, incurred in defense of such claims. In no event shall the cost to defend
charged to Consultant under this paragraph exceed Consultant's proportionate percentage of
fault. However, notwithstanding the previous sentence, in the event one or more defendants is
unable to pay its share of defense costs due to bankruptcy or dissolution of the business,
Consultant shall meet and confer with other parties regarding unpaid defense costs.
(d) The review, acceptance or approval of the Consultant's work or work product by any
indemnified parry shall not affect, relieve or reduce the Consultant's indemnification or
defense obligations. This Section survives completion of the services or the termination of
this contract. The provisions of this Section are not limited by and do not affect the provisions
of this contract relating to insurance.
18. Contract Assignment. The Contractor shall not assign, transfer, convey or otherwise
dispose of the contract, or its right, title or interest, or its power to execute such a contract to
any individual or business entity of any kind without the previous written consent of the City.
19. Termination for Convenience. The City may terminate all or part of this Agreement
for any or no reason at any time by giving 30 days written notice to Contractor. Should the
City terminate this Agreement for convenience, the City shall be liable as follows: (a) for
standard or off -the -shelf products, a reasonable restocking charge not to exceed ten (10)
percent of the total purchase price; (b) for custom products, the less of a reasonable price for
the raw materials, components work in progress and any finished units on hand or the price per
unit reflected on this Agreement. For termination of any services pursuant to this Agreement,
the City's liability will be the lesser of a reasonable price for the services rendered prior to
termination, or the price for the services reflected on this Agreement. Upon termination notice
from the City, Contractor must, unless otherwise directed, cease work and follow the City's
directions as to work in progress and finished goods.
20. Termination. If, during the term of the contract, the City determines that the
Contractor is not faithfully abiding by any term or condition contained herein, the City may
notify the Contractor in writing of such defect or failure to perform. This notice must give the
Contractor a 10 (ten) calendar day notice of time thereafter in which to perform said work or
cure the deficiency.
If the Contractor has not performed the work or cured the deficiency within the ten days
specified in the notice, such shall constitute a breach of the contract and the City may
terminate the contract immediately by written notice to the Contractor to said effect.
Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights
under the contract except, however, any and all obligations of the Contractor's surety shall
remain in full force and effect, and shall not be extinguished, reduced, or in any manner
waived by the terminations thereof.
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DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
In said event, the Contractor shall be entitled to the reasonable value of its services performed
from the beginning date in which the breach occurs up to the day it received the City's Notice
of Termination, minus any offset from such payment representing the City's damages from
such breach. "Reasonable value" includes fees or charges for goods or services as of the last
milestone or task satisfactorily delivered or completed by the Contractor as may be set forth in
the Agreement payment schedule; compensation for any other work, services or goods
performed or provided by the Contractor shall be based solely on the City's assessment of the
value of the work -in -progress in completing the overall work scope.
The City reserves the right to delay any such payment until completion or confirmed
abandonment of the project, as may be determined in the City's sole discretion, so as to permit
a full and complete accounting of costs. In no event, however, shall the Contractor be entitled
to receive in excess of the compensation quoted in its proposal.
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DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
Exhibit C — Insurance
The Contractor shall procure and maintain for the duration of the contract insurance against
claims for injuries to persons or damages to property which may arise from or in connection
with the performance of the work hereunder by the Contractor, its agents, representatives,
employees or subcontractors.
Minimum Scope of Insurance. Coverage shall be at least as broad as:
1. Insurance Services Office Commercial General Liability coverage (occurrence form CG
0001).
2. Workers' Compensation insurance as required by the State of California and Employer's
Liability Insurance.
3. Errors and Omissions Liability insurance as appropriate to the consultant's profession.
Minimum Limits of Insurance. Contractor shall maintain limits no less than:
1. General Liability: $1,000,000 per occurrence for bodily injury, personal injury and
property damage. If Commercial General Liability or other form with a general
aggregate limit is used, either the general aggregate limit shall apply separately to
this project/location or the general aggregate limit shall be twice the required
occurrence limit.
2. Employer's Liability: $1,000,000 per accident for bodily injury or disease.
3. Errors and Omissions Liability: $1,000,000 per occurrence.
Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions must
be declared to and approved by the City. At the option of the City, either: the insurer shall
reduce or eliminate such deductibles or self -insured retentions as respects the City, its
officers, officials, employees and volunteers; or the Contractor shall procure a bond
guaranteeing payment of losses and related investigations, claim administration and defense
expenses.
Other Insurance Provisions. The general liability and automobile liability policies are to
contain, or be endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, agents and volunteers are to be covered as
insureds as respects: liability arising out of activities performed by or on behalf of
the Contractor; products and completed operations of the Contractor; premises
owned, occupied or used by the Contractor; or automobiles owned, leased, hired or
borrowed by the Contractor. The coverage shall contain no special limitations on
the scope of protection afforded to the City, its officers, official, employees, agents
or volunteers.
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DocuSign Envelope ID: Al125237-92BC-41 DE-9476-AEB316BDD762
2. For any claims related to this project, the Contractor's insurance coverage shall be
primary insurance as respects the City, its officers, officials, employees, agents and
volunteers. Any insurance or self-insurance maintained by the City, its officers,
officials, employees, agents or volunteers shall be excess of the Contractor's insurance
and shall not contribute with it.
3. The Contractor's insurance shall apply separately to each insured against whom claim
is made or suit is brought, except with respect to the limits of the insurer's liability.
4. Each insurance policy required by this clause shall be endorsed to state that coverage
shall not be suspended, voided, canceled by either party, reduced in coverage or in
limits except after thirty (30) days' prior written notice by certified mail, return
receipt requested, has been given to the City.
Acceptability of Insurers. Insurance is to be placed with insurers with a current A.M. Best's
rating of no less than ANII.
Verification of Coverage. Contractor shall furnish the City with a certificate of insurance
showing maintenance of the required insurance coverage. Original endorsements effecting
general liability and automobile liability coverage required by this clause must also be
provided. The endorsements are to be signed by a person authorized by that insurer to bind
coverage on its behalf. All endorsements are to be received and approved by the City before
work commences.
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