HomeMy WebLinkAboutContract 1819 .,�g1 °I
Buion
2651 S.Polaris Dr. Fort Worth,TX 76137 888-2BUXTON buxtonco.com
August 6, 2019
City of Cathedral City
Economic Development Dept
C/O Stone James
68700 Avenida Lalo Guerrero
Cathedral City, CA 92234
RE: Wet Signature on City and Buxton executed service provider agreement
Dear Stone:
Pursuant to your request, please find attached a fully executed wet signature original of the above-
referenced Agreement. We look forward to the opportunity to serve your City!
Thank you!
With best regards,
ob
David Glover
Chief Financial Officer
Buxton Company
Enclosure
Lit
July 31, 2019
Cathedral City
Buxton Company
c/o Lisa McKay
2651 South Polaris Drive
Fort Worth, Texas 76137
817-332-3681
RE: Wet Signature needed on City executed service provider agreement
Lisa,
Thank you for getting a wet signature on the enclosed, and returning the same. I have included a
return envelope for your convience. Once we receive an original of the fully executed agreement,
we can process any invoices for payment.
I look forward to working with your team.
Stoneve- /
v
Stone James
Economic Development Director
City of Cathedral City
68700 Av. Lalo Guerrero, Cathedral City, CA 92234
Direct: 760-770-0336
Mobile 760-219-7227
Office Fax: 760-321-4509
Email: sjames@cathedralcity.gov
www.cathedralcity.gov
68-700 Avenida Lab Guerrero • Cathedral City • California • 92234
www.cathedralcity.gov
AGREEMENT FOR SERVICES
BETWEEN
THE CITY OF CATHEDRAL CITY, CALIFORNIA
AND
THE BUXTON COMPANY
This Agreement for Services ("Agreement") is entered into as of July 24, 2019
("Effective Date") by and between the City of Cathedral City, a municipal corporation
("City") and The Buxton Company, a Texas Corporation ("Service Provider"). City and
Service Provider are sometimes hereinafter individually referred to as "Party" and
hereinafter collectively referred to as the "Parties."
RECITALS
A. City has sought, by direct negotiation, the performance of the services
defined and described particularly in Section 2 of this Agreement.
B. Service Provider, following submission of a proposal for the performance
of the services defined and described particularly in Section 2 of this Agreement, was
selected by the City to perform those services.
C. Pursuant to the City of Cathedral City's Municipal Code, City has authority
to enter into this Services Agreement and the City Manager has authority to execute
this Agreement.
D. The Parties desire to formalize the selection of Service Provider for
performance of those services defined and described particularly in Section 2 of this
Agreement and desire that the terms of that performance be as particularly defined and
described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants
made by the Parties and contained here and other consideration, the value and
adequacy of which are hereby acknowledged, the Parties agree as follows:
SECTION 1. TERM OF AGREEMENT.
Subject to the provisions of Section 19 "Termination of Agreement" of this
Agreement, the Term of this Agreement is for one (1) year commencing on the Effective
Date.
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SECTION 2. SCOPE OF SERVICES & SCHEDULE OF PERFORMANCE.
(a) Scope of Services. Service Provider agrees to perform the services set
forth in Exhibit "A" "Scope of Services" (hereinafter, the "Services") and made a part of
this Agreement by this reference.
(b) Schedule of Performance. The Services shall be completed pursuant to
the times or schedule specified in Exhibit "A." Should the Services not be completed
pursuant to that schedule, the Service Provider shall be deemed to be in Default of this
Agreement. The City, in its sole discretion, may choose not to enforce the Default
provisions of this Agreement and may instead allow Service Provider to continue
performing the Services.
SECTION 3. ADDITIONAL SERVICES.
Service Provider shall not be compensated for any work rendered in connection
with its performance of this Agreement that are in addition to or outside of the Services
unless such additional services are authorized in advance and in writing in accordance
with Section 25 "Administration and Implementation" or Section 27 "Amendment" of this
Agreement. If and when such additional work is authorized, such additional work shall
be deemed to be part of the Services.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay
Service Provider the amounts specified in Exhibit "B" "Compensation" and made a part
of this Agreement by this reference. The total compensation, including reimbursement
for actual expenses, shall not exceed Fifty Thousand and no/100tns dollars
($50,000.00), unless additional compensation is approved in writing in accordance with
Section 25 "Administration and Implementation" or Section 27 "Amendment" of this
Agreement.
(b) Payment to Service Provider for work performed pursuant to this
Agreement shall not be deemed to waive any defects in work performed by Service
Provider.
SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Service Provider's work under this
Agreement, either during performance or when completed. City shall reject or finally
accept Service Provider's work within sixty (60) days after submitted to City. City shall
reject work by a timely written explanation, otherwise Service Provider's work shall be
deemed to have been accepted. City's acceptance shall be conclusive as to such work
except with respect to latent defects, fraud and such gross mistakes as amount to
fraud. Acceptance of any of Service Provider's work by City shall not constitute a
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waiver of any of the provisions of this Agreement including, but not limited to, Section
15 "Indemnification" and Section 16 "Insurance."
SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys,
reports, data, notes, computer files, files and other documents prepared, developed or
discovered by Service Provider in the course of providing the Services pursuant to this
Agreement shall become the sole property of City and may be used, reused or
otherwise disposed of by City without the permission of the Service Provider. Upon
completion, expiration or termination of this Agreement, Service Provider shall turn over
to City all such original maps, models, designs, drawings, photographs, studies,
surveys, reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this
Agreement any maps, models, designs, drawings, photographs, studies, surveys,
reports, data, notes, computer files, files or other documents prepared, developed or
discovered by Service Provider in the course of providing the Services pursuant to this
Agreement, Service Provider's guarantees and warranties in Section 9 "Standard of
Performance; Familiarity With Work" of this Agreement shall not extend to such use of
the maps, models, designs, drawings, photographs, studies, surveys, reports, data,
notes, computer files, files or other documents.
SECTION 7. SERVICE PROVIDER'S BOOKS AND RECORDS.
(a) Service Provider shall maintain any and all documents and records
demonstrating or relating to Service Provider's performance of the Services. Service
Provider shall maintain any and all ledgers, books of account, invoices, vouchers,
canceled checks, or other documents or records evidencing or relating to work,
services, expenditures and disbursements charged to City pursuant to this Agreement.
Any and all such documents or records shall be maintained in accordance with
generally accepted accounting principles and shall be sufficiently complete and detailed
so as to permit an accurate evaluation of the services provided by Service Provider
pursuant to this Agreement. Any and all such documents or records shall be
maintained for three (3) years from the date of execution of this Agreement and to the
extent required by laws relating to audits of public agencies and their expenditures.
(b) Any and all records or documents required to be maintained pursuant to
this section shall be made available for inspection, audit and copying, at any time during
regular business hours, upon request by City or its designated representative. Copies
of such documents or records shall be provided directly to the City for inspection, audit
and copying when it is practical to do so; otherwise, unless an alternative is mutually
agreed upon, such documents and records shall be made available at Service
Provider's address indicated for receipt of notices in this Agreement.
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(c) Where City has reason to believe that any of the documents or records
required to be maintained pursuant to this section may be lost or discarded due to
dissolution or termination of Service Provider's business, City may, by written request,
require that custody of such documents or records be given to the City. Access to such
documents and records shall be granted to City, as well as to its successors-in-interest
and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a) Service Provider is and shall at all times remain a wholly independent
contractor and not an officer, employee or agent of City. Service Provider shall have no
authority to bind City in any manner, nor to incur any obligation, debt or liability of any
kind on behalf of or against City, whether by contract or otherwise, unless such
authority is expressly conferred under this Agreement or is otherwise expressly
conferred in writing by City.
(b) The personnel performing the Services under this Agreement on behalf of
Service Provider shall at all times be under Service Provider's exclusive direction and
control. Neither City, nor any elected or appointed boards, officers, officials, employees
or agents of City, shall have control over the conduct of Service Provider or any of
Service Provider's officers, employees, or agents except as set forth in this Agreement.
Service Provider shall not at any time or in any manner represent that Service Provider
or any of Service Provider's officers, employees, or agents are in any manner officials,
officers, employees or agents of City.
(c) Neither Service Provider, nor any of Service Provider's officers,
employees or agents, shall obtain any rights to retirement, health care or any other
benefits which may otherwise accrue to City's employees. Service Provider expressly
waives any claim Service Provider may have to any such rights.
SECTION 9. STANDARD OF PERFORMANCE; FAMILIARITY WITH WORK.
(a) Service Provider represents and warrants that it has the qualifications,
experience and facilities necessary to properly perform the Services required under this
Agreement in a thorough, competent and professional manner. Service Provider shall
at all times faithfully, competently and to the best of its ability, experience and talent,
perform all Services. In meeting its obligations under this Agreement, Service Provider
shall employ, at a minimum, generally accepted standards and practices utilized by
persons engaged in providing services similar to the Services required of Service
Provider under this Agreement. In addition to the general standards of performance set
forth this section, additional specific standards of performance and performance criteria
may be set forth in Exhibit "A" "Scope of Work" that shall also be applicable to Service
Provider's work under this Agreement. Where there is a conflict between a general and
a specific standard of performance or performance criteria, the specific standard or
criteria shall prevail over the general.
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(b) Service Provider warrants that (1) it has thoroughly investigated and
considered the work to be performed, (2) it has investigated the issues, regarding the
scope of services to be provided, (3) it has carefully considered how the work should be
performed, and (4) it fully understands the facilities, difficulties and restrictions attending
performance of the work under this Agreement.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND
LICENSES.
Service Provider shall keep itself informed of and comply with all applicable
federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect
during the term of this Agreement. Service Provider shall obtain any and all licenses,
permits and authorizations necessary to perform the Services set forth in this
Agreement. Neither City, nor any elected or appointed boards, officers, officials,
employees or agents of City, shall be liable, at law or in equity, as a result of any failure
of Service Provider to comply with this section.
SECTION 11. PREVAILING WAGE LAWS
It is the understanding of City and Service Provider that California prevailing
wage laws do not apply to this Agreement because the Agreement does not involve any
of the following services subject to prevailing wage rates pursuant to the California
Labor Code or regulations promulgated thereunder: Construction, alteration, demolition,
installation, or repair work performed on public buildings, facilities, streets or sewers
done under contract and paid for in whole or in part out of public funds. In this context,
"construction" includes work performed during the design and preconstruction phases
of construction including, but not limited to, inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Service Provider shall not discriminate, in any way, in the employment of persons
to perform the Services in violation of any federal or state law prohibiting discrimination
in employment, including based on the race, religious creed, color, national origin,
ancestry, physical disability, mental disability, medical condition, genetic information,
marital status, sex, gender, gender identity, gender expression, age, sexual orientation,
of any person, except as provided under California Government Code section 12940.
SECTION 13. CONFLICTS OF INTEREST.
(a) Service Provider covenants that neither it, nor any officer or principal of its
firm, has or shall acquire any interest, directly or indirectly, which would conflict in any
manner with the interests of City or which would in any way hinder Service Provider's
performance of the Services. Service Provider further covenants that in the
performance of this Agreement, no person having any such interest shall be employed
by it as an officer, employee, agent or subcontractor without the express written
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consent of the City Manager. Service Provider agrees to at all times avoid conflicts of
interest or the appearance of any conflicts of interest with the interests of City in the
performance of this Agreement.
(b) City may determine that Service Provider must disclose its financial
interests by completing and filing a Fair Political Practices Commission Form 700,
Statement of Economic Interests. If such a determination is made, Service Provider
shall file the subject Form 700 with the City Clerk's Office pursuant to the written
instructions provided by the Office of the City Clerk within ten (10) days of the request.
(c) City understands and acknowledges that Service Provider is, as of the
date of execution of this Agreement, independently involved in the performance of non-
related services for other governmental agencies and private parties. Service Provider
is unaware of any stated position of City relative to such projects. Any future position of
City on such projects shall not be considered a conflict of interest for purposes of this
section.
(d) City understands and acknowledges that Service Provider will perform
non-related services for other governmental agencies and private Parties following the
completion of the Services under this Agreement. Any such future service shall not be
considered a conflict of interest for purposes of this section.
SECTION 14. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION.
(a) All information gained or work product produced by Service Provider in
performance of this Agreement shall be considered confidential, unless such
information is in the public domain or already known to Service Provider. Service
Provider shall not release or disclose any such information or work product to persons
or entities other than City without prior written authorization from the City Manager,
except as may be required by law.
(b) Service Provider, its officers, employees, agents or subcontractors, shall
not, without prior written authorization from the City Manager or unless requested by the
City Attorney of City, voluntarily provide declarations, letters of support, testimony at
depositions, response to interrogatories or other information concerning the work
performed under this Agreement. Response to a subpoena or court order shall not be
considered "voluntary" provided Service Provider gives City notice of such court order
or subpoena.
(c) If Service Provider, or any officer, employee, agent or subcontractor of
Service Provider, provides any information or work product in violation of this
Agreement, then City shall have the right to reimbursement and indemnity from Service
Provider for any damages, costs and fees, including attorney's fees, caused by or
incurred as a result of Service Provider's conduct.
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(d) Service Provider shall promptly notify City should Service Provider, its
officers, employees, agents or subcontractors, be served with any summons, complaint,
subpoena, notice of deposition, request for documents, interrogatories, request for
admissions or other discovery request, court order or subpoena from any party
regarding this Agreement and the work performed thereunder. City retains the right, but
has no obligation, to represent Service Provider or be present at any deposition,
hearing or similar proceeding. Service Provider agrees to cooperate fully with City and
to provide City with the opportunity to review any response to discovery requests
provided by Service Provider. However, this right to review any such response does not
imply or mean the right by City to control, direct, or rewrite said response.
SECTION 15. INDEMNIFICATION.
(a) Indemnification by Service Provider. To the full extent permitted by law,
Service Provider shall indemnify, protect, defend and hold harmless City, and any and
all of its employees, officials and agents from and against any liability (including liability
for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory
proceedings, losses, expenses or costs of any kind, whether actual, alleged or
threatened, including attorney's fees and costs, court costs, interest, defense costs, and
expert witness fees), where the same arise out of, are a consequence of, or are in any
way attributable to, in whole or in part, the performance of this Agreement by Service
Provider, or by any individual or entity for which Service Provider is legally liable,
including but not limited to officers, agents, employees or subcontractors of Service
Provider.
(b) City's Negligence. The provisions of this section do not apply to claims
occurring as a result of City's sole negligence. The provisions of this section shall not
release City from liability arising from gross negligence or willful acts or omissions of
City or any and all of its officials, employees and agents.
SECTION 16. INSURANCE.
Service Provider agrees to obtain and maintain in full force and effect during the
term of this Agreement the insurance policies set forth in Exhibit "C" "Insurance" and
made a part of this Agreement. All insurance policies shall be subject to approval by
City as to form and content. These requirements are subject to amendment or waiver if
so approved in writing by the City Manager. Service Provider agrees to provide City
with copies of required policies upon request.
SECTION 17. ASSIGNMENT.
The expertise and experience of Service Provider are material considerations for
this Agreement. City has an interest in the qualifications and capability of the persons
and entities who will fulfill the duties and obligations imposed upon Service Provider
under this Agreement. In recognition of that interest, Service Provider shall not assign
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or transfer this Agreement or any portion of this Agreement or the performance of any
of Service Provider's duties or obligations under this Agreement without the prior written
consent of the City. Any attempted assignment shall be ineffective, null and void, and
shall constitute a material breach of this Agreement entitling City to any and all
remedies at law or in equity, including termination of this Agreement pursuant to
Section 19 "Termination of Agreement." City acknowledges, however, that Service
Provider, in the performance of its duties pursuant to this Agreement, may utilize
subcontractors.
SECTION 18. CONTINUITY OF PERSONNEL.
Service Provider shall make every reasonable effort to maintain the stability and
continuity of Service Provider's staff and subcontractors, if any, assigned to perform the
Services. Service Provider shall notify City of any changes in Service Provider's staff
and subcontractors, if any, assigned to perform the Services prior to and during any
such performance.
SECTION 19. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by
giving thirty (30) days written notice of termination to Service Provider. In the event
such notice is given, Service Provider shall cease immediately all work in progress.
(b) Service Provider may terminate this Agreement for cause at any time
upon thirty (30) days written notice of termination to City.
(c) If either Service Provider or City fail to perform any material obligation
under this Agreement, then, in addition to any other remedies, either Service Provider,
or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Service Provider or City, all
property belonging exclusively to City which is in Service Provider's possession shall be
returned to City. Service Provider shall furnish to City a final invoice for work performed
and expenses incurred by Service Provider, prepared as set forth in Section 4
"Compensation and Method of Payment" of this Agreement. This final invoice shall be
reviewed and paid in the same manner as set forth in Section 4 "Compensation and
Method of Payment" of this Agreement.
SECTION 20. DEFAULT.
In the event that Service Provider is in default under the terms of this Agreement,
the City shall not have any obligation or duty to continue compensating Service Provider
for any work performed after the date of default. Instead, the City may give notice to
Service Provider of the default and the reasons for the default. The notice shall include
the timeframe in which Service Provider may cure the default. This timeframe is
presumptively thirty (30) days, but may be extended, though not reduced, if
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circumstances warrant. During the period of time that Service Provider is in default, the
City shall hold all invoices and shall, when the default is cured, proceed with payment
on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some
or all of the outstanding invoices during the period of default. If Service Provider does
not cure the default, the City may take necessary steps to terminate this Agreement
under Section 19 "Termination of Agreement." Any failure on the part of the City to give
notice of the Service Provider's default shall not be deemed to result in a waiver of the
City's legal rights or any rights arising out of any provision of this Agreement.
SECTION 21. EXCUSABLE DELAYS.
Service Provider shall not be liable for damages, including liquidated damages, if
any, caused by delay in performance or failure to perform due to causes beyond the
control of Service Provider. Such causes include, but are not limited to, acts of God,
acts of the public enemy, acts of federal, state or local governments, acts of City, court
orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather.
The term and price of this Agreement shall be equitably adjusted for any delays due to
such causes.
SECTION 22. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and
available to City as public records, and which are necessary for carrying out the
Services shall be furnished to Service Provider in every reasonable way to facilitate,
without undue delay, the Services to be performed under this Agreement.
SECTION 23. NOTICES.
All notices required or permitted to be given under this Agreement shall be in
writing and shall be personally delivered, or sent by telecopier or certified mail, postage
prepaid and return receipt requested, addressed as follows:
To City: City of Cathedral City
Attn: City Manager
68-700 Avenida Lalo Guerrero
Cathedral City, CA 92234
To Service Provider: The Buxton Company
2651 South Polario Drive
Fort Worth, TX 76137
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Notice shall be deemed effective on the date personally delivered or transmitted
by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the
United States Postal Service.
SECTION 24. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Service Provider
represents and warrants that he/she/they has/have the authority to so execute this
Agreement and to bind Service Provider to the performance of its obligations
hereunder.
SECTION 25. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his
or her designated representative. The City Manager shall have the authority to issue
interpretations and to make amendments to this Agreement, including amendments that
commit additional funds, consistent with Section 27 "Amendment" and the City
Manager's contracting authority under the Cathedral City Municipal Code.
SECTION 26. BINDING EFFECT.
This Agreement shall be binding upon the heirs, executors, administrators,
successors and assigns of the Parties.
SECTION 27. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made
in writing and approved by the Service Provider and by the City. The City Manager
shall have the authority to approve any amendment to this Agreement if the total
compensation under this Agreement, as amended, would not exceed the City
Manager's contracting authority under the Cathedral City Municipal Code. All other
amendments shall be approved by the City Council. The Parties agree that the
requirement for written modifications cannot be waived and that any attempted waiver
shall be void.
SECTION 28. WAIVER.
Waiver by any Party to this Agreement of any term, condition, or covenant of this
Agreement shall not constitute a waiver of any other term, condition, or covenant.
Waiver by any Party of any breach of the provisions of this Agreement shall not
constitute a waiver of any other provision nor a waiver of any subsequent breach or
violation of any provision of this Agreement. Acceptance by City of any work or
services by Service Provider shall not constitute a waiver of any of the provisions of this
Agreement.
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SECTION 29. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the
laws of the State of California. In the event of litigation between the Parties, venue in
state trial courts shall lie exclusively in the County of Riverside, California. In the event
of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of
California, in Riverside.
SECTION 30. ATTORNEYS FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any
provision of this Agreement, the prevailing Party in such litigation or other proceeding
shall be entitled to an award of reasonable attorney's fees, costs and expenses, in
addition to any other relief to which it may be entitled.
SECTION 31. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits "A" through "C", is the entire,
complete, final and exclusive expression of the Parties with respect to the matters
addressed therein and supersedes all other agreements or understandings, whether
oral or written, or entered into between Service Provider and City prior to the execution
of this Agreement. No statements, representations or other agreements, whether oral
or written, made by any Party which are not embodied herein shall be valid and binding.
SECTION 32. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by
any court of competent jurisdiction to be invalid, void or unenforceable, the remaining
provisions of this Agreement shall not be affected thereby and the Agreement shall be
read and construed without the invalid, void or unenforceable provision(s).
SECTION 33. CONFLICTING TERMS.
Except as otherwise stated herein, if the terms of this Agreement conflict with the
terms of any Exhibit hereto, or with the terms of any document incorporated by
reference into this Agreement, the terms of this Agreement shall control.
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IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on
the date and year first-above written.
*Signatures on Next Page*
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CITY OF CATHEDRAL CITY THE BUXTON COMPANY
harles P. McClendon By: T p in i ciA -4 n
City Manager Its: Pres i o' 'e')' c to
ATTEST: 09 A- frV
By: DAVID 6-2-0VI
Its: c • F. v.
- 114 Ie.( raw\ Ab
Tracey Martinez
City Clerk
APPROVED AS "1 ___QRM
Eric S. Vail
City Attorney
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EXHIBIT "A"
SCOPE OF SERVICES
Buxton will provide the following service to the City of Cathedral City.
City of Cathedral City's Objectives:
1. Understand current retail and restaurant economic condition
2. Recruit new retailers and restaurants
3. Retain existing retailers and restaurants
Retail Recruitment and Retention Solution: City Community Profile
Our solution is a total marketing strategy that enables community leaders to understand the
consumer profile of their residents and to identify specific retailers and restaurants who seek a
market with household purchasing habits just like yours. This solution provides you with the ability
to actively pursue identified retailers, making a compelling case for their expansion to the City of
Cathedral City by utilizing custom marketing packages that Buxton will create for City. City will
have access to the same analytical information and insights retailers depend on today to make
site selection decisions. This knowledge will provide City with instant credibility and the ability to
differentiate your community.
Step 1 - Research Your Community
Buxton uses over 250 consumer and business databases that are updated regularly and
compares your potential sites to the universe of all competing sites operating in the U.S. We
define City's current retail situation and those in any neighboring communities that impact City's
retail environment.
Step 2- Define and Evaluate Your Trade Area
Customers shop by convenience, measuring distance based on time, not mileage. We will
conduct a custom drive-time analysis to determine City's trade area using our proprietary
methodology and knowledge of individual retail clients' actual trade areas. City's drive-time
trade area will be provided to City as a map that accurately depicts City's consumer shopping
patterns.
Step 3- Profile Your Trade Area's Residential Customers
City's community profile will analyze every household in City's drive-time trade area. Based on
more than 7,500 categories of lifestyles, purchase behaviors, and media reading and viewing
habits (psychographics), the households in City's trade area are assessed to gain an
understanding of the types of retailers that would be attracted to City's site.
Step 4-We Match Retailers and Restaurants to Market Potential
Buxton will match the consumer profile of City's community trade area against the customer
profiles of 5,000+ retailers in our proprietary database. We will identify the similarity between the
two profiles analyzed using Buxton's proprietary retail matching algorithm to determine if City's
site presents an attractive opportunity for each retailer. We then qualify the list of matched
results to verify that a retailer is currently operating or expanding, that they operate in similar
sites, and that City's site affords adequate buffer from competition and cannibalization to be
realistically considered.
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Step 5-We Create Marketing Packages
Buxton will assemble individualized marketing packages for up to twenty (20) targeted retailers.
We will notify each retailer's key real estate decision maker by letter, informing them that they
have been qualified by Buxton as a potential viable fit for City's site and should expect to be
contacted by a representative of the City. City marketing packages will be delivered to City in
SCOUT and include a:
1. Map of the retail site and trade area
2. Map of the retailer's potential customers
3. Retailer match report that compares the site's trade area characteristics and consumer
profile with the retailer's sites in similar trade areas
Step 6-We Provide Ongoing Recruitment Support
The Buxton account management team is dedicated to City's success and a world-class client
experience and partnership. Their sole purpose is to help City drive success in its community's
retail economic development efforts. In addition to preparing custom reports and introductory
letters to inform retailers of City's match list of the opportunities in City's community, Buxton will
expand and sharpen City's business development focus by incorporating best practices we
have discovered through daily work with local governments across the nation. Items to bolster
the recruitment strategy will include:
• Provision of updated contacts for retailers
• Cross reference the ICSC attendee list with City's match list to help with appointment
setting. Also, provide use of booth space during the event.
• Issuance of warm-up letters on City's behalf to "break the ice" with retailers
• Attendance to conference calls with community and retailers/brokers,when available
• Support in recruiting potential opportunities including recommending methods of
contact and assisting with prospect calls to matched retailers
• Continued monitoring of progress with retail outreach and advice on how to enhance
marketability to retailers
Step 7-We Provide Business Retention Tools
Buxton will provide reports through SCOUT that can be used to support business retention efforts
by helping local business owners to make better business decisions. In addition, Buxton is pleased
to offer the City access to LSMx. LSMx, which stands for Local Store Marketing powered by
Buxton, is a customer acquisition solution designed specifically for small business owners and
franchisees. The City can also leverage this tool to support local businesses and entrepreneurs,
foster an environment that encourages private-public partnerships, and strengthen the business
climate in its community. Upon execution of the LSMx Addendum, the City will have access to
up to 25 complimentary *LSMx monthly subscriptions/license codes to distribute to local retailers,
restaurants and service providers.
LSMx, which stands for Local Store Marketing powered by Buxton, is a proprietary
customer acquisition solution designed specifically for small business owners and
franchisees. Local governments and economic development agencies can also
leverage this tool to support local businesses and entrepreneurs, foster an environment
that encourages private-public partnerships, and strengthen the business climate in their
community. For each month of the Term of the Buxton Agreement, City will have access
to up to 25 complimentary LSMx monthly subscriptions.
Deliverables and Terms for LSMx
• Up to 25 LSMx subscriptions will be provided at no additional charge to City for
designation of access at City's sole discretion to local retail, restaurant and service
provider subscribers (each a "subscriber") during the Term of the Buxton Agreement.
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• Any default or termination under the Buxton Agreement will also constitute a default
and termination under this Addendum. In the event that the Buxton Agreement is
terminated, the 25 monthly subscriptions will be canceled, at which time, each
Subscriber will have the option of continuing their subscription at standard rates.
Standard rates will be the prevailing rate at the time of cancelation.
• All fees associated with advertising campaigns executed via the LSMx software by
the subscriber are at an additional cost to the subscriber. Each subscriber executing
advertising campaigns within the LSMx software are responsible for such costs via the
credit card information they provide in the LSMx software.
• The Parties expressly agree to the following terms and conditions related to the LSMx
subscriptions:
o Each subscriber will be subject to the applicable terms and conditions
contained in the LSMx software license agreement accessed via the LSMx
software.
o The LSMx software is provided to each subscriber under a non-exclusive, non-
transferable, limited, non-sublicensable, revocable license to access and use
the LSMx software.
o The LSMx software is not being sold to City or a subscriber and it is not
available for resell.
o The LSMx software license does not convey any rights in or to the LSMx
software or any patent, copyright, trademark or any other intellectual
property rights of LSMx. LSMx retains all right, title, and interest in and to the
LSMx software (including any upgrades, improvements, modifications,
derivatives, and refinements to the LSMx software).
Access and Use Your Retail Recruitment and Retention Solution via SCOUT Touch
Buxton's Retail Recruitment and Retention solution will allow City to actively recruit retailers to
City's community and support existing businesses with the push of a button in SCOUT Touch,
providing City with crucial information about its community, its trade areas, its residents, and
much more. SCOUT is a web-based platform that is accessible on any Windows or iOS enabled
device with an Internet connection. It is designed to give decision-makers in its community
access to the data and solutions that will assist them in making better business decisions. The
Retail Recruitment and Retention solution includes one (1) mobile tablet device that will be
provided at completion and pre-loaded with all key findings. This mobile tablet device,
possession of the City enables four (4) SCOUT users with the ability to run demographic and trade
area profile reports, and view maps and other data elements.
In Buxton's SCOUT Touch you will be able to:
• Identify retail matches • See aerial view
• Run variable reports • View physician intelligence
• View city limit maps • Run comparable reports
• Run healthcare reports • Run demographic reports
Support local business retention and expansion efforts with reports contained in the SCOUT
reporting suite, including but not limited to:
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Consumer Propensity Report Create Profiles Report
Quantifies likelihood of consumers of a given Profiles a specific trade area to determine the
trade area to consume various goods and likes/dislikes, spending behavior, and
services or possess certain attitudes and marketing preferences of the households and
opinions. This report can help local workers within that geography. This report can
entrepreneurs, business owners and store help local businesses evaluate a market's
managers better optimize their retail potential or enhance marketing efforts.
merchandise/product offerings or their local
marketing strategies.
Retail Leakage and Surplus Report Count Base Daytime Population Report
Quantifies the potential surplus or leakage in Examines the workforce in the study area and
a trade area. This guide can help businesses provides a count of the workforce population
understand how well the retail needs of by industry. This report allows retail and
residents are being met, uncover unmet restaurant owners to gain insights about how
demand and opportunities, and measure the the population in the trade area differs during
difference between actual and potential work hours so local businesses can cater to
retail sales. different types of workers.
SUPPORT
SCOUT Technical Requirements
SCOUT can be accessed at the following URL: www.buxfonco.com
SCOUT is a web-based application accessible on any desktop, laptop, or mobile tablet device
that has an Internet connection. When operating SCOUT, Buxton's recommended hardware
configuration is 4-core CPU, 4 GB RAM (or higher). Examples include most modern-day laptops or
desktops purchased within the last 3 years, iPad Pro 2017 or newer, Microsoft Surface Pro 2 or
newer, or Samsung Galaxy Tab S3. The recommended browser for accessing SCOUT is the latest
version of Chrome.
Buxton's Helpdesk
(1-817-332-3681) is available during normal office hours (8:00 AM-5:30 PM CST, excluding
weekends and public holidays). Buxton's Helpdesk team will be available to support all
educational, functional, and technical inquiries and will respond to all requests within twenty-
four (24) hours of submission.
Preparatory Steps for Proiect Kick-off
To effectively initiate this project,we request that you provide the following:
1. Project Liaisons
City's primary point of contact is Stone James. The Buxton project team will serve as City's
day-to-day point of contact to ensure City is educated and informed as we are moving
through the analytics process to determine which retailers are the best fit for its community.
2. Community Information and Reports
• Logo (vector file-request from City ad agency and/or printer)
• Addresses and descriptive information for the specified sites that will be evaluated
• List of planned retail, commercial or mixed-use developments (either proposed or in
development)
• List of major, national or regional retailers that have closed, left or moved from the
community
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3. Project Launch
A conference call with City representatives and the Buxton project team will officially launch
the project.The project launch will occur when:
1. An agreement is executed
2. The initial payment is received, and
3. The Community Information and Reports are received
To ensure we deliver our analysis to City within the promised timeline, our account manager will
be working directly with a dedicated project manager who oversees the smooth and timely
development of all public sector client projects in our internal analytics departments.
Solution Deliverables:
• SCOUT Touch access
• Drive time trade area maps
• Retail site assessment
• Retailer specific marketing packages (for up to twenty (20) retailers)
• Mobile tablet device at completion with pre-loaded findings
• Recruitment support
• *LSMx subscriptions (for up to twenty-five (25) monthly license codes)
Delivery
The City will have access to retail match lists and marketing packages within sixty (60) business
days of execution.
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EXHIBIT "B"
COMPENSATION
City will pay Service Provider a total amount not to exceed $50,000.00 for
service provider satisfaction delivery to City of the services set forth in Exhibit "A". City
shall pay the amount in two (2) equal installments at $25,000.00 each. Except as
provided below, the first installment shall be due within ten (10) days after the effective
date of the Agreement.
Except as provided below, the second installment shall be due upon targeted
retailer indemnification as specified in Exhibit A. Service Provider shall invoice City
separately for each installment. City's obligation to pay shall be enforceable after
receipt of Service Provider invoice.
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EXHIBIT "C"
INSURANCE
A. Insurance Coverages. Intentionally deleted. Waived by City.
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