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HomeMy Public PortalAbout04) 7C Amendment to Agreement with Willdan Engineering_Staff ReportAGENDA ITEM 7.C. COMMUNITY DEVELOPMENT DEPARTMENT MEMORANDUM DATE: August 4, 2020 TO: The Honorable City Council FROM: Bryan Cook, City Manager Via: Scott Reimers, Interim Community Development Director By: Adam Gulick, Associate Planner SUBJECT: FOURTH AMENDMENT TO THE CONSULTANT SERVICES AGREEMENT WITH WILLDAN ENGINEERING TO PROVIDE CONSULTANT SERVICES FOR THE CITY’S HOME IMPROVEMENT PROGRAM RECOMMENDATION: The City Council is requested to: 1. Review and approve the Fourth Amendment to the consultant services agreement (Attachment “A”) with Willdan Engineering (Willdan) to provide services for Fiscal Year (FY) 2020-21, expand the scope of services to provide the City with professional consulting services advising staff on the implementation of the City’s Small Business Assistance Program, and increase the total compensation by $29,588 for a total of $139,588; and 2. Authorize the City Manager to execute the Fourth Amendment with Willdan. BACKGROUND: 1. On February 24, 2017, the City issued a Request for Proposals (RFP) seeking a qualified consulting firm to administer the City’s home improvement programs. The RFP that was issued for FY 2017-18 included the option to renew the contract up to an additional four years, approved in one-year increments. 2. On May 16, 2017, the City Council approved a consultant services agreement (Attachment “B”) with Willdan to provide housing consultant services for FY 2017- 18, which was not to exceed $60,000 or 20 percent of the City’s home improvement City Council August 4, 2020 Page 2 of 3 program’s expenditures. 3. On June 5, 2018, the City Council authorized the City Manager to execute the First Amendment with Willdan for FY 2018-19. The First Amendment extended the agreement for one fiscal year. 4. On June 4, 2019, the City Council authorized the City Manager to execute the Second Amendment with Willdan for FY 2019-20. The Second Amendment extended the agreement for one fiscal year and increased the total compensation by $50,000 for a new total of $110,000. 5. On November 19, 2019, the City Council authorized the City Manager to execute the Third Amendment with Willdan for FY 2019-20. The Third Amendment increased the hourly rate for the consultant’s program coordinator. 6. On June 16, 2020, the City Council directed staff to allocate the City’s Coronavirus Aid, Relief, and Economic Security (CARES) Act funds and Community Development Block Grant (CDBG) funds by creating a new Small Business Assistance Program. The City Council provided a budget for consultant services not to exceed $16,188 to assist and advise staff on reviewing applications. In addition, the City Council provided a budget of $13,400 for administrative costs associated with the remaining Housing Rehabilitation Loan Program and Asbestos and Lead- based Paint Program. ANALYSIS: With the changes to the City’s CDBG budget approved on June 16, 2020, staff is proposing three changes to the contract with Willdan. 1. Time Extension: The City has a contract with Willdan that can be extended annually for up to four years. The proposed action would provide the last extension of the contract. It is proposed that Willdan will continue providing services under the City’s housing rehabilitation and asbestos and lead-based paint programs. Willdan Engineering has met expectations for the delivery of their housing consultant services. Willdan staff have reviewed interest forms submitted by members of the public, coordinated home improvement projects, and have assisted with meeting CDBG program goals for the past three years. Willdan staff have provided monthly status updates keeping City staff informed of people on the waiting list, pending projects, projects under construction, and projects completed. Willdan staff have also been quick to respond to members of the community who have questions about the home improvement program or want to know how many people are ahead of them on the waiting list. City Council August 4, 2020 Page 3 of 3 2. Scope of Services Expanded: Under this contract Willdan has provided support for the City’s housing rehabilitation and asbestos and lead-based paint programs. With the approval of a new small business assistance grant program, the staff needs advice from a seasoned consultant to institute this new program. Staff sent a request for proposals to more than three consulting companies. Willdan was the only consultant that submitted a proposal. Willdan’s proposal meets the needs of the City and Willdan will be able to accomplish the work within budget. Given Willdan’s performance on the City’s other programs and the project manager’s extensive experience as an employee of the United States Housing and Urban Development Department, staff recommends accepting Willdan’s proposal and expanding the scope of services accordingly. 3. Contract Amount: The amount of the original contract was $60,000. With each renewal of the contract, the contract has been increased to correspond with annual CDBG program allocations. This year, the proposed increase will include $16,188 to provide staff assistance and advice on reviewing small business grant applications and $13,400 to administer the City’s housing rehabilitation and asbestos and lead-based paint programs. CITY STRATEGIC GOALS: Approval of the Fourth Amendment to the Agreement for CDBG and Housing Consultant Services with Willdan furthers the City’s Strategic Goals of Public Health and Safety, Quality of Life, and Economic Development. FISCAL IMPACT: This action will not impact the FY 2020-21 City Budget. On June 16, 2020, the City Council’s action included approved consulting costs for the City’s CDBG-funded home improvement program (up to $13,400, 20 percent of program budget) and the newly established CARES Act CDBG programs (up to $16,188, 5 percent of program budget). The CDBG program allows cities to charge up to 20 percent of a program’s expenditures on consulting fees. ATTACHMENTS: A. Fourth Amendment to the Consultant Services Agreement with Willdan B. Consultant Services Agreement with Willdan FOURTH AMENDMENT TO AGREEMENT FOR SERVICES by and between the CITY OF TEMPLE CITY a municipal corporation and WILLDAN ENGINEERING a California corporation Dated August 4, 2020 ATTACHMENT A -2- FOURTH AMENDMENT TO AGREEMENT FOR SERVICES This Fourth Amendment to Agreement for Services (“Fourth Amendment”), which is dated for reference as indicated on the cover page, is hereby entered into by and between the CITY OF TEMPLE CITY, a California charter city (“City”), and Willdan Engineering, a California corporation (“Service Provider”), as follows: RECITALS A. City and Service Provider entered in an Agreement for Services on July 1, 2017 (“Agreement”). The Agreement provides that Service Provider will provide housing consultant services for the City’s home improvement program as described in Exhibit “A”. B. The First Amendment amended Section 1 “Term of Agreement” to extend the term for one year through June 30, 2019, with the City’s option to extend the Agreement for up to three additional years, in one-year increments. C. The Second Amendment amended Section 1 “Term of Agreement” to extend the term for one year through June 30, 2020, with the City’s option to extend the Agreement for up to two additional years, in one-year increments. D. The Second Amendment amended Section 4 “Compensation” to increase the total compensation to 20 percent of the home improvement program expenditures and shall not exceed One Hundred and Ten Thousand dollars ($110,000). E. The Third Amendment amended compensation by increasing the hourly rate for the Program Coordinator from $70.00 to $90.00. The change is result of the Service Provider hiring their independent contractor as an employee. F. The Fourth Amendment amends the term of the agreement, extending the term for one year through June 30, 2021, with the City’s option to extend the Agreement for up to one additional year. G. The Fourth Amendment also amends the scope of services to provide the City with professional consulting services advising staff on the implementation of the City’s Small Business Assistance Program. H. The Fourth Amendment amends the compensation increasing the total amount of the contract by the $29,588 for the administration fees related to the housing rehabilitation program and the lead and asbestos program and $16,188 for consulting services related to the temporary small business and micro-enterprise grant program. -3- OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the promises made and recited herein, the parties do hereby enter into this Fourth Amendment which modifies and amends the Agreement as follows: 1. AMENDMENT. Section 1, “Term of Agreement” shall be extended one year through June 30, 2021. 2. AMENDMENT. Section 2 (a), “Scope of Services” shall be amended by increasing the scope of service to provide the City with professional consulting services advising staff on the implementation of the City’s Small Business Assistance Program. See “Exhibit A” of this agreement for the additional services. 3. AMENDMENT. Section 4 (a), “Compensation and Method of Payment” shall be amended by increasing the total by an additional $29,588 ($13,400 for the administration fees related to the housing rehabilitation program and the lead and asbestos program and $16,188 for consulting services related to the temporary small business and micro-enterprise grant program). 4. GENERAL PROVISIONS. 4.1 Remainder Unchanged. Except as specifically modified and amended in this Fourth Amendment, the Agreement remains in full force and effect and binding upon the parties. 4.2 Integration. This Fourth Amendment consists of pages 1 through 5 and Exhibit “B” inclusive, which constitute the entire understanding and agreement of the parties and supersedes all negotiations or previous agreements between the parties with respect to all or any part of the transaction discussed in this Third Amendment. 4.3 Effective Date. This Fourth Amendment shall not become effective until the date it has been formally approved by the City Council and executed by the appropriate authorities of the City and Service Provider. 4.4 Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Third Amendment. 4.5 References. All references to the Agreement include all their respective terms and provisions. All defined terms utilized in this Third Amendment have the same meaning as provided in the Agreement, unless expressly stated to the contrary in this Third Amendment. IN WITNESS WHEREOF, the parties hereto have executed this Fourth Amendment to the Agreement on the date and year first written above. -4- CITY: THE CITY OF TEMPLE CITY By:_________________________________ Bryan Cook, City Manager ATTEST: By:______________________________ Peggy Kuo, City Clerk APPROVED AS TO FORM By: Greg Murphy, City Attorney SERVICE PROVIDER: By:_________________________________ Name:___________________________ Title: ___________________________ By:_________________________________ Name:___________________________ Title:____________________________ NOTE: SERVICE PROVIDER’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, -5- OR OTHER RULES OR REGULATIONS APPLICABLE TO SERVICE PROVIDER’S BUSINESS ENTITY. A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) On ____________________, 20__ , before me, , Date Name And Title Of Officer (e.g. “Jane Doe, Notary Public”) personally appeared , Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES) CLAIMED BY SIGNER(S) DESCRIPTION OF ATTACHED DOCUMENT Signer's Name:  Individual  Corporate Officer Title(s) Title or Type of Document  Partner(s)  Limited  General  Attorney-In-Fact Number Of Pages  Trustee(s)  Guardian/Conservator  Other: Signer is representing: Name Of Person(s) Or Entity(ies) Date Of Document Signer(s) Other Than Named Above A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA ) COUNTY OF LOS ANGELES ) On ____________________, 20__ , before me, , Date Name And Title Of Officer (e.g. “Jane Doe, Notary Public”) personally appeared , Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature of Notary Public OPTIONAL Though this section is optional, completing this information can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES) CLAIMED BY SIGNER(S) DESCRIPTION OF ATTACHED DOCUMENT Signer's Name:  Individual  Corporate Officer Title(s) Title or Type of Document  Partner(s)  Limited  General  Attorney-In-Fact Number Of Pages  Trustee(s)  Guardian/Conservator  Other: Signer is representing: Name Of Person(s) Or Entity(ies) Date Of Document Signer(s) Other Than Named Above City of Temple City June 26, 2020 Mr. Adam Gulick Associate Planner City of Temple City 9701 Las Tunas Drive Temple City, CA 91780 Subject: Proposal to Provide CDBG Administration Services for the Implementation of a Small Business Assistance Program Willdan is pleased to present the following submission to the City of Temple City (“City”) to perform consultant services for the City’s Community Development Block Grant Program. It is our understanding that the City of Temple City is seeking the services of a professional consulting firm to provide an on-call expert consultant who is experienced in high level program administration of HUD and U.S. Treasury funded programs, such as the CDBG program and the CARES - Act. Specifically, to provide advice to staff on implementing a Small Business Assistance Grant Program utilizing a combination of $323,760 of CARES Act and CDBG funds. We are confident that our team can successfully provide the full range of services being requested by the City and in a manner fully consistent with the City’s and CDBG requirements. We believe that our team is uniquely well qualified to provide these professional services to the City for the following reasons: Extensive Grant Management and Administration Experience — Willdan provides assistance with the overall management of grants including Federally-funded programs. Our employees understand the grant cycle from the proposal stage to the grant/contract close-out process. Willdan has administered all aspects of the Community Development Block Grant (CDBG) and Home Investment Partnerships (HOME) programs for municipalities and is operating CDBG- and HOME-funded residential and/or commercial rehabilitation programs in a number of cities. We have oriented our practice to support the agency’s grant compliance, budget targets and performance priorities consistent with HUD, OMB Circulars, and State and local requirements. Strong Project Management Team — Mr. Timothy C. Colon, will act as the primary contact for the City. Mr. Colón has 20 years’ experience in reviewing and aligning program policies wit h HUD regulations under 24 CFR 570, the allocating Federal Register Notice, and HUD CPD notices. Mr. Colón is knowledgeable in CD BG program planning and Action Plan development. One-Stop Resource with Range of Capabilities — We can undertake any conceivab le CDBG and HOME related assignment the City may encounter . Willdan's diverse team includes planners, housing , and financial prof essionals. Our team’s past assignments include a wide range of tasks including preparation and review of environmental assessme nts, implementation of CDBG/HOME housing projects, labor compliance, financial and performance reporting, and the review, selecti on and monitoring of sub - recipients and contractors. Willdan ’s commitment is to provide the highest degree of value to the City of Temple City. We appreciate the opportunity to present our experience and qualifications and are excited to possibly expand our working relationship with the City . Should you have any questions , or need additiona l information, please contact me at (562) 364-7600, or via email at slopez@willdan.com . Sincerely, Willdan Engineering Salvador Lopez Jr. Director of Planning City of Temple City Small Business Assistance Program City of Temple City 2 Housing and Community Development Willdan staff has substantial training and experience in providing a variety of community development services to governmental agencies across Calif ornia. We have administered all aspects of the Community Development Block Grant (CDBG) and Home Investment Partnerships (HOME) programs for municipalities and are operating CDBG - and HOME-funded residential and/or commercial rehabilitation programs in a n umber of cities. Our community development staff has procured grants and other forms of funding from the Dep artment of Housing and Urban Development (HUD) and the State Department of Housing and Community Development (HCD) for a variety of purposes, includ ing housing rehabilitation, first -time homebuyer assistance, and public works/community facility projects. O ur staff has also conducted a wide range of housing studies, including inventories and analyses of potential housing sites, housing condition survey s, housing element updates, and affordable housing strategies. Due to our long-term involvement in administe ring housing and community development programs, we have developed a thorough understanding of the program requirements of the funding agencies invo lved and have established sound practices and standard procedures to maintain a high level of accuracy and p roductivity. Our community development staff has strong organizational skills and works efficiently to comply with grant program deadlines. Addition ally, our staff applies sound technical and creative approaches to addressing grant administration issues that arise. We have developed good working relationships with the respective funding agencies, including HUD, HCD, and the CDC. Our staff regularly at tends workshops and seminars sponsored by these agencies in order to remain current with their regulations a nd procedures. Grant Administration Effective grant administration is essential for the successful management and performance of the City’s various CDBG funded projects. Further, with the release of the “Uniform Guidance” by the U.S. Office of Management and Budget (OMB) (codified at 2 CFR Part 200), Willdan understands the need to ensure that grant operations are efficient, accu rate and transparent. Staff have developed several assessment tools and templates designed to assist grantees in implement ing and adhering to HUD guidelines and OMB administrative requirements. Staff have gained experience in the following areas: ▪ Prof icient use of the Integrated Disbursement Information System (IDIS) and Disaster Recovery Grant Reporting System (DRGR); ▪ Financial and performance reporting through the Consolidated Annual Performance Report (CAPER); ▪ Sub-recipient monitoring in accordance with applicable OMB Circulars and enabling grant statues; ▪ Annual single audit preparation; ▪ Technical assistance to provide guidance in the interpretation of the Code of Federal Regulations and Circulars, as well as appropriate use of federal funds, etc.; ▪ Grant proposal coordination and budget preparation; ▪ Documentation of procedures and training of staff and sub -recipients; ▪ Presentation of reports to executives and council/board members; and ▪ Coordination across multiple agency stakeholders including city st aff, elected officials, HUD and other consultants to advise on the status of f unding and to ensure earmarking requirements are met. Our staff is well qualified to provide the services the City of Temple City seeks based on their education, career training, and work experience. As this broad experience indicates, our staff has work ed in a wide range of multi - cultural communities and has the experience and knowledge to successfully implement programs in politically and culturally diverse cities . City of Temple City Small Business Assistance Program City of Temple City 3 Project Understanding Willdan understands that the City Council gave direction to staff on the use of the City’s CARES Act funds and the City’s 2020-2021 CDBG funds. Staff recommended the City Council use approximately $539,600 of the CDBG funds available to the City for a Temporary Rental Assistance program and a Small Business Assistance Program. The City is seeking consultant assistance in implementing the Small Business Assistance Program for a not to exceed amount of five percent of the program budget of $16,188. The consultant will work on an on-call basis with members of the City Manager’s Office and the Community Development Department. The assistance to be provided is necessary to ensure the City’s proper and timely expenditure of program funds and compliance with other regulatory program requirements. Project Approach Our project approach begins with designating a complete project management team. Each project management team will be led by a principal representative with full authority to direct operations and commit resources. In addition to the principal representative, the management team will include expert staff specializing in the type of service requested. Our array of in-house experts allows Willdan to develop a specialized management team for each requested project. In addition, Willdan’s size gives us the flexibility to undertake large projects and projects on a compressed time schedule. If a project arises that requires immediate or extra attention, Willdan’s flexibility allows tasks to be rapidly delegated to an expanded team of staff members. This ensures that the project will receive appropriate attention to detail and be completed in a timely fashion. The first task of Willdan’s delegated project management team will be to establish a course of action. This task will begin by coordinating with the City of Temple City to identify specific project objectives. With these objectives in mind, Willdan’s experienced professionals will actively identify areas of need and design solutions to address t hese needs. Our policy of open and often client coordination will ensure the established course of action and will be consistent with the City’s goals. Once the course of action is established, Willdan will develop a project schedule. Each project schedule will be developed with the City’s project completion date in mind and will include a critical path and measurable milestones to ensure the project completion date is met. All project schedules will be submitted to the City to guarantee consistency with the City’s timeline. In enacting and completing the course of action, Willdan strives to exceed client expectations for quality of work. Willdan has a history of completing projects on time, within budget, and beyond industry standards. Willdan is committed to providing this level of service to the City. As such, after each project is completed, Willdan will follow-up with the City to gather feedback on the City’s satisfaction with the project, and to identify methods to improve future service. The following page details Willdan’s scope of work for performing the work requested in the City’s RFP. City of Temple City Small Business Assistance Program City of Temple City 4 Scope of Work Below is Willdan’s Scope of Work. All tasks shall be performed in conformance with State requirements while adhering to program benchmarks. Willdan’s Tasks Small Business Assistance Program Administration 1. Meet with City representatives to obtain pertinent background information and discussion of items requiring immediate attention. 2. Discuss Program Eligibility Requirements. 3. Work with City staff to identify eligible and interested businesses. 4. Develop Program Fact Sheets for dissemination to the Business Community. 5. Application intake – completeness, eligibility, etc. 6. Program Funding Prioritization 7. Application Processing 8. Consult on the management and implementation of the program, including the preparation and review of federal funding requirements as part of the application review, monitoring reports, public notices, etc. Such activities shall be at the request of City staff. 9. Provide guidance on Disaster Recovery Grants Reporting System (DRGR) and consult on drawdown requests for reimbursement of expended funds on a monthly basis, or as directed. 10. Assist with the preparation of HUD required reports, notices, and documents necessary. 11. Assist with creation of a monitoring plan for all the project activities to ensure appropriate records maintenance, reporting, and compliance with all applicable CDBG requirements. 12. Assist with the development and review of all project -related agreements to ensure regulatory compliance with HUD guidelines. 13. Assist with Compliance Reports, as needed, for project-related use of CDBG grant funds. 14. Assist with record retention polices and activities , as they directly relate to the project’s implementation. 15. During HUD monitoring, assist the City in gathering and providing requested information to support compliance with HUD requirements. Customer Service The Willdan team is not only committed to maintaining the highest quality of services for the City of Temple City external customers, but just as importantly, for its internal customers. Our mission is to actively put forth efforts to develop and nurture positive working relationships wi th City staff in order to foster the spirit of teamwork. Effective collaboration with City staff is essential to our success in providing the CDBG best services for the community. Project Timeline Willdan staff has substantial training and experience in providing a variety of community development services to governmental agencies across California. We have administered all aspects of the Community Development Block Grant (CDBG) programs for municipalities and are operating CDBG funded residential and/or commercial rehabilitation programs in a number of cities. Due to our long-term involvement in administering housing and community development programs, we have developed a thorough understanding of the program requirements and have established sound practices and procedures to maintain a high level of accuracy and productivity. Our community development staff has strong organizational skills and creative approaches to addressing grant deadlines. Additionally, our staff applies technical and creative approaches to addressing administrative issues that arise. City of Temple City Small Business Assistance Program City of Temple City 5 Management and Staffing Willdan has assembled a highly -qualified project team. As the following resumes illustrate, our team members collectively possess considerable experience in successfully administering all aspects of CDBG -funded projects/pr ograms. Willdan’s Director of Planning, Salvador Lopez Jr., will provide corporate oversight, ensuring that any staff members we place with the City perform to the City’s and Willdan’s expectations of excellence. Mr. Lopez will be available to the City for any issue they need to discuss regarding Willdan’s work for the City. Our proposed staff exhibit s a very personable yet professional style in working with City staff. The combination of team members provides the City with adequate staff coverage to meet both normal daily and any fluctuating program demands. Our team members ar e as follows: Mr. Salvador Lopez Jr. will act as Principal-in-Charge. He is responsible for corporate oversight of the firm’s planning operations. He has more than 2 1 years of professional planning experience that has involved public and private sector employment. His experience spans all aspects of planning, including housing and community development, current, advance, and environmental planning, as well as active tr ansportation p lanning. He is highly experienced at managing multi -disciplinary teams in the development of policy and long -range planning documents for public agencies. Mr. Timothy C. Colón will act as CDBG Administration Manager and is a Willdan Engineering CDBG Analyst with 20 years of experience. Mr. Colón is experienced in reviewing and aligning program policies with HUD regulations under 24 CFR 570, the allocating Federal Register Notice, and HUD CPD notices. As a former HUD attor ney, Mr. Colón has experience drafting CPD notices and guidance at the federal level. Mr. Colón is also knowledgeable in CDBG -DR program planning and Action Plan development. Mr. Colón will have primary responsibility for this project. Resume for Mr. Timothy C. Colon is provided on the following page. Pricing and Compensation Willdan proposes the not-to-exceed fee of $16,188 to provide grant administration services to implement a Small Business Assistance Program for the City of Temple City. ed Proposed Service Fees Service Type Cost Estimate *CDBG Administration Services – Small Business Assistance Program $16,188 Total $16,188 Staff Hourly Rates Staff Member Project Role Hourly Rate* Salvador Lopez, Jr. Principal-in-Charge $216 Tim Colón CDBG Analyst (Project Manager) $145 Reimbursable Expenses Any additional expense for reports or from outside services will be billed to the City. Charges for meeting and consulting wi th counsel, the City, or other parties regarding services not listed in the scope of work will be at our then-current hourly rates. City of Temple City Small Business Assistance Program City of Temple City 6 Timothy C. Colón, JD, MUP CDBG Administrative Manager Mr. Timothy C. Colón is a Willdan Engineering CDBG Analyst with 20 years of experience. Mr. Colón is experienced in reviewing and aligning program policies with HUD regulations under 24 CFR 570, the allocating Federal Register Notice, and HUD CPD notices. As a former HUD attorney, Mr. Colón has experience drafting CPD notices and guidance at the federal level. Mr. Colón is also knowledgeable in CDBG-DR program planning and Action Plan development. Relevant Project Experience Tetra Tech, Program Manager/Subject Matter Expert - Housing Policy and Disaster Recovery. Tetra Tech Disaster Recovery Division. Draft, review and align program policies with HUD regulations under 24 CFR 570, the allocating Federal Register Notice, and HUD CPD notices. Review and respond to requests for information from field staff which require interpretations of program policy and HUD regulations related to case specific facts. Provide po licy and compliance training to staff and vendor personnel. Conduct analyses on current pr ocesses and work with team leads to identify, document and prioritize process improvements. Provide subject matter expertise for CDBG-DR program planning and Action Plan development. US Department of Housing and Urban Development, Los Angeles, CA, New York, NY. Community Planning and Development Specialist. Office of Community Planning and Development – Disaster Recovery and Special Issues Division. Advise on the application and interpretation of policies, rules, and regulatory provisions regarding use of C DBG-DR funds. This involves direct communication and correspondence with HUD field staff, grantees, public interest groups, and others. Monitor and evaluate recipients of CDBG-DR funds and other CPD Programs. This process entails planning, scheduling, conducting on-site reviews, analyzing information, coordinating group activities, and recommending subsequent actions. Analyze grantee information and determine compliance with applicable laws and regulations. Present results of this analysis to grantee offici als. Develop policies and procedures regarding the administration of the National Disaster Resilience and Rebuild by Design programs supported by CDBG-DR funds, including fostering a team review process of Action Plan Amendments. Provide coordination between HUD and FEMA in use of CDBG-DR and FEMA Public Assistance program for emergency repairs to publicly owned systems. US Department of the Treasury, Washington, DC. Senior Policy Advisor. Supervisory position that involved managing the creation and implementation of a compliance framework, administered across 56 participants and encompassing $1.5 Billion, including risk assessment, sample testing, technical assistance, and on-site review. Led management team in establishing policies, objectives, and priorities, and developing action plans to accomplish program implementation. Developed appropriate guidance based on existing law, regulations, precedent and stakeholder input. Analyzed and answered questions regarding combining different sources of funds, confl icts of interest, program requirements, and eligible uses of funds. Served as the point of contact for program oversight bodies, including the Office of the Inspector General and the Government Accountability Office. Researched and answered oversight inqui ries and responded to audit reports. Performed legal research and analysis providing oral and written advice, counsel, and opinions in regard to the laws, regulations, court decisions, and other precedents bearing on the legal issues involving or impacting Treasury and the State Small Business Credit Initiative, including appropriations law, agency authority, Constitutional law, conflicts of interest, project finance techniques, and expanding the scope of agency services. Proposed new legislation and revisi ons to existing legislation based on program experience and need. Carried out personnel management responsibilities for a staff of professional and clerical support personnel. Assisted with regulation drafting for 2016 funding round of the Capital Magnet Fund. US Department of Housing and Urban Development, Los Angeles, CA. Office of General Counsel – Office of Assisted Housing and Community Development and Los Angeles Field Office. Conducted loan closings for the HUD 202/811 programs on projects worth over $25 million. Drafted and reviewed real estate transaction and loan documents regarding HUD insured housing and affordable development projects including operating agreements, leases, deeds, deeds of trust, loan agreement and promissory notes. Reviewed title insurance documentation, survey reports and conducted transaction due diligence. Advised program staff with legal analysis and interpretation of laws governing programs including HOME, CDBG, BRAC, ICDBG and others. Provided legal Education University of Minnesota, Minneapolis, MN - Juris Doctor University of Kansas, Lawrence, KS, Master of Urban Planning University of Minnesota, Morris, MN, Bachelor of Arts, Political Science 20 Years’ Experience City of Temple City Small Business Assistance Program City of Temple City 7 and policy interpretations to program administrators regarding federal economic development and community development programs. Drafted legal opinions, waivers and briefs for administrators including the Secretary of HUD. Served as a liaison between the Office of General Counsel and the Office of Community Planning and Development. US Department of Housing and Urban Development, Office of Affordable Housing Programs, Washington DC. Drafted regulations and policies for the HUD Federal Housing Trust Fund. Drafted policy documents including federal regulations and federal notices for a federal housing production program. This included formulating, explaining, and interpreting the policy for the HOME program based on applicable statutory law, federal regulations, and prior written gui dance. Provided guidance, explaining and interpreting regulations and policies in response to inquiries from field offices, other federal agencies, congress ional offices, grantees, nonprofit organizations and constituent groups. Prepared guidance for competitive and formula grant programs including overseeing the process of making grants to local and state development agencies. Prepared briefing materials and talking points for the HUD Assistant Secretary and other senior staff. Formulated new legislation and revisions to existing legislation based on program experience and need. Reviewed applications for the Self-help Homeownership Opportunity Program (SHOP), a Federal competitive grant program for the creation of affordable housing. Office of Community Planning and Development – Los Angeles Field Office. Monitored and evaluated recipients of CDBG and HOME program funds. Planned, scheduled and, conducted on- site reviews, analyzed information, coordinated group activities and recommended subsequent actions. Negotiated, formulated and implemented compliance recommendations in conjunction with the Office of the Inspector General to clear monitoring findings. This included setting a compliance agenda, developing priorities, reviewing work products, collecting and analyzing local information, monitoring job performance, preparing written analysis and recommendations, and identifying technical assistance needs. Provided advice and guidance concerning the interpretation of policies, rules, and regulatory provisions. This included direct communications and correspondence with field staff, grantees, public interest groups, and others. Office of Block Grant Assistance (CDBG). Assisted in the distribution of Neighborhood Stabilization Program (a short-term Federal housing and economic development program) to assist communities severely impacted by the foreclosure crisis. Reviewed plans and developed recommendations to ensure compliance with NSP statutory requirements and program regulations including management controls, quality controls, and performance measures. ATTACHMENT B AGREEMENT FOR SERVICES BETWEEN THE CITY OF TEMPLE CITY, CALIFORNIA AND Willdan Engineering This Agreement for Services ("Agreement") is entered into as of this Hp day of i�A , 2011 by and between the City of Temple City, a municipal corporation ("Cify") and Willdan Engineering , a California 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 a Request for Proposals (RFP), 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 Temple 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 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is from July 1, 2017 through June 30, 2018. As a result of positive performances and available funds, the City may extend this Agreement for up to four (4) additional years, in one-year increments. 1 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 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 26 "Administration and Implementation" or Section 28 "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, is limited to 20 percent of the home improvement program expenditures and shall not exceed Sixty Thousand dollars ($ 60,000.00 ), unless additional compensation is approved in writing in accordance with Section 27 "Administration and Implementation" or Section 29 "Amendment" of this Agreement. (b) Each month Service Provider shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub -category), travel, materials, equipment, supplies, and subcontractor contracts. Subcontractor charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit "B" include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of task performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Service Provider to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Service Provider for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Service Provider which are disputed by City, City will use its best efforts to cause Service Provider to be paid within forty-five (45) days of receipt of Service Provider's correct and undisputed invoice. (d) 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 waiver of any of the provisions of this Agreement including, but not limited to, Section 16 "Indemnification" and Section 17 "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" 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. - 3 - 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. (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. -4- SECTION 9. STANDARD OF PERFORMANCE. 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. 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. Executive Order 11246 requires that during the performance of this Agreement, the Service Provider agrees not to discriminate against any employee or applicant for employment because of race, religion, sex, color, or national origin. The Service Provider will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, color, or national origin. Such action shall include, but not limited to, the following: employment upgrading, demotion or transfer: recruitment or recruitment advertising: layoff or termination: rates of pay or other forms of compensation: and selection for 5 training, including apprenticeship. The Service Provider agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Service Provider setting forth the provisions of this nondiscrimination clause. SECTION 13. UNAUTHORIZED ALIENS. Service Provider hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Service Provider so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Service Provider hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City. SECTION 14. 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 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 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. (c) 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 15. 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. -6 (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 attorneys fees, caused by or incurred as a result of Service Provider's conduct. (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 16. INDEMNIFICATION. (a) Indemnification for Professional Liability. Where the law establishes a professional standard of care for Service Provider's services, to the fullest extent permitted by law, Service Provider shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents ("Indemnified Parties") from and against any and all 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 attorneys fees and costs, court costs, interest, defense costs, and expert witness fees) arise out of, are a consequence of, or are in any way attributable to, in whole or in part, any negligent or wrongful act, error or omission of Service Provider, or by any individual or entity for which Service Provider is legally liable, including but not limited to officers, agents, employees or sub -contractors of Service Provider, in the performance of professional services under this Agreement. (b) Indemnification for Other than Professional Liability. Other than in the performance of professional services and 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 attorneys fees and costs, court costs, interest, defense costs, and - 7 - 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 sub -contractors of Service Provider. (c) Indemnification from Subcontractors. Service Provider agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Service Provider in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Service Provider fails to obtain such indemnity obligations from others as required herein, Service Provider agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Service Provider and shall survive the termination of this Agreement or this section. (d) Limitation of Indemnification. Notwithstanding any provision of this section to the contrary, design professionals are required to defend and indemnify the City only to the extent permitted by Civil Code Section 2782.8, which limits the liability of a design professional to claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional. The term "design professional," as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of the California Business and Professions Code. (e) 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 17. 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 18. 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 8 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 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 20 "Termination of Agreement." City acknowledges, however, that Service Provider, in the performance of its duties pursuant to this Agreement, may utilize subcontractors. SECTION 19. 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 sub -contractors, if any, assigned to perform the Services prior to and during any such performance. SECTION 20. 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 21. 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 -9 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 20 "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 22. 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 23. County Lobby Certfication and Executive Order 11246 (EOE). It is understood that each person/entity/firm who applies for a Community Development Commission contract, and as part of that process, shall certify that they are familiar with the requirements of the Los Angeles County Code Chapter 2.160, (Los Angeles County Ordinance 93-0031) and; that all persons/entity/firms acting on behalf of the above named Service Provider have and will comply with the County Code, and; that any person/entity/firm who seeks a contract with the Community Development Commission shall be disqualified there from and denied the contract and, shall be liable in civil action, if any lobbyist, lobbying firm, lobbyist employer or any other person or entity acting on behalf of the above named Service Provider fails to comply with the provisions of the County Code. SECTION 24. 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. - 10 - SECTION 25. 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 Temple City Attn: City Manager 9701 Las Tunas Dr. Temple City, CA 91780 To Service Provider: Willdan Engineering 13191 Crossroads Pkwy North, Suite 405 City of Industry, CA 91746 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 26. 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 27. 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 28 "Amendment" and the City Manager's contracting authority under the Temple City Municipal Code. SECTION 28. BINDING EFFECT. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties. SECTION 29. 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 - 11 - Manager's contracting authority under the Temple 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 30. 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. SECTION 31. 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 Los Angeles, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Los Angeles. SECTION 32. 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 33. 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 34. 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). -12- SECTION 35. 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. IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first -above written. ATTEST: PeggKuo City Clerk CITY OF TEMPLE CITY Bryan Cook City Manager - 13 - APPROVED AS TO FORM Eric ail City Attorney By: �By: ��f�1 M . fre :,,J I C Its: Ut 4 fy 1 /' ✓cc..1121/ Its: 5 41., . NOTE: SERVICE PROVIDER'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO SERVICE PROVIDER'S BUSINESS ENTITY. - 14- Signer's Name: Individual Corporate Officer Partner(s) A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA COUNTY OF LOS ANGELES ��(� ? MO,(ci �, ��P�1I � a��►I �o�oi�ry �61 On I 20� before me, Date Name And Title Of Officer (e.g. "J a Doe, Notary Public") Ul 11I(TY-'1 Ce ii VA`-01 Name of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. personally appeared MARCIA JEAN HIGASHI Notary Public - California Los Angeles County Commission IP 2187953 My Comm. Expires Apr 7, 2021 I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. `tr',`vc Signature of Notary Pu OPTIONAL Though this section is optional, completing this information can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES) CLAIMED BY SIGNER(S) DESCRIPTION OF ATTACHED DOCUMENT C e r.A Page-N ACyt t Nal uyit 4 y6 3 Title(s) Title or Type of Document Limited General Attorney -In -Fact Trustee(s) Guardian/Conservator Other: Signer is representing: Name Of Person(s) Or Entity(ies) Number Of Pages My1)�o1� Date Of Document Signer(s) Other Than Named Above A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA STATE OF CALIFORNIA COUNTY OF LOS ANGELES On M Get`/ _L ll gate personally appeared , 2(17, before me, MARCIA JEAN HIGASHI Notary Public - California Los Angeles County Commission * 2187953 M Comm. Expires A ' r 7, 2021 MaICiA-. All Vt1 a5� Name And Title Of Officer (e.g. "Jane D, Notary Public") Name of Signers) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. OPTIONAL ipnature of Notary Pu is ignature of Notary Pu is Though this section is optional, completing this information can deter alternation of the document or fraudulent reattachment of this form to an unintended document. CAPACIT(IES) CLAIMED BY SIGNER(S) DESCRIPTION OF ATTACHED DOCUMENT Signer's Name: Individual Corporate Officer • • • • GLLJo( (A. fo,i) Title(s) Partner(s) Attorney -In -Fact Trustee(s) Guardian/Conservator Other: Limited General Signer is representing: Name Of Person(s) Or Entity(ies) ..(ee ,r(►e�n', �ir( SPY\/ l C e S Title or Type of Document 34 Number Of Pages Date'Of Document Signer(s) Other Than Named Above EXHIBIT "A" SCOPE OF SERVICES I. Service Provider will perform the following Services: A. Administer the City's Community Development Block Grant Program. B. Administer the City's Housing Rehabilitation Program. C. Conduct preliminary interviews with property owners to determine the household's eligibility status and improvements for dwelling unit. D. Process applications for the Housing Rehabilitation Program funding for eligible homeowners. E. Obtain all required supporting documentation including income verification, value of property, condition of title, and credit worthiness of applicant, as applicable. F Conduct property inspections and prepare work write-ups and, if necessary, cost estimates. G. Complete all applicable CDBG documents relating to the improvement activities, inclusive of: lead -based paint requirements, historical preservation review, etc. H. Prepare specifications and bid documents, and review received bids with homeowner. Approve selection of contractor, and prepare and execute documents for financial assistance to homeowner. J. Obtain contractor clearances for non -inclusion on the Federal Debarred/Suspended List and determine that contractor is licensed and bonded through the State License Contractor's Board. K. Conduct pre -construction conference to review all proposed work with the homeowner and contractor. L. Conduct asbestos and lead -based paint initial inspections; ensure that contractor's abate asbestos/lead-based paint according to the report. Call for final inspection after construction is complete. A-1 M. Conduct progress inspections to ensure that work is proceeding in a timely manner and to authorize and disburse progress payments. N. Execute and record Notice of Completion upon final inspection certifying that the improvements have been completed in accordance with contract requirements. O. Acquire lien releases from contractors and subcontractors, obtain homeowner's authorization for final payment, and execute close-out of contractors work by ensuring that the permanent file contains required documentation for LACDC monitoring and audit purposes. P. Prepare monthly progress reports to City staff. Q. Assist City staff with preparing funding requests for the Housing Rehabilitation, Asbestos Testing/Abatement, and Youth Scholarship Programs. R. Provide the City with program accomplishment data, needed for the Quarterly Performance Reports to the LACDC. S. Generate language for community marketing and outreach for the Housing Rehabilitation Program. II. As part of the Services, Service Provider will prepare and deliver the following tangible work products to the City: A. Complete CDBG documents related to home improvement activates. B. Documentation of eligibility of program participants. C. Contractor clearances and/or certifications. D. Progress inspection reports. E. Notices of completion. A-2 III. During performance of the Services, Service Provider will keep the City appraised of the status of performance by delivering the following status reports: A. Monthly progress reports with information relating to people on the waiting list, people that did not qualify, projects pending, projects under construction, and projects completed. B. Quarterly Performance Reports (QPR) IV. The tangible work products and status reports will be delivered to the City pursuant to the following schedule: A. One (1) monthly progress report for each month of the Calendar Year staring with the commencement of the Agreement. B. One (1) Quarterly Performance Report provided every three months starting with the commencement of the Agreement. V. Service Provider will utilize the following personnel to accomplish the Services: A. Sandi Medrano, Program Coordinator B. Jane Freij, Labor Compliance Manager C. Andre Dupre, Co -Program Coordinator/Principal Planner D. Dean Sherer, Principal Planner VI. Service Provider will utilize the following subcontractors to accomplish the Services: A. N/A B. N/A C. N/A D. N/A A-3 EXHIBIT "B" COMPENSATION I. Service Provider shall use the following rates of pay in the performance of the Services: A. Program Coordinator $70.00 [job] [hourly rate] B Labor Compliance $130.00 [job] [hourly rate] Co -Program Coordinator/ C. Principal Planner $146.00 [job] [hourly rate] D. Principal Planner $146.00 E. [job] [hourly rate] [job] [hourly rate] II. Service Provider may utilize subcontractors as indicated in this Agreement. The hourly rate for any subcontractor is not to exceed $ N/A per hour without written authorization from the City Manager or his designee. III. The total compensation for the Services is limited to 20 percent of the home improvement program (loan/grant program and asbestos testing/abatement grant) expenditures and shall not exceed $ 60,000 , as provided in Section 4 "Compensation and Method of Payment" of this Agreement. B-1 EXHIBIT "C" INSURANCE A. Insurance Requirements. Service Provider shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Service Provider, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Service Provider shall provide the following scope and limits of insurance: 1. Minimum Scope of Insurance. Coverage shall be at least as broad as: (1) Commercial General Liability. Insurance Services Office form Commercial General Liability coverage (Occurrence Form CG 0001). (2) Automobile. Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, including code 1 "any auto" and endorsement CA 0025, or equivalent forms subject to the written approval of the City. (3) Workers' Compensation. Workers' Compensation insurance as required by the Labor Code of State of California covering all persons providing Services on behalf of the Service Provider and all risks to such persons under this Agreement. (4) Professional Liability. Professional liability insurance appropriate to the Service Provider's profession. This coverage may be written on a "claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to Services performed under this Agreement. The insurance must be maintained for at least three (3) consecutive years following the completion of Service Provider's services or the termination of this Agreement. During this additional three (3) year period, Service Provider shall annually and upon request of the City submit written evidence of this continuous coverage. 2. Minimum Limits of Insurance. Service Provider shall maintain limits of insurance no less than: (1) Commercial General Liability. $1,000,000 general aggregate for bodily injury, personal injury and property damage. C-1 (2) Automobile. $1,000,000 per accident for bodily injury and property damage. A combined single limit policy with aggregate limits in an amount of not less than $2,000,000 shall be considered equivalent to the said required minimum limits set forth above. (3) Workers' Compensation. Workers' Compensation as required by the Labor Code of the State of California of not less than $1,000,000 per occurrence. (4) Professional Liability. $1,000,000 per claim and $2,000,000 annual aggregate. B. Other Provisions. Insurance policies required by this Agreement shall contain the following provisions: 1. All Policies. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice by certified mail, return receipt requested, has been given to City. 2. Commercial General Liability and Automobile Liability Coverages. (1) City, and its respective elected and appointed officers, officials, and employees and volunteers are to be covered as additional insureds as respects: liability arising out of activities Service Provider performs; products and completed operations of Service Provider; premises owned, occupied or used by Service Provider; or automobiles owned, leased, hired or borrowed by Service Provider. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, or employees. (2) Service Provider's insurance coverage shall be primary insurance with respect to City, and its respective elected and appointed, its officers, officials, employees and volunteers. Any insurance or self-insurance maintained by City, and its respective elected and appointed officers, officials, employees or volunteers, shall apply in excess of, and not contribute with, Service Provider's insurance. (3) Service Provider'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) Any failure to comply with the reporting or other provisions of the insurance policies, including breaches of warranties, shall not affect coverage C-2 provided to City, and its respective elected and appointed officers, officials, employees or volunteers. 3. Workers' Compensation Coverage. Unless the City Manager otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation against City, and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Service Provider. C. Other Requirements. Service Provider agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City may require that Service Provider furnish City with copies of original endorsements effecting coverage required by this Exhibit "C". The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time. 1. Service Provider shall furnish certificates and endorsements from each subcontractor identical to those Service Provider provides. 2. Any deductibles or self -insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self -insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Service Provider shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. 3. The procuring of such required policy or policies of insurance shall not be construed to limit Service Provider's liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.