HomeMy Public PortalAboutAgreement_2022_05_30 to 2024_05_30_CliftonLarsonAllen LLP_Professional audit services_21-023CAGREEMENT FOR SERVICES
By and Between
THE CITY OF TEMPLE CITY,
a Municipal Corporation
and
CLIFTONLARSONALLEN LLP,
a Limited Liability Partnership
AGREEMENT FOR SERVICES
BETWEEN
THE CITY OF TEMPLE CITY, CALIFORNIA
AND
CLIFTONLARSENALLEN LLP
This Agreement for Services ("Agreement") is entered into as of this I ct� day of
May, 2022 by and between the City of Temple City, a municipal corporation ("City") and
CliftonLarsenAllen (CLA), a Limited Liability Partnership ("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 request for proposal, 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 for three years beginning with the audit of the
fiscal year ending June 30, 2022, through the fiscal year ending June 30, 2024 with the
option to renew for two one-year extensions upon City Council approval.
-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, shall not exceed $172,880 (One hundred seventy-two thousand
eight hundred eighty dollars) for the three-year period, fiscal years ending June 30,
2022 to June 30, 2024, with an option for two one-year extensions not to exceed
$59,940 (Fifty-nine thousand nine hundred forty dollars) for year ending June 30, 2025
and $61,140 (Sixty-one thousand one hundred forty dollars) for year ending June 30,
2026, unless additional compensation is approved in writing in accordance with Section
26 "Administration and Implementation" or Section 28 "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
-2-
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 reasonably 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. Provided,
however, that Service Provider's work papers and audit documentation are its sole and
exclusive property to the extent provided by applicable laws, regulations, and
professional standards. 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. Notwithstanding the foregoing, to the extent that a copy of any
such documents is required to be maintained pursuant to any law, regulation, rule of any
regulatory or self -regulatory body applicable to Service Provider or to the extent
required to comply with Service Provider's internal policies and in accordance with its
customary practices for data backup and storage and for defending or maintaining any
litigation or other proceedings relating to the Agreement, a copy of such documents
may be retained by Service Provider so long as such documents are maintained
and used in a manner consistent with the confidentiality obligations of Recipient set
forth herein. Additionally, nothing herein shall require the return or destruction of
documents stored in automatic electronic backup systems, including but not limited to
email, if such return would be commercially or technically infeasible, provided that any
such documents shall be subject to the non -disclosure and use restrictions imposed
herein for so long as such documents are retained.
-3-
If and to the extent that City utilizes for any permissible 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 time and expenses regarding 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 time, 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.
(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.
-4-
(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.
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
-5-
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, against any person on the
basis of race, color, religious creed, national origin, ancestry, sex, age, physical
handicap, medical condition or marital status in connection with or related to the
performance of this Agreement.
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.
-6-
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.
(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, other legal process, or
court order shall not be considered "voluntary" provided Service Provider gives City
notice of such court order or subpoena, if legally permissible to do so.
(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 reasonable attorneys fees, caused
by or incurred as a result of Service Provider's conduct.
(d) Service Provider shall, if legally permissible, 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, with Service Provider's consent, 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, if
legally permissible, 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,
- 7 -
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
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.
-8-
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
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, and such failure is not cured pursuant to Section 21 below, 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
-9-
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
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. 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 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: CliftonLarsonAllen LLP (CLA)
Attn: Kassie Radermacher
2875 Michelle Dr., Suite 300
Irvine, CA 92606
- 10 -
Notice shall be deemed effective on the date personally delivered 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 28 "Amendment" and the City
Manager's contracting authority under the Temple 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 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 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.
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 Los Angeles, California. In the
-11 -
event of litigation in a U.S. District Court, venue shall lie exclusively in the Central
District of California, in Los Angeles.
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.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on
the date and year first -above written.
CITY OF TEMPLE CITY
Bryan Cook, City Manager
- 12 -
ATTEST:
Peggy Kud, City Clerk
CONTRACTOR:
APPROVED AS TO FORM:
By �(� 2/2 r.` Gtr/,c 71 Ai/11A
(Authorized fficer)
Name: A6,ts/ T gaexinGi f i? ei
Title. Pr i i a 1
(2nd signature required if Corporation, Incorporation or Limited Liability
Corporation)
By
(Authorized Officer)
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,
OR OTHER RULES OR REGULATIONS APPLICABLE TO SERVICE
PROVIDER'S BUSINESS ENTITY.
- 13 -
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 OiCt_!...49 e
COUNTY OF L
rh
, 20 (X) --before me,
On / I'Icil I 1
Date
personally appeared
kG ssi e
DUC LE
,a �_ COMM. #2363$24
o G ,6:. Notary Public - California s
�. : r_;
Orarj9e County
M Comm. Ex • fifes June 30 2025
vL k)01_0-/ po/6
Name And I itle Of Officer (e.§. "Jane Doe, Notary Public")
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.
OPTIONAL
Signature of Notary Public
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)
Signer's Name:
Individual
Corporate Officer
Title(s)
Partner(s)
Attorney -In -Fact
Trustee(s)
Guardian/Conservator
Other:
Limited
General
Signer is representing:
Name Of Person(s) Or Entity(ies)
DESCRIPTION OF ATTACHED DOCUMENT
Title or Type of Document
Number Of Pages
Date Of Document
Signer(s) Other Than Named Above
RIV #4838-6958-3880 v3
DRAFT 1/27/15
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
personally appeared
Name And Title Of Officer (e.g. "Jane Doe, Notary Public")
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.
OPTIONAL
Signature of Notary Public
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
Partner(s)
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
Date Of Document
Signer(s) Other Than Named Above
RIV #4838-6958-3880 v3
DRAFT 1/27/15
EXHIBIT "A"
SCOPE OF SERVICES
Financial statement audit approach
We will conduct our audit in four primary phases, as shown below.
Phase 1
Planning
and strategy
Phase
Systems
evaluation
rPhase 3
Testing and
analysis
Phase 4
Reporting
and follow
up
PHASE 1: PLANNING AND STRATEGY
The main objective of the planning phase is to identify significant areas and design efficient audit procedures.
We will accomplish our planning by following the methodology below:
Conduct an entrance meeting with the City Kassie Radermacher and staff will meet with the City personnel
to mutually agree on an outline of responsibilities and timeframes. The agenda will include but not be
limited to the following:
Establish audit approach and timing schedule
Assistance to be provided by the City personnel
Application of generally accepted accounting principles
Initial audit concerns
Concerns of the City's management
Establishment of report parameters and timetables
Progress reporting process
Establish principal contacts
Gain an understanding of the operations of the City, including any changes in its organization, management
style, and internal and external factors influencing the operating environment. We will utilize reference
materials such as the budget and related materials, organizational charts, manuals and programs, financial,
and other management information systems
Identify significant accounts and accounting applications, critical audit areas, significant provisions of laws
and regulations, and relevant controls over operations
Determine the likelihood of effective Information Systems (IS) - related controls
Perform a preliminary overall risk assessment
Confirm protocol for meeting with and requesting information from relevant staff
Establish a timetable for the fieldwork phase of the audit
Determine a protocol for using TeamMate Analytics and Expert Analyzer (TeamMate), our data extraction
and analysis software, to facilitate timely receipt and analysis of reports from management
Compile an initial comprehensive list of items to be prepared by the City, and establish mutually agreed
upon deadlines
We will document our planning through preparation of the following:
Entity Profile. This profile will help us gain an understanding of the City's activities, organizational structure,
services, management, key employees, and regulatory requirements.
Preliminary Analytical Procedures, These procedures will assist in planning the nature, timing and extent of
auditing procedures that will be used to obtain evidential matter. They will focus on enhancing our
understanding of the financial results and will be used to identify any significant transactions and events that
have occurred since the last audit date, as well as to identify any areas that may represent specific risks
relevant to the audit.
General Risk Analysis. This will contain our overall audit plan, including materiality calculations, fraud risk
assessments, overall audit risk assessments, effects of our IS assessment, timing, staffing, client assistance, a
listing of significant provisions of laws and regulations and other key planning considerations.
Account Risk Analysis. This document will contain the audit plan for the financial statements, including risk
assessment and the extent and nature of testing by assertion.
Prepared by Client Listing. This document will contain a listing of schedules and reports to be prepared by
the City personnel with due dates for each item.
Assurance Information Exchange. CLA utilizes a secure web -based application to request and obtain
documents necessary to complete client engagements. This application allows clients to view detailed
information, including due dates for all of the items CIA is requesting. Additionally, clients have the ability to
attach electronic files and add commentary related to the document requests directly on the application.
One of the key elements in the planning of this audit engagement will be the heavy involvement of principals
and managers. We will clearly communicate any issues in a timely manner and will be in constant contact with
the City as to what we are finding and where we expect it will lead.
We will develop our audit programs during this phase. Utilizing the information we have gathered and the risks
identified, we will produce an audit program specifically tailored to the City. This program will detail by major
section the nature and types of tests to be performed. We view our programs as living documents, subject to
change as conditions warrant.
PHASE 2: SYSTEMS EVALUATION
During the systems evaluation phase, we will gain an understanding of the internal control structure of the City
for financial accounting and relevant operations. Next, we will identify control objectives for each type of control
that is material to the financial statements, and then identify and gain an understanding of the relevant control
policies and procedures that effectively achieve the control objectives. Finally, we will determine the nature,
timing, and extent of our control testing and perform tests of controls_ This phase of the audit will include
testing of certain key internal controls:
Electronic data, including general and application controls reviews and various user controls
Financial reporting and compliance with laws and regulations
We will test controls over certain key cycles. One audit efficiency initiative is to rely heavily on internal controls
when appropriate, and to creatively look at internal control testing to make it as efficient as possible. This means
not routinely performing detailed tests of transactions using large samples. We first seek to identify key
controls, and then identify possible testing through alternative methods, such as observation, interviews, and
re -performance. These tests serve not only to gather evidence about the existence and effectiveness of internal
control for purposes of assessing control risk, but also to gather evidence about the reasonableness of an
account balance.
We will also develop our internal control tests to assess the compliance with certain provisions of laws,
regulations, contracts, and grants for which noncompliance could have a direct and material effect on the
determination of financial statement amounts. Our use of multi -purpose tests allows us to provide a more
efficient audit without sacrificing quality.
Our assessment of internal controls will determine whether the City has established and maintained internal
controls to provide reasonable assurance that the following objectives are met:
Transactions are properly recorded, processed, and summarized to permit the preparation of reliable
financial statements and to maintain accountability over assets
Assets are safeguarded against loss from unauthorized acquisition, use, or disposition
Transactions are executed in accordance with laws and regulations that could have a direct and material
effect on the financial statements
We will finalize our audit programs during this phase. We will also provide an updated Prepared by Client Listing
based on our test results and our anticipated substantive testing.
During the internal control phase, we will also perform a review of general and application Information Systems
(IS) controls for the applications that are significant to financial statements to conclude whether IS general
controls are properly designed and operating effectively and consider application controls as part of the internal
control assessment in the financial statement audit_ Our strategy for the IS review of the applications will involve
reviewing all of the general control activities, including the computerized and manual processes. We will
determine the scope of work by applying the concepts of materiality and risk assessment to effectively reduce
examination inefficiencies. When planning this examination, we will pin an understanding of the City's
operations by reviewing its current controls and control objectives as documented and will also review prior
years' audit work and the status of corrective actions.
Based on our preliminary review, we will perform an initial risk assessment of each critical element in each
general control category, as well as an overall assessment of each control category. We will then proceed
to assess the significant computer -related controls.
For IS -related controls that we deem to be ineffectively designed or not operating as intended, we will gather
sufficient evidence to support appropriate findings and will provide recommendations to improve internal
controls. For those IS controls that we deem to be effectively designed, we will perform testing to determine if
they are operating as intended through a combination of procedures, including observation, inquiry, inspection,
and re -performance.
PHASE 3: TESTING AND ANALYSIS
The extent of our substantive testing will be based on results of our internal control tests. It has been our
experience that similar clients often have a system of internal controls that, with appropriately designed test
and correlation to account balances, can be used to limit the extent of account balance substantiation testing.
Audit sampling will be used only in those situations where it is the most effective method of testing. Before
deciding to sample, we will consider all possible approaches and audit techniques. Items where, in our
judgment, acceptance of some sampling risk is not justified will be examined 100 percent. These may include
unusual items or items for which potential misstatements could individually equal or exceed tolerable error.
After identifying individually significant or unusual items, we will decide on the audit approach for the remaining
balance of items by considering tolerable error and audit risk. This may include {1) testing a sample of the
remaining balance; (2) lowering the previously determined threshold for individually significant items to increase
the percent of coverage of the account balance; or (3) applying analytical procedures to the remaining balance_
When we elect to sample balances, we will use TeamMate to efficiently control and select our samples.
Our work papers during this phase will clearly document our work as outlined in our audit programs. We will also
provide the City with status reports during the course of the audit fieldwork. As in all phases of the audit, we will
be in communication with the City to determine that all identified issues are resolved in a timely manner. We
will also hold a final exit conference with the City to summarize the results of our fieldwork and review
significant findings.
PHASE 4: REPORTING AND FOLLOW-UP
Reports to management will include oral and/or written reports regarding:
Independent Auditor's Report
Independent Auditor's Report on internal Control over financial reporting and on compliance and other
matters based on an audit of Financial Statements Performed in Accordance with Government Auditing
Standards
Independent Auditor's Report on Compliance for Each Major Federal Program, Report on Internal Control
Over Compliance, and Report on the Schedule of Expenditures of Federal Awards Required by the Uniform
Guidance
Management Letter
Written Communication to Those Charged with Governance, which includes the following areas:
Our responsibility under auditing standards generally accepted in the United States of America
Changes in significant accounting policies or their application
Unusual transactions
Management judgments and accounting estimates
Significant audit adjustments
Other information in documents containing the audited financial statements
Disagreements with the City
the City's consultations with other accountants
Major issues discussed with management prior to retention
Difficulties encountered in performing the audit
Fraud or illegal acts
Once the final reviews of working papers and financial statements are completed, which is a process that
actually starts while the fieldwork is in process, our opinion, the financial statements, and management letter
will be issued_
The City will be provided a draft of any comments that we propose to include in the management letter,
enabling you to review the comments for accuracy prior to final release. Any items that come to our attention
that are not what we consider major items may be discussed verbally with management and not included in the
management letter. Our management letter will include items noted during our analysis of your operations.
We will also make a formal presentation of the results of the audit to those charged with governance of the City.,
if requested.
Single audit approach
The OMB's Uniform Guidance (2 CFR Part 200} is effective for federal grants made on or after December 26,
2014. This affects how federal grants are managed and audited and impacts every organization that receives
federal assistance_ Grant compliance can be a confusing topic and many of our clients rely on their federal
funding as a major revenue source, so it is important that they understand what these changes mean to their
organization. As a leader in the industry, CIA was out in front of these changes and informed our clients of how
to be proactive about these changes and how they could impact their entity_ CLA professionals are available to
provide guidance and tools tailored to the City's needs, and to assist in compliance with these rules_
The AICPA clarified auditing standard "AU -C 935 "Compliance Audits" requires risk -based concepts to be used in
all compliance audits including those performed in accordance with 2 CFR Part 200. Our risk -based approach
incorporates this guidance.
We will conduct our single audit in three primary phases, as shown, below:
Phase t
Risk assessment
and planning
Phase 2 Phase 3
Major program Final assessment
testing and reporting
PHASE 1: RISK ASSESSMENT AND PLANNING
The risk assessment and planning phase will encompass the overall planning stage of the single audit
engagement. During this phase, we will work closely with the City's management to determine that programs
and all clusters of programs are properly identified and risk -rated for determination of the major programs for
testing_ We will also review the forms and programs utilized in the prior year to determine the extent of any
changes which are required_
We will accomplish this by following the methodology below:
Determine the threshold to distinguish between Type A and B programs, including the effect of any loans
and loan programs
Utilizing the preliminary Schedule of Expenditure of Federal Awards, we will identify the Type A and
significant Type B programs (25% of Type A threshold) in accordance with the Uniform Guidance
Identify the programs tested and the findings reported for the past two fiscal years. Determine and
document the program risk based on the past two single audits
Prepare and distribute Type B program questionnaires to determine risk associated with Type B programs
Determine the major programs to be tested for the current fiscal year based on the previous steps
Based on our determination of the major programs, we will obtain the current year compliance supplement
to aid in the determination of Direct and Material Compliance requirements, and customize the audit
program accordingly
Determine the preferred methods of communication during the audit
PHASE 2: MAJOR PROGRAM TESTING
We will determine the programs to be audited based on the risk assessment performed in the planning phase.
We will perform the audit of the programs in accordance with UG_
To accomplish this, we will perform the following:
Schedule an introductory meeting and notify the City's management of the major programs for the current
fiscal year
Plan and execute the testing of the expenditures reported on the Schedule of Expenditures of Federal
Awards
Perform tests of compliance and internal controls over compliance for each major program identified
Schedule periodic progress meetings to determine that schedules are adhered to and identify issues as they
arise
Conduct entrance and exit conference meetings with each grant manager
PHASE 3: FINAL ASSESSMENT AND REPORTING
We will re -perform the steps noted in the preliminary assessment and planning stage once the final Schedule of
Expenditures of Federal Awards is received to determine if additional major programs were identified_
Based on the final determination of the programs we will perform the following:
Identify Type A and significant Type B programs which were not previously identified.
Re -assess the risk and determine if we are required to audit additional programs.
Perform compliance testing at the entity wide level related to procurement and cash management
requirements.
Perform testing to validate the status of prior year findings for those programs not selected for audit.
Prepare the Schedule of Findings and Questioned Costs.
Conduct exit conference with the City's management to review drafts of required reports:
Independent Auditors' Report on Internal Control over financial reporting and on compliance and other
matters based on an audit of Financial Statements Performed in Accordance with Government Auditing
Standards
Independent Auditor's Report on Compliance for Each Major Federal Program, Report on Internal Control
Over Compliance, and Report on the Schedule of Expenditures of Federal Awards Required by the Uniform
Guidance
Throughout the single audit, we will maintain communication through periodic progress meetings with those
designated by the City. These meetings will be on a set schedule, but as frequently as the City determines.
During these meetings, we will discuss progress impediments and findings as they arise.
Commitment to communication with management
We are committed to ongoing communication throughout the engagement. Continual communication starts
when an engagement letter is issued, continues until the completion or closeout of an engagement, and
throughout the remainder of the year. We believe effective communication is critical to a successful
engagement. This communication includes the exchange of ideas and advice as changes are considered or
implemented by the entity or the accounting profession.
During the engagement, we hold regular status meetings with the City to enhance day-to-day operations,
results, and any issues are commonly understood and addressed. The objectives of tracking and formally
reporting the engagement status are to:
Provide a consistent technique for monitoring progress against plan
Identify any issues quickly to allow for timely corrective action
Provide an objective rather than subjective evaluation of status
Provide timely information on a regular basis
Assist with obtaining buy -in of any audit recommendations on a timely basis
Workpaper retention
Workpapers will be maintained for at least a seven year period and will be available for examination by
authorized representatives of the Audit Committee's internal audit staff, and by authorized representatives of
regulatory personnel, subject to professional ethics requirements. Significant records are stored in one of our
secure Master Record Repositories per the engagement type. Upon the receipt of a request for retrieval, an
appropriate review format will be determined based on the scope of the examination.
Procedures used to understand internal processes and controls
During the planning and internal control phases of our audit, we will develop our understanding of the City
business operations and internal control structure for financial accounting and relevant operations through
observation, discussion, and inquiries with management and appropriate personnel. During this phase of the
audit, we will review budgets and related materials, organization charts, accounting and purchase manuals, and
other systems of documentation that may be available.
Once we understand your operations, we will then identify control objectives for each type of control that is
material to the financial statements. The next step will be to identify and gain an understanding of the relevant
control policies and procedures that effectively achieve the control objectives. We will then determine the
nature, timing, and extent of our control testing, and perform tests of controls.
This phase of the audit will include extensive testing of controls over transactions, financial reporting, and
compliance with laws and regulations. Whenever possible, we will use dual-purpose tests to reduce the need to
select multiple samples for internal control and compliance testing. We will be as efficient as possible,
thereby reducing the disruption to your operations while achieving our audit objectives.
Our assessment of internal controls will determine whether the City has established and maintained internal
controls to provide reasonable assurance that the following objectives are met:
Transactions are properly recorded, processed, and summarized to permit the preparation of reliable
financial statements and to maintain accountability over assets
Assets are safeguarded against loss from unauthorized acquisition, use, or disposition
Transactions are executed in accordance with laws and regulations that could have a direct and material
effect on the financial statements
Our work papers during this phase will clearly document our work through preparing the following for each
significant transaction cycle or accounting application:
Audit program
Cycle memo and supporting documentation
Account risk analysis (ARA)
Specific control evaluation (SCE)
Continued to next page
Schedule of tasks and milestones
We are committed to accomplishing the engagement within the specified time frames detailed in the RFP_ Since
the City did not provide specific requested dates for the audit services, the following is our sample audit timeline
for the 2022 audit relating to each segment of this engagement. If we are selected, this timeline would be
revised with input from the City.
Step
No.
Audit Segments
Timing
1
Pre -Engagement Planning Upon Award Upon Award
Identify applicable local, state, and federal regulations
Organize and initiate audit staff and services
Meet with the City's Audit or Finance Committee to perform two-way
communication and discuss the audit
Schedule and hold an entrance conference with the City's management and
other key personnel
Review prior auditor workpapers
Review the City's interim financials and Midget
Prepare list of documents, schedules, etc. for the City to provide
Initial setup of financial statement
Interim and Preliminary Fieldwork
Perform IT system reviews and testing
Conduct interviews and identify major programs
Request confirmations
Determine major programs to be tested as part of the single audit
2 Perform testing on -site, Including test of controls and compliance testing
for the financial and single audits
Preliminary analytical reviews
Perform data analysis on the City's financial data
Assess existing practices, procedures, and systems
Verify compliance with local, state, and federal regulations
Review results of preliminary work and modify audit program as needed
Year-end Fieldwork
Perform substantive testing
3 Perform final analytical reviews
Complete any open testing of controls from preliminary fieldwork
Complete any open testing of single audit programs
Review workpapers, including concurring principal review
4
Report Preparation
Prepare and issue drafts of all required reports
Meet with management to review and discuss any comments or findings
Reporting
Finalize and issue all required reports
Submit electronic audit reporting package to Federal Audit Clearinghouse
June
City audit: September
Single audit: February
City audit: November
for drafts and final
reports in December
Single audit: February
for drafts and final
report in March
Certificate of achievement assistance
The Government Finance Officers Association (GFOA) Certificate of Achievement for Excellence in Financial
Reporting is awarded to state and local governments that go beyond the minimum requirements of
generally accepted accounting principles. It is awarded to state and local governments who produce a
comprehensive annual financial report that evidences the spirit of transparency and full disclosure. Members of
the GFOA staff and the GFOA Special Review Committee (SRC) review reports submitted to the ACFR program.
CLA provides audit services to many entities that received the GFOA Certificate of Excellence in Financial Report.
All of the procedures noted in our audit approach and our technical review of the ACFR are done to help the City
prepare and publish the top product possible. Our managers and principals who review the ACFR have a strong
understanding of the GFOA requirement for the certificate. We understand that this is a prestigious award for
the City and a great accomplishment for the Finance and Accounting departments.
We will review the GFOA comment letter for each ACFR and provide the City advice regarding the response to
the GFOA reviewer's comments. Our procedures with respect to the ACFR will be the review of the comments
from GFOA on the prior year submission to determine they were adequately addressed, completion of the ACFR
checklist, and review of the transmittal letter and statistical data to determine that information presented is
reasonable and agrees with the information in the financial statements and management's discussion and
analysis (MDSA), where applicable.
We understand the interrelationships of the many and varied components of a governmental entity's financial
statements, allowing us to quickly determine errors or problems with the financial statements. Our depth of
knowledge and experience also allows us to assist the City with the preparation of the ACFR and improvement of
the City's financial statements.
Our involvement with clients in the GFOA Certificate program helps to determine that vie are on the leading
edge of reporting trends and techniques. We have been engaged by various entities to review their statements
for compliance with program requirements. We have aided clients in the early implementation of professional
pronouncements and regularly provide our clients with updates on new pronouncements which will affect them
and will do the same for the City.
Engagement timetable
Our project management methodology results in a client service plan that provides for regular, formal
communication with the entire management team and allows us to be responsive to your needs. The schedule
allows for input from your personnel to make certain that the services are completed based on your
requirements. The plan may also be amended during the year based on input from the Audit Committee.
Significant Milestones Target Dates
Entrance conference May
Interim audit work begins June
interim audit work complete June
Field audit work begins September
Draft reports November
Presentation to Audit Committee December
Presentation to board/management December
EXHIBIT "B"
COMPENSATION
Professional Services*
FY 2022
FY 2023
FY 2024
FY 2025
FY 2026
City Audit:
City audit and basic financial statements
and related reports and commnications,
including preparation of the Annual
Comprehensive Financial Report (ACFR),
support for GASB 68 pension journal
entries, and attendance at required
meetings with those charged with
governance
$47,200
$48,140
$49,100
$50,080
$51,080
Single Audit and related reports (if
applicable)**
$4,620
$4,710
$4,800
$4,900
$5,000
GANN Limit Review Report
$530
$540
$550
$560
$570
State Controller's Cities Financial
Transactions Report
$4,150
$4,230
$4,310
$4,400
$4,490
Total
$56,500
$57,620
$58,760
$59,940
$61,140
*includes 5% technology and client support fee
**The single audit fee is for auditing one major program. Each additional major program will cost $3,000 per year.
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 is an assigned policyholders' Rating of A (or higher) and Financial Size
Category Class VII (or larger).
Only the following "marked" requirements are applicable and Service Provider shall provide
the following scope and limits of insurance:
1. Minimum Scope of Insurance. Coverage shall be at least as broad as:
X Commercial General Liability. Insurance Services Office form Commercial General
Liability coverage (Occurrence Form CG 0001).
X Automobile Liability. Service provider shall maintain automobile insurance at least
as board as Insurance Services Office form CA 00 01 covering bodily injury and
property damage for all activities of the Service Provider arising out of or in
connection with work to be performed under this Agreement, including coverage for
any owned, hired, non -owned or rented vehicles.
X Workers' Compensation. Workers' Compensation Insurance (Statutory Limits) and
Employer's Liability 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.
X Professional (Errors and Omissions) Liability. Professional liability insurance
appropriate to the Service Provider's profession. This coverage may be written on a
"claims made" basis. 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.
Service Provider shall maintain professional liability insurance that covers the
Services to be performed in connection with this Agreement. Any policy inception
date, continuity date, or retroactive date must be before the effective date of this
agreement and Service Provider agrees to maintain continuous coverage through a
period of no less than three years after completion of the services required by this
agreement.
1. Minimum Limits of Insurance. Service Provider shall maintain limits of
insurance no less than:
(1) Commercial General Liability. $1,000,000 per occurrence,
$2,000,000 general aggregate for bodily injury, personal injury and property damage.
(2) Automobile Liability. No less than $1,000,000 combined single
limit for each accident.
(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 and
Employer's Liability Insurance with limits of at least $1,000,000.
(4) Professional Liability. $1,000,000 per claim and in the
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 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.
(3) Requirements of specific coverage features or limits contained
in this Section are not intended as a limitation on coverage, limits or other requirements, or
a waiver of any coverage normally provided by any insurance. Specific reference to a given
coverage feature is for purposes of clarification only as it pertains to a given issue and is
not intended by any party or insured to be all inclusive, or to the exclusion of other
coverage, or a waiver of any type. If the Vendor maintains higher limits than the minimums
shown above, the Agency requires and shall be entitled to coverage for the higher limits
maintained by the Vendor. Any available insurance proceeds in excess of the specified
minimum limits of insurance and coverage shall be available to the Agency.
(4) Coverage provided by the CONTRACTOR shall be primary and
any insurance or self-insurance or maintained by Agency shall not be required to contribute
to it. The limits of insurance required herein may be satisfied by a combination of primary
and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be
endorsed to contain a provision that such coverage shall also apply on a primary and non-
contributory basis for the benefit of Agency before the Agency's own insurance or self-
insurance shall be called upon to protect is as a named insured.
(5) Any failure to comply with the reporting or other provisions of
the insurance policies, including breaches of warranties, shall not affect coverage 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.
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.