HomeMy Public PortalAbout06) 7C First Amendment to Agreement with Willdan EngineeringDATE:
TO:
FROM:
AGENDA
ITEM 7.C.
COMMUNITY DEVELOPMENT DEPARTMENT
MEMORANDUM
August 16, 2016
The Honorable City Council
Bryan Cook, City Manager
Via: Michael D. Forbes, AICP, Community Development Director~
Scott Reimers, Planning Manager
By: Adam Gulick, Associate Planner
SUBJECT: APPROVAL OF FIRST AMENDMENT TO AGREEMENT WITH WILLDAN
ENGINEERING TO PROVIDE ADDITIONAL HOUSING CONSULTANT
SERVICES FOR THE CITY'S HOME IMPROVEMENT PROGRAM
RECOMMENDATION:
The City Council is requested to approve the First Amendment (Attachment "A") to the
Agreement for Housing Consultant Services with Willdan Engineering (Willdan) and
authorize the City Manager to execute the Amendment.
BACKGROUND:
1. Since 1995, Temple City has offered a low interest home improvement loan funded
by the City's Community Development Block Gra nt (CDBG) funds. The City has
also offered handyworker and energy improvement grants funded by various
sources, such as CDBG funds, th e City's form er Community Redevelopment
Agency Housing Set-Aside fund s (CRA), Energy Efficiency and Conservation
Block Grant (EECBG) funds, and CDBG-Recovery (CDBG-R) funds.
2. Since September 20, 2011 , Temple City has contracted with Willdan Engineering
(Willdan) who has administe red various home improvement programs for the City.
The initial contract with Willda n was for Fiscal Year (FY) 201 1-12; however, the
contract was extended two additional years, in one-year increments, resulting from
their positive performance and available funds remaining in their contract.
3. On May 15, 2014, Community Development staff issued a Request for Proposal
(RFP) with a June 4, 2014, due date, inviti ng qualified consultants to submit
proposals to administer the City's home improvement programs that utilize CDBG
fun ds.
City Council
August 16, 2016
Page 2 of 4
4. On June 4, 2014, the City Clerk opened the five sealed RFP 's (Willdan , PMC,
Avant Garde, JWA Urban Consultants and Neighborhood Housing Services of Los
Angeles County) and forwarded copies to the Interim City Manager and
Community Development staff for review.
5. On June 6, 2014, the Interim City Manager and Community Development staff
discussed the RFP's. As specified in the RFP, City staff evaluated the RFP's for
completeness, the consultant's experience with operating a housing rehabilitation
loan program utilizing CDBG funds, experience with the Los Angeles County
Community Development Commission (LACCDC), and ability to provide services
in an efficient and cost effective manner.
6. On June 17, 2014, the City Council approved a Consultant Services Agreement
(Attachment "8") not to exceed $56,000 with Willdan to provide housing consultant
services through June 30 , 2017.
7. On December 17, 2015, the LACCDC sent an email notifying all participating cities
that unprogrammed funds were temporarily suspended due to the U.S. Department
of Housing and Urban Development (HUD) requirement of converting from the "Frist
In, First Out" (FIFO) tracking methodology to Grant-Specific Accounting (GSA).
8. On January 5, 2016, the City Council allocated $278,000 of CDBG funds for FY
2016-17 for the following home improvement programs: Housing Rehabilitation
Loan , Handyworker Grant, and Asbestos Testing and Abatement.
9. On June 2, 2016, the LACCDC sent an email notifying the City that unprogrammed
funds were available again for the City to increase funding to existing
programs/projects.
10. On July 5, 2016, staff conducted a review of Willdan's invoices and determined
that $46,800 have been expended since July 1, 2014. Due to a balance of $9,200,
staff has determined that additional funds are needed to process home
improvement projects for FY 2016-17.
ANALYSIS:
Willdan has over 15 years of experience in assisting cities and counties in administering
various home improvement programs that utilized CRA, CDBG, CDBG-R, and EECBG
funds. In addition , Willdan also has several years of experience in successfully working
with the LACCDC, which is the entity that distributes the City's CDBG funds. As a
"participating city" under the LACCDC, it is important for the City to hire a housing
consultant that has experience with LACCDC's extensive procedures. Willdan staff have
also administered other successful home improvement programs in Pico Rivera, Bell
Gardens, Artesia, Paramount, La Mirada, Irwindale, Lake Forest, La Puente and
Mission Viejo .
City Council
August 16, 201 6
Page 3 of 4
The City has contracted with Willdan to perform housing consultant services since
September 20, 2011. The current contract with Willdan started on July 1, 2014 and is
set to expire on June 30, 2017. Since July 1, 2014, Willdan has provided consultant
services for six housing rehabilitation loans, three handyworker grants, and
asbestos/lead-based paint testing and abatement grants. Willdan's efforts have allowed
the City to meet its CDBG drawdown requirement.
When preparing the Consultant Services Agreement with Willdan in 2014, staff
estimated that it would cost approximately $18,000 a year for Willdan to administer the
City's home improvement programs based on an annual CDBG allocation of $176,000.
Due to the recent notification of available unallocated CDBG funds to the City (funds
carried over from the previous fiscal year and rehabilitation loans paid back to the City),
the LACCDC recommended that Temple City increase funding to existing programs to
help meet its drawdown requirement. On July 27, 2016, the City sent a letter to
LACCDC requesting various amendments to its current home improvement programs,
which included increasing the allocations by an additional $99,000. As a result of the
proposed increase to the home improvement programs for FY 2016-17, an amendment
is needed to add additional compensation for Willdan to process additional projects that
will also allow the City to meet its drawdown requirement.
The consultant costs will be reimbursed by CDBG funds allocated to the City's Home
Improvement Loan Program, Handyworker Grant Program and the Asbestos Testing
and Abatement Grant Program. A maximum of 15 percent of CDBG funds can be used
for administration costs, wh ich is established by the CDBG Program. The fees charged
to administer the above-mentioned programs will be on an hourly basis, with a not to
exceed amount of $112,500 (an increase of $56,500). This amount is within the
maximum 15 percent that can be used for administering the home improvement
programs through June 30, 2017. Oversight of the housing program is provided by
Community Development Department staff. Furthermore, the LACCDC performs annual
programmatic and financial audits to ensure that the City's CDBG Programs are in
compliance with LACCDC and CDBG regulations.
CITY STRATEGIC GOALS:
Approval of the First Amendment to the Agreement for Housing Consultant Services
with Willdan furthers the City's Strategic Goals of Public Health and Safety, Quality of
Life, and Economic Development.
FISCAL IMPACT:
The funds to administer the City's Home Improvement Program were appropriated in
the City's CDBG allocations for FY 2016-17.
City Council
August 16, 2016
Page 4 of 4
ATTACHMENTS:
A. First Amendment to Consultant Services Agreement with Willdan Engineering
B. Consultant Services Agreement with Willdan Engineering
,--------------
RIV #4840-1328-2571 vi
FIRST AMENDMENT TO
AGREEMENT OF SERVICES
by and between
the
CITY OF TEMPLE CITY
and
Willdan Engineering,
a California corporation
Dated , 20 ------
----------
ATTACHMENT A
----~----------------------
FIRST AMENDMENT TO THE AGREEMENT FOR SERVICES
This First Amendment to Agreement of Services ("First Amendment") for housing
rehabilitation consultant services, 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 ("Contractor"), as follows:
RECITALS
A. City and Contractor entered in an Agreement for Services on June 11, 2014
("Agreement"). The Agreement provides that Contractor will provide housing consultant
services for the City's Housing Rehabilitation Programs.
B. After entering the Agreement, the City was notified by the Los Angeles County
Commuruty Development Commission that additional Community Development Block
Grant (CDBG) funds were available to the City's Housing Rehabilitation Programs.
C. This First Amendment amends the Agreement to increase the not to exceed percentage of
the total CDBG funds permitted by the U.S. Department of Housing and Urban
Development (HUD) and to provide additional compensation to Consultant to process
additional home improvement projects.
OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the promises made and recited herein, the
parties do hereby enter into this First Amendment which modifies and amends the Agreement as
follows:
1. AMENDMENT. The Agreement is hereby modified and amended as follows:
1.1 Compensation and Method of Payment Section 4, subparagraph (a) of
the Agreement is hereby amended as follows:
1.2
RIV #4840-1328-2571 vi
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 reimbursements for actual expenses, shall
not exceed ONE HUNDRED TWELVE THOUSAND FIVE HUNDRED
DOLLARS ($112,500), unless additional compensation is approved in
wntmg in accordance with Section 26 "Administration and
Implementation" or Section 28 "Amendment" of this Agreement.
Exhibit "B" Scope of Services of the Agreement is hereby amended as
shown in Attachment "1" to this First Amendment.
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2. GENERAL PROVISIONS.
2.1 Remainder Unchanged. Except as specifically modified and amended in
this First Amendment, the Agreement remains in full force and effect and binding upon the
parties.
2.2 Integration. This First Amendment consists of pages 1 through _
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 First Amendment.
2.3 Effective Date. This First 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 Contractor.
2.4 Applicable Law. The laws of the State of Cali fornia shall govern the
interpretation and enforcement of this First Amendment.
2.5 References. All references to the Agreement include all their respective
terms and provisions. A ll defined terms utilized in this First Amendment have the same meaning
as provided in the Agreement, unless expressly stated to the contrary in thi s First Amendment.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to
the Agreement on the date and year first written above.
ATTEST:
Peggy Kuo, City C lerk
APPROVED AS TO FORM
Eric S. Vail, C ity Attorney
RIV #4840-1328-2571 vi
CITY:
THE CITY OF TEMPLE CITY
By:-=---=---;---;:::-;-----;~-----Bryan Cook, City Manager
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NOTE:
CONTRACTOR: --------------------
By: ------------------------
Name: --------------------
Title: --------------------
By: ------------------------
Name: --------------------
Title: --------------------
CONTRACTOR'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
CONTRACTOR'S BUSINESS ENTITY.
R1V #4840-1328-2571 v 1 -4-
A notary public or other officer completing this certi ficate verifies only the identity of the individual who signed
the document to which th is certificate is attached, and not the truthfulness, accurac , or validi of that document.
ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
On 20
before me, __ ~------------------------------------------~~~~~~~~~--~· Date Name And Tolle Of Officer (e g ·Jane Doe, Notary Publoc")
personally appeared ------------------:-:---:-:----:-:-----------
Name of Sogner(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 pa ragraph 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)
Signer's Name:
D Individual
D Corporate Officer
Title(s)
D Partner(s)
D Attorney-In-Fact
D Trustee(s)
D Guardian/Conservator
D Other:
Signer is representing:
Name Of Person(s) Or Entity(ies)
D Limited
D General
DESCRIPTION OF ATTACHED DOCUMENT
Title or Type of Document
Number Of Pages
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 th is certificate is attached, and not the truthfulness, accurac , or validi of that document.
ALL-PURPOSE ACKNOWLEDGMENT NOTARY FOR CALIFORNIA
STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES )
On 20
before me, __ ~~--------------------------------------~~~~~~~~~--~· Date Name And TtUe Of OffiCer (e g ·Jane Doe, Notary Publtc")
personally appeared ----------------:-:---:-::---:--:-----------Name or Stgner(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)
Signer's Name:
0 Individual
0 Corporate Officer
Title(s)
0 Partner(s)
0 Attorney-! n-F act
0 Trustee(s)
0 Guardian/Conservator
0 Other:
Signer is representing :
Name Of Person(s) Or Entity(ies)
0 Limited
0 General
DESCRIPTION OF ATTACHED DOCUMENT
Title or Type of Document
Number Of Pages
Date Of Document
Signer(s) Other Than Named Above
EXHIBIT "1"
COMPENSATION
I. Service Provider shall use the following rates of pay in the performance of the Services:
A. Principal Community Development Planner $115 .00/hour
B. Labor Compliance Manager $125. 00/hour
II. Service Provider may utilize subcontractors as indicated in this Agreement. The hourly
rate for any subcontractor is not to exceed $ 90.00 per hour without written authorization
from the City Manager or his designee.
III. The total compensation for the Services shall not exceed 15% of total CDBG funds
received by City, as provid ed in Section 4, subparagraph (a), "Compensation and Method
of Payment" of this First Amendment.
AGREEMENT FOR E RVICE
By a nd Between
THE CITY OF TEMPLE CITY,
a municipal corporation
and
WILLDAN E Gl EERING
a California corporation
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ATTACHMENT B
AGREEME T FOR ERVI CE .
BETWEEi\
T ilE ITY OF TEMPLE CITY, ALI FOR~ lA
AN D
Willdan Engineering
This Agreement fo r en·ices (''Agreement .. ) is entered into as or thi s 17th da' of June.
~0 14 by and between the City of Te mple Cit). a municipal corporation ( .. Cit) .. ) and Willdan
Engi neering. a Cal ifo rnia Corporation ('' 'en•ice Pro' idcr''). City and Service PrO\ idcr arc
sometimes hereinafter individual!) referred to as .. Part) .. and hcreinal'tcr collccti\cl) referred to
as the .. Parties ...
RECITAL'
A. City has sought. b) a Request for Proposal (RFP) the pcrl'ormancc or the
services defined and descri bed partic ul arly in . cction::! of this Agreement.
B. crvicc Provider. folio' ing submi sion of a proposal, fur the p~.:rformance or the
services defined and described particularly in ection 2 of this Agreement. \\as ·elected by the
City to perform tho e services.
C. Pursuant to the City of Temple City·. Mun icipal Code. City has authorit) to enter
into this en·ices greement and the City Manager ha authorit) to execute this Agreement.
D. The Parti es desire to formali .1.e the selection of Sen icc PrO\ ider for perfom1ance
of those en·ices defi ned and described particularly in ec ti on 2 of this Agreement and desi re
that the terms of that performance be as parti cular!) defined and described herein .
0 \! . TII EREFO RE. in consideration or the mu tual promi cs and covenants made by
the Parties and contained here and other consideration. the \'aluc and adcquac) of "hich arc
he reby ackno'' !edged. the Parties agre~.: as follows:
Sf:CTIO I. TERM OF AG REEMF:NT.
'ubjcct to the provisions or 'ect ion 20 ""I crminati on or Agreement" or this :\grcemcnt.
the Term of thi Agreement is for J years commencing on the date first a cribcJ ab(n c.
SF:CTIO 2.
(a)
Ex hibit .. A····
SCOPE OF . ERV I 1': ' & CHEOULF: OF PERFORMAN E.
(b) 'chedulc of Performance. The en·ices shall be completed pur uant to the
en 1ces not be completed pursuant to that schedule specified in Exhibit ··A." hould the
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sc hedule. the erviee Provider shall be deemed to be in De fault of this 1\grecmcnt. lhc Cit). in
its sole discretion. may choose not to enforce the Default provisions of this Agreement and may
in tead allow ervice Provider to continue performing the ervtccs.
ECTIO 3. ADDITIONAL SERVICES.
ervice Provider shall not be compensated for any work rendered in connection with its
performance of th is Agreement that arc in addition to or outside or the crvices unless such
add itional services arc authorized in advance and in writing in accordance with ·cction 26
.. Administration and Implementation .. or Secti on 28 .. ,\mendmcnt"· of thi . ,\grccmcnt. If and
' hen such additional work is authorized, such additional work hall be deemed to be pan of the
crvtces.
SECTJO 4. COMPE ATION AND METHOD OF PAYME T .
(a) ubjec t to any limitations set ronh in this Agreement. Cit~ agrees to pa) crYice
Provider the amounts specified in Ex hi bit .. B .. ··compensation .. and made a part of this
Agreement by th is reference. The total compensation. including reimbursement for ac tua l
c:-:penscs. shall not exceed fifty-s ix th ousand dollars ( 56.000.00). unlc s additional
compensation is approved in writing in accordance 'v\i th cction 26 .. Administration and
Implementation" or ccti on 28 ·· mendment'· of this Agreement..
(b) Each month Service Provider shall furnish to City an original invoice for all \\Ork
performed and expenses incurred during the preceding month . The invoice shall detail charges
hy the follov. ing ca tegori c.: labor (by sub-category). tnl\ cl, materials. equipment. supplies. and
su b-Sef\ ice Provider contracts .• ub-ervice Provider charges shall be detailed by the folio'' ing
categories: labor. travel. materials. equ ipment and supplies. If the compensation set fort h in
subsection (a) and Exhibit .. B .. include pay ment of labor on an houri) ba is (as oppo ctlto labor
and material being paid as a lump sum ). the bbor category in each invoice shall include
detailed de criptions of task perfonned and the amount of time incurred for or allocated to that
ta k. Cit) hall independent!) rcvie'' each imoice submitted b) the . en icc PrO\ idcr to
determine -.; hether the work perfom1ecl and expenses incurred arc in compli ance wit h the
provisions of this Agreement. In the event that no charges or ex pen cs arc disputed. the in,·oicc
shall be approved and paid according to the terms set forth in ubscction (c). In the event any
charges or expenses are disputed by City. the origi nal invoice shall be return ed by City to
ervice Provider for correction and resubmission.
(c) Except as to any charges fo r work perlonned or expenses incurred h~ Service
Provider which are di sputed by City. City \-Viii usc its best efforts to cause Cf\'icc Pro' idcr to be
paid within forty-five (45) day of receipt of, Cf\ ice Provider". correct and undisputed im oicc.
(d) Payment to ef\·ice Provider for work performed pursuant to this Agreement shall
not be deemed to waive any defects in wo rk performed by ervicc PrO\ ider.
ECTIO '5. IN. PE. TIO AN D FINA L CCEPTAN F..
Cit) may inspect and accept or reject any of Service Providcr·s wo rk under this
grcemcnt, either during performance or when completed. Cit) shall reject or finally accept
. crvice Provider"s work '' ithin six t) (60) days after submitted to Cit~. Cit~ shall reject \\Ork b~
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a timely \Vriuen explanati on. otherwise ervicc Provider"s work shall be deemed to ha\'e 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 en·ice
Provider's work by City shall not constitute a waiver of any of the provisions of thi s Agreement
incl uding. but not limited to. ec tion 16 "Indemnificati on .. and ecti on 17 .. Insurance ...
ECTION 6. OWNER HIP OF 00 U:\lENT .
All original maps. model . designs. drawings. photographs. studies. su ne~s. reports.
data, notes. computer files. files and other documents prepared. developed or disco,ercd by
crvicc Provider in the course of providing the en·ice pursuant to this Agreement shall become
the sole property of City and ma) be used. reused or otherwise dispo cd of by Cit~ '' ithout the
permi ssion of the Service Pro\'ider. Upon completion. ex piration or termination or thi s
Agreement. ervice Pro vider ·hall turn over to City all such original maps. models. designs.
drawi ng . photographs. studies. surveys. reports. data. notes. computer fi les. file and other
doc uments.
If and to the extent that City uti lizes for any purp ose not related to this Agreement an~
maps. models. designs, drawin g . pho tographs. studies. surveys. report . data. note . computer
fi les, tiles or other documents prepared. developed or di scovered by crvicc Pro\ idcr in the
course of pro\'iding the en ice pursuant to this Agreement. cn ·ice Provider's guarantees and
warranti es in ection 9 " tand ard of Pe rformance .. of thi Agreement shall not ex tend to uch
usc of the maps. model s, designs. drawings, photographs. studies. sur cys. reports. data. notes.
computer tiles. files or other documents.
'ECTIO 7. ERVI E PROVIDER'' BOOK AND RE ORO .
(a) ervice Pro ider shall maintain any and all documents and reco rds demon trating
or relating to ervice Provider's performance or the enrices. ervicc Provider shall mai ntain
any and all ledgers. books of account. invoice . 'ouchers. canceled check . or other do umcnt
or records evidencing or relating to wo rk . services. expenditures and di bur ements charged to
'ity pursuant to thi s Agreement. /\ny and all such documents or records shall be maintained in
accordance with generally accepted accounting principles and shall be sufficient!> complete and
detailed so as to permit an accurate evaluation of the services pro,·idcd by en ice Pro\ idcr
pursuant to this Agreement. Any and al l such documents or record hall be mai ntained for three
(3) years from the date of execution of thi s Agreement and to the extent r~qu ircd b~ laws relating
to audits of public agencies and their expendi ture s.
(b) Any and all records or documents required to be maintained pursuam to this
section shall be made available for inspection. audit and copyi ng. at any time Juring regular
business hours. upon request by City or its des ignated represent ative. Copies of' such documents
or records shall be provided di rectly to the Ci ty for inspection, audit and copying \\hen it is
practical to do so: othcn i c. unless an alternati ve is mutually agreed upon. such documents and
records shall be made avail able at ervice Provider's add ress indicated for receipt or notices in
thi Agreement.
(c) Where City has rea on to bel ieve that any of' the documents or records r~quired to
be maintained pursuant to thi s section may be los t or di carded due to di . elution or termination
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of cn:icc Pro\'idcr·s busines . City may. by \Hillen reque·t. rl!quirc that cu tod~ of . uch
documents or records be gin~n to the ity. Access to such documents and records shal l be
granted to Cit~. a ''ell as to its ·uccesso rs-in-intcrest and authoril'cd represe ntutiYes.
ECTIO 8. IN DEPE DE T CO TRACTOR.
(a) ervice Pro' ider is and ·hall at all times remain a '' holl) indcpend~.:nt contractor
and not an officer. employee or agent or Cit y. S~.:n icc Provider shall hm c no authorit' to bind
City in any man ner. nor to incur any ob li gation. debt or liabili ty of any kind on behalf or or
against Cit), \\'hethcr by contract or otherwise. unless such authorit) i. c:\prcssly conferred under
this Agreement or is otherwise expressly conferred in writing by Cit).
(b) The personnel performing the ·en ices under this Agreement on behalf of :en icc
Provider shall at all times be under ervice Provider's exclusive direction and control. Neither
City. nor an) elected or appointed boards. officers. oflicials. emplo) ee or agents of Cit). shall
hm c control O\'er the conduct of ervice Pro\ idcr or an) of 'en icc Prm itler' s orticers.
employees. or agents except as set forth in thi s Agreement. 'en icc Pro' idcr shall not at any
time or in any manner repre cnt that 'ervice Pro' ider or any of en·icc Pre)\ idcr·s nfTtcer .
employees. or agents arc in an) manner official.. ofliccrs. employees or agent or City.
(c) ei ther Service Provider. nor an) of . ervicc PrO\·ider's officers. emplo~ce or
agents. shall obtain any rights to retirement. health care or any other benefits ''hich ma)
otherwi se accrue to City's employees. Service Provider expressly wai cs nny claim Sen icc
Provider ma: ha' c to any such rights .
.'E T ION 9. STA DA R D Of PER FO R~J A E.
en ice Provider represents and warrants that it has the qualificmions. experience and
faci lities necessary to proper!~ p~rfo nn th~ \!n icc.:s required under thi s Agreement in a
thorough. competent and profc ional manner. 'en icc PrO\ ider hall at all time · faithful I).
competent I) and to the best of it. abilit). experience and talent. pcrfonn all . en ic~s. In meeting
its obligati ons under this Agreement. 'crvice Provider shall emplo). at a mini mum. generall y
accepted standard s and praclice utilized by per on engaged in providing en ices similar to the
ervice required of ervicc Provider under this Agreement. In addition to the genc.:ral standards
or performance set forth th i section, additional speci fi e standards or pcrfom1ancc and
performance cri teria may be set fo rth in Exhibi t .. A .. ··scope of Work .. that shall also be
applicable to ervicc Provider·s \\'ark under this Agr~,;emcnt. Where there is a conllict bct\\'ccn a
general and a speci fie standard or performance or performance cri teria. the speci fie standard or
cri teria shall prevail over the general.
SE T IO 10. COMPLIA CE W JT II APPLI CAilLE LAWS; PEI~M I T: A D
LICEN. L.
en ice Provider shall keep itscl r informed of and com pi~ "ith all applicable federal.
state and local laws. statu te . codes. ord inanc es. regulations and rules in effect during the term or
this Agreement. ervice Provider ~hall obtain an~ and all licenses. pamits and uuthoritations
neccs ar) to perform the Services set fo rth in this Agreement. 1 either ('it). nor any elected or
appointed boards. officers. ofTtcials. employees or agents of Ci t). shall be liable. at Ia" or in
equ ity. as a result of any failure of. en icc Pro' ider to compl) '' ith this section.
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E TION 11. PREY ILl 'G WAGE LA\
h i the understand ing of Cit) and Sen icc Pro\'idcr that California prevailing wage laws
do not apply to this Agreement because the Agreement docs not invoh c any of th e foliO\\ ing
ervices subject to prevail ing wage rates pursuant to the California Labor Code or regulations
promulgated thereunder: Construction. alteration. demolition. in tallation. or rep;ir \\Ork
performed on public buildings. facili ties, st reets or sewers done under contract and paid for in
whole or in part out o f pu blic funds. In thi s context. .. construction" includes \vork performed
during the design and preconst ru ction phases of constructi on including, but not limited to.
inspection and land surveying \\Or!...
'F: T IO '12. NO 01 RIMI ATIOK
crvicc Provider shall not di criminate. in any way. against an) person on the basis of
race. color. religiou creed. national origin. ancec;tf). sex. age. physical hand icap. medical
condition or marital tatu in connection \\ith or related 10 the performance of this .\grcement.
E T IO 13. UNA THORIZED ALIE
en ice Provider hercb) prom i s~:· and agret.:'i to com pi~ \\ ith all of the pn)\ is ion'> of the
Federal Immigration and ationality ,\ct. 8 U. '.C.A. · s 11 0 I. et ~ .. as amended. and in
connection therewith, shall not employ unauthorized aliens as ddined therein. hould en·ice
Pro viuer so employ such unauthorized ali ens lo r the performance or the 'ervices, and should the
any liability or sanctions be imposed against Cit) for such u e of unauthorized al ien . Service
Provider hereb) agrees to and shall reimburse Cit) for the cost of all such liabilities or anction
imposed, together\\ ith any and all co t . including auomeys' fees. incurred by Cit~.
'ECTIO 1-t CO FLI TS OF INTEtU::T.
(a) en ice Pro\'ider CO\ enants that neither it. nor an) officer or principal of its lirn1.
has or shall acquire an) interest. directly or indirect!). \\hich \\Ould conflict in an) manner \\ith
the interests of Cit y or \·vhich \\Ould in any wa) hinder ervice Pro\'idcr's perlormance of the
crvices. ervice Provider rurthcr covenants that in the perlonnance or this Agreement. no
person ha' ing any uch intere t hall be employed by it as an oniccr. cmplo~ ee. agent or
subcontractor "ithout Lhe express \\ ritten con ent of the Ci ty Manager . .'en ict.: Pro\ ider agrees
to at all times avo id conflicts of interest or the appearance of an) conllict or interest "ith the
int t.:rcsts of City in the performance of th is Agreement.
(b) Cit~ understands and ackr10'' ledge· that , en·icc Pro\ idcr is. a · of the uate of
e:-.ecution of this greemcnt. independent I) im oh cd in the performance of non-rdatcd sen ices
lor other governmental agcncie and pri vate parties. 'en icc PrO\ ider is unaware of an) stated
position of City relati ve to uch projects. /\n) future po ·it ion of Cit~ on such projects shall not
be considered a co nfli ct ofintere t for purposes of thi cction.
(c) City under tand and acknO\\ ledges that en·ice Pro\ ider ''ill. pcrlorm non-
related sef\ ices for other governmental agencies and private Part ies foliO\\ ing the completion of
the 'ervice under thi s Agreement. Any such future en·ice shall not be considered a conflict of
interest lor purpo es of thi s section.
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SECTION 15. CONFI DE TIAL INFORMATION; RELEA E OF INFORMATIO .
(a) All information gained or work product produced b) crvice Provider in
performance of this Agreement shall be considered contidcntial. unless such inl'ormation is in the
public domain or alread y known to crvicc Provider. . crvicc Provider shall not release or
disclose any such information or work product to persons or entities other than City \\'ithout prior
\\'ritten authorization from the Cit~ t-.1anager. except as may be required h~· law.
(b) 'ervice Provider. it oniccrs. employees, agents or subcontractors. shall no t.
without prior written authorization fro m the Cit) tanager or unless requested b) the Ci ty
110m~!) of Cit). vo luntarily prO\ ide declarations. letters or support. tcstimOn) at deposition .
respon e to interrogatories or other in formation concerning the work performed under this
Agreement. Response to a subpoena or court order shall not be considered "voluntary" pro,·idcd
Se rvice Provider gives City notice of such court order or subpoena.
(c) If crvice Provider. or any officer. employee, agent or subcontractor of :en icc
Provider. provides any in formation or 'vvork product in vio lati on of this Agreement. then Cit)
shall have the right to reim bursement and indemni ty from Service Provider for any damages.
costs and fees. including attorneys fees. caused by or incu rred as a result of Service Provider's
conduct.
(d) crvicc Provider shal l promptly notify City shou ld en icc Provider. its olliccr·.
employees. agents or subcontractors be served wi th an) summons. complaint, subpoena. notice
of deposition. request lor documents. in terrogatoric . request for admissions or other discovery
request. court order or subpoena from any party regard ing thi · Agreement and the work
perfo rmed thereunder. Ci ty retains the right. but has no obligation. to represent 'en ice Pro' idcr
or be presen t at any deposition. hearing or sim ilar proceeding. cn·icc Pro vider agrees to
cooperate fu ll) v.i th Ci ty and to provide City "ith the opport unity to rc' icw an) rc. pon c to
discovery requc ts provided by en icc Provider. l lowcvcr. thi s right to rc' ic'' an~ such
response doc not imply or mean the right by Cit~ to cont rol. direct. or re\\ rite said re ponsc.
SECTIO 16. INDEMNI FI CATION.
(a) Indemnification for Professional Liabilitv. Where the Ia" establishe a
professional standard of care for ervicc Provider's services, to the fullest extent permitted b:
law, Sen·ice Provider shall indemnify. protect. defend and hold harmless City and any and all of
its o f'ficials. employees and agents ("Indemnified Parties'') from and against any and all liability
(i ncluding liability lo r claims. suits. actions. arbitration proceedings. adm ini strati\i:: proceedings.
regulatory proceedings. lo se . expenses or co ts of an) kind. "hether actual. alleged or
threatened. includ ing attorneys fee and costs. court costs. interest. defense costs. and expert
witness rees) arise out or, arc a consequence or, or are in any way attributabl e to. in 'v\ hole or in
part. any negl igent or wrongful act. error or omission or 'ervice Provider. or by any individual or
entity for "hich crvice Provider i legall y liable. including but not limited to ollicers. agent .
employees or sub-contractors of 'er.·ice Provider. in the perlormancc of profcs ional en ices
under thi s Agreement.
(b) Ind emnificati on for Other than Profes iona l Liabi lit y. Other than in the
performance of professional sen ices and to the full extent perm itted b) Ia"'. Service Provider
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shall indemnit). protect. defend and hold harmlcs~ Ci ty. and an) and all o r it s cmplo~ecs.
otlicials and agents from and against any liabilit~ (including liabilit~ tor claims. suits. action .
arbitration proceedings. administrative proceedings. regulator) proct.:t.:dings. loss~.:s. c:-.pt.:nst.:s or
costs of an) kind. whether actual, alleged or thrt.:att.:ncd. including anomcys te es and co ts. court
costs. intere t. defense costs. and expert witness fees). ' here the same arise out of. arc a
consequence of. or arc in any way attributable to. in \\hole or in pan. the pt.:rformance of this
Agreement by ervicc Provider or by any indi' idual or cntit) for \\ hi ch crvice Pro\'ider is
legall y liable. includ ing but not lim ited to oflicers. agents, employees or sub-contractors of
ervicc Provider.
(c) Indemnification from Sub-'en ·ice Pro' idcr . en icc Pro' idcr agree to obtain
executed indemnity agreements \\ ith provisions identical to tho t.: set fo rth in this section from
each and C\ cry sub-crvice PrO\ idcr or an y other per on or entity in\'oh cd by. for. "ith or on
behalf of 'en·ice Provider in the performance of this Agreement naming the Ind emnified Parties
as additional indcmnitecs. In the event 'en icc Pro\ idcr fail to obta in such indemnit)
obli ga tion from others as required herein. 'en ice Provider agree to be full~ responsible
according to the terms of thi section. Failure of Ci ty to moni tor compliance '' ith these
requirements imposes no additional obligati ons on Cit~ and will in no ''ay act as a wai\ cr of an)
ri ghts hereunder. This obligation to indemnify and defend Cit) as set forth herein i~ binding on
the succcs or . as igns or heir of en icc PrO\ idcr and hall sun i' c the t~.:rmination or thi
grccment or thi s section.
(d) Li mitation or Indemnification. Ot\\ithstand ing any prO\ ision or this section to
the contrary. design professionals arc required to defend and indemnify the 'it) onl~ to the
c:-.tcnt permitted by Civi l Code ccti on 2782.8. '' hich limits the liability o f a design professional
to claims. suits, actions, arbitrati on proceedings. administrati\C proceeding~. regulatory
proceedings. lo cs. expense or co ts that ari se out of. pertain to. or relate to the negligence.
rcckles ness, or willful misconduct o f the design professional. The term "design prates. ional."
as defined in ection 2782.8. is limited to liccn ed architect . licensed land cape architects.
registered profc sional engineers. professional land sui\ eyors. and the bu. iness entities that afTer
uch en ices in accordance \\ith the applicable prO\ i ions o f the Californi a Bu. inc . and
Professions Code.
(c) City's cgligencc. The provision of this section do not apply to claims
occurring as a result of City's sole negligence. l'he provisions of this section shall not release
City from liabilit y arising from gross neglige nce or willful acts or omis ions of C it~ or an) and
all of its officials. employees and agents.
SECT IO 17. IN RA 'E.
\:n icc Provider agree~ to obtain and maintain in full force and dtcct du ring the tt.:nn or
thi s Agreement the insurance policic set forth in Ex hibit .. C .. "In urancc" and made a pan of
thi s Agreement. II in surance policies shall be subj ect to appro,·al b) City as to f()m1 and
content. These requi rements are subject to amendment or \\ai,cr if so apprc)\t.::d in \\fiting b~ the
City 1anager. crvicc Provider agree to pro\ ide Cit) "ith copies of required policies upon
request.
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ECTION 18. A l GN:YlE T.
The expertise and experience of Service Provider are material consideration for thi s
Agreement. City has an interest in the qualifications and capability of the persons and entities
who will fulfill the du ties and obli gations impo cd upon erviec Pro\-ider under thi Agreement.
In recognition of that intere t. ervice Provide r shall not a ign or tran fer thi s Agreement or any
portion of this Agreement or the perform ance of any of ervicc Pro' idcr's duties or obligations
under this Agreement ' ithout the prior v.Tiucn consent or the City. 1\ny aucmptcd a·. ignmcnt
shall be ineffective. nu ll and void. and shall constitute a material breach or this Agreement
enti tli ng City to any and all remedies at Ia'"' or in cquit). including tcm1inatiun or thi s Agreement
pursuant to ecti on 20 .. Termination of Agreement. .. City acknov.-lcdges. howe cr. that cn·icc
Provider. in the perfo m1ance of it duties pursuant to this Agreement. may utilize subcontractors.
SECTION 19. CONTIN lTV OF PER 0 NEL.
ernee Provider shall make every reasonable e !Tort to maintain the stabil ity and
continuity of en·ice Provider· taff and ubcontractor . if any. assigned to perlom1 the
Services. ervice Provider shall notify City or an) changes in Service Pro ider·s staff and sub-
contractors. if any. assigned to perfonn the en·ices prior to and during any such pcrto m1ance.
ECTJO 20 . TERl\11 1ATION OF AGREEME T.
(a) City may tenninate thi s Agreement. '' ith or wi thout cau c. at any time b) gt vmg
thirty (30) days written notice of tem1ina tion to en ice Pro ider. In the event such notice is
gtven. ervice Provider shall cca e immediately all work in progress.
(b) crvi ce Provider may term in ate thi s .'\grccmcnt for cause at an) time upon thirt)
(30) days \\Ti llen notice oftem1ination to City.
(c) If ei ther Service Provider or City fa il to perform any material obligation under
this greement. then. in addition to any other remedic . either en tcc Pro\ idcr. or Cit) mav
terminate thi s Agreement immediate ly upon written notice.
(d) Upon tennination of this Agreement by either el'\-ice Provider or City. all
property belonging exclus ive!) to City ''hich is in ervice Provider's possession shall be
retumed to City. crvice Pro\ ider shall furni h to City a final invoice for work performed and
expenses incurred by Service Provider, prepared as set for th in Secti on 4 "Compensation and
Method of Payment .. of this Agreement. This final in voice shall be reviewed and paid in the
sa me manner a set forth in ection 4 ··compensati on and Method or Payment .. or thi s
Agreement.
ECTION 21. DEFA LT.
In the e en! that en ice Provid er is in default under the term of this Agreement. the
City shall not have any obl igation or dut y to co nt inue compensat ing cn·ice PrO\ ider for an)
work performed afte r the date of default. Instead. the City may gi'c notice to .Service Pro,·ider
of the defaul t and the reasons for the default. The notice hal l include the time frame in '' hi ch
ervice Provider may cure the default. This time frame is prcsumpti,·ely thirty (30) da~ s. but
may be extended. though not reduced. i!' circumstance ''atTant. During the period of time tha t
-8 -
Service Prov ider i in defaul t. the City sha ll hold all im oiccs and shall. when the default is cured.
proceed with payment on the im oiccs. In the altemati\ c. th e Cit} may. in its sole discretion.
elect to pay orne or all of the ou t tanding invo ices du ring th e period or default. If .'en icc
Provider does not cure the default. the City may tal-.e necessary steps to term inate this t\grecmcnt
under ectio n 20 "Tcm1ination of Agreement." An~ fa ilure on the part or the Cit) to gi' c notice
of the en icc Pro idcr·s default hal l not be deemed to result in a "ain~r of the Cit~ ·s legal
rights or any right ari sing out of any provision of thi ,\grecmcnt.
SECTIO 22. EX S BLE DELAYS.
'e" ice Provider hall not be liable for damage . including liquidated damage . if an).
caused by delay in performance or fai lure to perform due to cau e · be) ond the control of .'en icc
Provider. uc h causes incl ude. bu t arc not limited to. acts or God. act. of the public cnem). a ts
or fed eral. state or local governments. ac ts of Cit). court orders. fi res. fl oods. epidemics. stril-.cs.
embargoc . and unusual ly evere \\Cather. The term and price of thi Agreement ~hall be
equitably adjusted for any delays due to such causes.
ECTION 23. COOPERAT ION BY CIT¥.
All public information. data. repo rts. record~. and maps as arc c:-.is ting and J\ailable to
City as public records. and "hich arc nccessar) for carrying out th e erviccs shall be fumi~hcd
to en icc Pro\ idcr in every reasonable way to faci litate. '' ithout undue delay. the Sen ices to be
performed under thi s Agreement.
SECTION 2_.. NOTI E .
All notice required or permitted to be given under thi s Agreement shall be in \Hiting and
shall be personally deli vered. or cnt by tclecopier or certified mail. po tage prepa id and return
receipt requested. addressed as follows:
To C ity: Cit y of Temple Ci t)
Attn : Cit~ ~t anager
970 I La I unas Dr.
Temple Ci ty. C/\ 91780
To Service Provider: Willdan Engineering
nn : Dean. herer. Director of Planni ng
13 191 Crossroads Parkway '. Suite 40-
lndustr). C t\ 91746
'oticc hal l be deemed effecti ve on the date personall y de li,cred or trnn mi tt cd by
facsimile or. if rn ai led. three (3) days after deposi t of the same in the cu. tody of the Llnitcd State.
Postal en·ice.
ECTIO 25. AUTHORITY TO EXE ' T E.
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The person or persons executing this Agreement on behalf of en ice Pro\ ider reprc ems
and warrants that he/she/they has/have the authority to so execute thi s Agreement and to bind
crvice Provider to the performance of it obligati ons hereunder.
SECTION 26. ADMINI TRATlON A 0 IM J>LEMENTATlON.
This Agreement shall be administered and executed by the Cit y ,tanager or hi~ or her
designated representative. The Ci ty Manager sha ll hm c the authorit y to issue interpretation and
to make amendments to thi Agreement. including amendment that co mmit additional fund s.
consistent ''ith ec tion 28 "Amendment" and the City Manager's contracting nuthorit~ under the
Temple City Municipal Code.
ECTION 27. BINDING EFFECT .
This Agreement shal l be binding upon the heirs. executor . administrators. succes.ors and
asstgn of the Parties.
SECTIO 28. AME DMENT.
o amendment to or modilication of thi Agreement shall be Yalid unless made in \Hiting
and approved by the en'ice Provider and b) the City. The Cit_ 'lanager shall ha\e the
authority to approve any amendment to thi s Agreement if' the total compensati on under this
Agreement, as amended, would not exceed the Cit, Manager's contracting authority under th e
Temple Cit y Municipal Code. All other arnendmems hall be ap pro,·ed by the Ci t) Council. The
Parties agree that the requirement fo r written modifications cannot be \\'aivcd and that an)
attempted waiver shall be vo id.
SECTIO 29. WA IVER.
WaiYer by any Part y to this Agreement of any term. condi ti on. or co' cnant of thi .
Agreement hall not consti tute a wai' er or an~ other tcm1. condition. or co' cnant. \\'ai' cr b)
any Party of any breach of the provisions or thi s Agreement shal l not constit ute a waiYcr or an:
other provision nor a waiver of any subsequent breach or violation of any provision of thi s
Agreement. Acceptance by Ci ty of any work or service by Service Pro\ ider shall not con.titutc
a wai er of any of the pro isions of this Agreement.
• ECTION 30. LAW TO GOVERN; VENUE .
Thi Agreement shall be interpreted. construed and governed according to the la\\ of the
tate of Califomia. ln th e e\ent of litigation between the Parties. 'enue in state trial court. hall
lie exclusi,·ely in the County of Los Angeles. California . ln the c' ent of litigation in a L'.S.
Distri ct Court. venue shal l lie exclu sively in the entral Di strict or California. in Los 1\ngcks.
ECTIO 31. ATTORNEY FEE , CO. T AND EXPEN E..
ln the eYent litigat ion or other proceedin g i required to enforce or interpret an) pro\'i ion
or this Agree ment, the prevail ing Party in such liti gation or other proceeding shall be entitled to
an award of reasonable attorney's fees. costs and expenses. in addition to any other relief to
"hich it may be entitled .
- I 0 -
r---------------
SECT IO 32. ENTIRE AG R EEMENT.
Thi Agreement, including the attached Exhibit "A" through "C". is the entire. complete.
final and exclusive expression of the Parties \\'ith respect to the matters add ressed therein and
supersedes all other agreements or understandings, whether oral or written, or entered into
between en·ice Provider and Ci ty prior to the ex ecution of this greemcnt. o tatemcnts.
representations or other agreements. whether oral or written, rn adc by any Part) \\hich arc not
embodied herein shal l be val id and binding.
ECTIO 33. SEVERAB ILITY.
If any term. condition or CO\ cnant of th is Agreement is declared or dcte m1ined by any
court of competent juri sdiction to be inva lid, void or unenforceable. the remaining pro\'i ion of
th is Agreement sha ll not be affected thereby and the Agreement shall he read and construed
without the in\'alid. void or unenforceable provi ion(s).
SECT ION 3 ~. CONFLICT ING T ERMS.
Except a oth erwise stated herein. if the term · of this Agreement conllict '' ith the tenn
or any Exhibit hereto, or wi th the terms of any documen t incorporated by reference imo thi ·
Agreement. the terms or this . grccrnent shall control.
IN W IT NESS WHEREOF, the Parties hereto have executed thi s Agreement on the date
and year first-above \Vritten.
ATTEST:
City Clerk
-I I -
CITY OF T EMPLE C ITY
-=:b~0.:P~
Donald E. Penman
In terim City Manager
APPROVED A TO FORM
~~/ Eric .\./"
Ci ty Attomc)
NOTE: E RVICE PROVIDER'S IG AT RE HALL BED LV OT RIZEO,
A D APPROPRIATE ATTE TATIO '~ HALL BE I LUDED A. MAY
BE REQUIRED BY THE BYLAW ', ARTI LE OF INCORJ>ORATIO ,
OR OTHER R LES OR REG LATIONS APPLI A BLE TO F:RV ICE
PROVIDER' B I ESS ENTITY.
-12 -
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CML CODE f 1189
Place Notaty Seat Al:xMI
who proved to me on the basis of sattsfactory
ev1dence to be the person(s) whose name(s) ~are
subscnbed to the w1th1n Instrument and acknowledged
to me that ~/She/they executed the same in
thslherlthe1r authorized capac1ty(ies). and that by
Mtstner/the1r signature(s) on the instrument the
person(s), or the entity upon behalf of wh1ch the
person(s) acted , executed the tnstrument
I certify under PENALTY OF PERJURY under the
laws of the State or California that the foregotng
paragraph IS true and correct.
WITNESS my hand and oHicial seal. s;gnatu,.~Jlo,/14 ~
Signature Of Notal)' Publoc OPTIONAL------------------------
Though the mformat1on below IS not reqwred by law, rt may provo valuable to perscns relymg on the document
and could prevent fraudulent removal and reattachment of th1s form to another document
Description of Attached Document •
T1tle or Type of Document~ ~ "'j-
....._., ~ ';.-<L ')
Document Date· J.>.C.._._=-_._'-+-=>----'-~
S1gner(s) Other Than Named Above ""' _x\~\,__Jl ... .lUS'----::::::::::::....' -========-=:....._ ______ _
Capacity(ies) Claimed by Signer(s)
Signers Name ~ );~-.. ~-\ 1('-._.i'
')<.Corporate OH1cer -Title(s)S\ \J ·~---
lndividua ':c<: ~ ~; ~
Partner-L1m1ted General
Attorney in Fact
Trustee I ' ::>. Guardian or Conservator
lndtv•dual
Partner-L1m1ted
Attorney m Fact
T ustee
Guardian or Conservator
Other ----~~~_:::.
CALIFORNI A ALL-PURPO E ACKNOWLEDGMENT
STATE OF CA Ll FOR lA
COUNTY OF
On before me, , pa~onall) appea red . pro' ed to me on
the bas is of satisfactory evidence to be the pcrson(s) whose names( ) is/are subscribed to the within in trument and
acknowledged 10 me that he/she the) executed the same in his/her/their aut hori7ed ca pacity(ies). and that by
his/her/their signature(s) on the instrument the pcrson(s). or the en tity upon behalf of which the person(s) acted.
executed the instrument.
I certify under PE A LTY or: PERJURY under the law!. of the State of California that the foregoing paragraph is
true and correct.
WITNE S my hand and official seal.
Signature: ------------___ _
OPTIO AL
Though the data below is not required by law. it may prove valuable to persons rei) ing on the document and could
prevent fraudulent reanachment of this form
CAPACITY CLAIM ED BY ICNER
0 I DIVID UAL
0 CORPORAT E OFFICER
TITLE( )
PARTNER(S) 0
0
ATIOR EY-IN-r:ACT
TRUSTEE($)
LIMITED
GE. ERAL
0
0
0 0
0
GUARDIAN/CON ER V ATOR
OTHER ___________ ___
ICNER I REPRESENTING:
(NA ME OF PERSO (S) OR F.NTITY(IE ))
DE CRIPTIO OF'· TTACIIED DOC lENT
TITLE OR TYPE OF DOCUM I:N I
UMI3ER OF PAGES
Dl\ fl: 01-DOCUMEN'I
IG ~R(S) OTIIER r iiA NAM ED ABOVI:
CALIFORNIA A LL-P RPO £A KNOWLED ,:\1£:\'T
TA I'E OF CALI FOR lA
COU TY OF
On before me. . pcrsonall) appeared
0 persona II) !-nO\\ n to me -OR -0 pro\ed to me on the basts of at is factor~ C\ tdencc to be the pcrson(s) \\ ho5c
name~( ) i arc sub. cribed to the \\ ithin tn~trument and
acknO\\ ledged to me that he \he the) e\cc.:uted the ~ame tn
his/hwthctr authonted capac it) (ics). and thnt b~ hi~ her their I
signature(s) on the instrument the person('>). or the cntit) upon
behalf of\\ hich the person(s) acted. C\ccutcd the instrument
WITNF.. 111) hand and ofllctal ~cal
(SIG ATLRI::. 01-'-OTARY)
OPTI0 1 L
!'hough the data below is not required b} Ia\\. it may prove \aluable to person~ rei ~ ing on the document and could I
prevent frdudulent reattachment of thts form
CAPACITY CLAIM ED BY IG1 ER
0 I DIVIDUAL 0 CORPORATE OFF I I::.R
TITLE(
PART I:R(S) 0
0
ATTOR EY-1 -FACI
rRU TEl:.( )
LIMITED
GF FRAI. 0
0
0
0 0
GUARDIA CO SER A rOR
OTHER
IG ER I REPRE E T ING:
( AME OF PI:.R '0 ( ) OR E TITY(IE ))
I
OF.: RI PTIO OFATTACIIED DOC ~IE T
IlTLE OR TYPl: OF DOCU~lENT
U\1BI:R OF PACi i:S
DA II· 01-DOCU II' I
IG ER( ) 0 I'll! R l iiAN A 11 D Al30\'l
EXHIBIT II A II
COPE OF E RYICES
I. Service Pro id cr w ill perform the following ervicc :
A. Adm inister the Cit) 's CDBG-fundcd I lousing Rehabi litation Program .
B. Conduct prcliminar: in ten iC\'vS to detcm1ine ov. ner"s eligibilit) status and desired
impro,cment~ for d''elling unit.
C. Proce s appl ications for I lousing Rehabilitation Program funding for eligible
homeO\ ners.
D. Obtain all required supporting docum entation including income verification, a lue of
property, condition of title, and credit \\Orthiness of applicant. as applicable.
E. Conduct property inspections and prepare work ' rite-up and, if nece sary, cost
e timates.
F. Comp lete all applicable CDBG documents re lating to the improvemen t activities.
inclu ive of: lead-ba ed paint requi rements, histOrical pre enation review, etc.
G. Prepare speci lication and bid documents. and review received bids with the homeowner.
H. Approve selection of contmctor, and prepare and execute documents for financial
a istance to homeo'' ncr.
I. Obtain contractor clearances for non-in lu ion on the Federa l Debarred/ uspended List
and determine that contractor is licen ed ami bonded through tate Contractor' Licen e
Board.
J. CondtH.:t pre-con~truction conference to revic•' all proposed \\Ork •vith the homeo\\ner
and contr11ctor.
K. Conduct lead based paint and asbestos initial inspections; ensure that contractors
properly abate LB P/asbestos according to report . Cal l tor a final inspection after
construction is complete.
L. Conduct progre sin pection to en ure that \\Ork is proceeding in a timely manner and to
authorize and disburse progress payments.
M. E:...ec ute and record oticc of Completion upon final inspect ion ce rtifying that the
improvements ha e been completed in accordance with contract requi rements.
Acquire lien releases from contractors and subcontractors. obtain homeowner's
au thorization for final payment, and execute close-out of contractors work by en uring
that permanent tile contains required doc umentation for CDC monitoring and audit
purposes.
C-1
'(
0 . Prepare month I) progre s reports to the Cit:.
P. Provide City '"' ith program accomplishment data. needed fo r Quart erly Performance
Reports to CDC.
Q. A sist City staff'"' ith community marketing/outreach efforts for both programs.
II. As part of the ervice , en ·ice Provider' ill prep a re and deliver the foll owing tangible
·wor·k products to the C ity:
A. Completed CDBG documents re lated to home improvement activities.
B. Docu mentation of eligibility or program participants.
C. Contractor Clearances ancVor certifications.
D. Progress Inspection Reports.
E. N01iccs of Completion.
Ill. During pcr·formancc of th e cn ·ices, Service Pro idcr will keep the C ity a pprai ed of
the s tatu of performance b delivering the foll owing status r epo rt
1\. Monthly Progress Reports.
B. Quarterly Performance Reports (for Cit) and CDC.)
I V. T he ta ngible work product and tatu r eport will be deli ered to the City pur uant to
the following chedule:
A. One (I) ~o nt hl y Progress Report for each month of the Calendar Year starting wi th
the co mmencement or the Project
B. One (I) Quarterl) Performance Report pro' ided e\'ery four (-t) months tarting '' ith
the commencement of the Project.
V. crvicc Provider will utilize the following per onncl to accompli h the crvice :
1\. 1\dollo Rcta, Principal Community Deve lopment Planner
8 . Jane Freij . Labor Compliance Manager
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VI. ervice Provid er will utilize the following ubco ntractor to accompl ish th e ervice :
A. andi Medrano. Housi ng Rchabilitatio~ Analyst
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£ HIBIT "B"
OMPEN ATIO:"'
I. ervice Provider shall u e the following rate of pay in the perform a nce of the en •ice
A. Principal Communit\ DcH:lopment Planner $I I 5.00/hr.
B. Labo r Compliance Manager $I 25.00/hr.
II. en •ice Provider may utilize ubcontractor a indicated in thi Agr eement. The hourly
rate for any ubcontractor i n ot to exceed 90.00 per hour without written
authorization from the City Manager or hi · de ignee.
IV. The total compensati on for the crvice hall not exceed 10 % of total ~~~~~~~~~~
rccci ed b\' in·, a pro ided in ection 4 "
Agreement.
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, .
EXHIBIT "C"
I NSURA CE
A. In surance Requirements. Service Provider shall provide and maintain insurance,
acceptable to the City, in fu ll fo rce and effect thro ughou t the term of this Agreement. agai n t
claims for inj uries to persons or da mages to property "·hic h may arise from or in connection \\'ith
the performance of the Services b) ervicc Provider. its agents. re presentati ves or cmplo. ces.
Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A: VII.
er.·ice Provider shall pro\'ide the fo liO\\ ing scope and lim its or insurance:
I. Mini mum cope or Insurance. Coverage shall be at leas t as broad as:
(I ) Commercial Ge neral Liabi lity. Insurance ervices OtTicc rorm
Commercial General Liabil ity coverage (Occurrence Form CG 000 I).
(2) Automobile. Insurance crvices Ortice fom1 number C/\ 000 1
(Ed. 1/87) covering Automobile Li ability. including code I "any auto" and endor emcnt C/\
0025. or equi,·alent forms subject to the wrillen appr<)\·al of the Cit).
(3) Workers· Compensa ti on. Worker ' Compensation in urance as
required by the Labor Code or tate or Califomia CO\'ering all persons providing 'en ices on
behalf of the ervice Provider and all risks to such persons und er this Agrct:mcnt.
(4) Pro fessional Liabilitv. Pro fessional liability insurance appropriate
to the Service Provider's profession. This coverage may be written on a "clai ms made .. basis.
and must include coverage fo r contractual liability. The professional liabili ty insurance required
by this Agreement must be endorsed to be appl icable to claim s based upon. arising out or or
related to ervices performed under thi s Agreement. The in surance must be maintained for at
least three (3) consecuti ve years fo llowi ng the completion or Service Provider"s sen ices or the
terminati on of th is Agreement. During thi s add itional three (3) year period. Ser\'icc Prt)\'idcr
shall annually and upon request of' the City submit \Hitten evidence of this conti nuous CO\'eragc .
2. Min imum Limits of Insurance. ervice Provider shall maintain limi ts or
insurance no less than:
(I ) Commerci al General LiabilitY. $1.000.000 ge neral aggregate for
bodily injury. personal injury and property damage.
(2) Automobile. $1,000.000 per acciden t for bodil y injur) and
property damage. A combined single limit poli c) \\ ith aggrega te lim it in an amount of not less
than $2,000.000 shall be considered equi val ent to the said required minim um limit set forth
above.
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(3) Workers' Compensation. Wo rk ers' Compensati on as requi red by
the Labor Code of the State of Cali fornia o f not less than $1,000.000 per occu rre nce.
(4) Pro fessional Liabi lity. S 1,000,000 per occurrence.
B. Other Provisions. Insurance policies required by thi s Agreement shall contain the
fo llowing provisions:
I. All Policies. Each in surance policy required by thi s Agreement shal l be
endorsed and state the coverage shall not be suspended. voided, cancelled by the insurer or ei ther
Pa1ty to this Agreement. red uced in coverage or in limi ts except after 30 days' prior \Hi llen
notice by cenified mai l, return receipt requested. has been given to Ci ty.
2. Commercial General Liabil ity and Automob ile Liability Coverages.
(I ) City. and its respective elected and appoi nted officers. officials.
and employees and vol unteers arc to be covered as addi tional insureds as respects: liability
arising out of ac tivities ervice Provider pcrforn1s: products and completed operations of 'crvice
Prov ider: premises owned. occupied or used by Service Provider: or automobiles O\\ ned. leased.
hired or borrowed by Service Provider. The coverage shall contai n no special limitations on the
scope of protectio n afforded to City, and their rcspccti\ c elected and appointed oniccr .. officials.
or employees.
(2) ervice Provider's insurance coverage shall be primary insurance
with respect to City. and its respective elected and appoi nted. its officers. officials. employees
and volunteers. Any insura nce or elf-insurance maintained by Ci ty. and its respective elected
and appointed offi cers, officials. employees or 'olunteers, shall apply in excess or. and not
con tribute with. Service Providcr·s insurance.
(3) ervice Provider·s insurance shall apply separately to each insured
against whom claim is made or suit is brought. except with respect to the limi ts of the in urcr's
liabili ty.
(4) Any failu re to compl) '' ith the reponing or other pro vision or the
insurance po licies. including breaches of warranties. shall not affect coverage provided to City.
and its respective elected and appointed offi cers. officials. employees or volunteers.
3. Workers' Compensation Co\'era11.e. Unless the City Manager otherwise
agrees in \\Ti ling, th e insurer shall agree to waive all rights or subrogation against City. and its
respec tive elected and appointed offi cers, onicials. employees and agents lor losses ari ing from
wo rk performt:d by Service Provider.
C. Other Requirements. crvicc Provider agrees to dcpo!>it wi th City. at or belore
the eiTect i"e date of this Agreement. certi li cates of insura nce necessary to satisf)' City that the
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insurance prov1s1ons of this contract have been complied with. The City may require that
Service Provider fu m ish City with copies of original endorsements effecting CO\ erage required
by this Exhibit "C... The ccrti ficates and endorsements are to be signed by a person authorized
by th at insurer to bind coverage on its behal f. City reserves the right to in. pcct complete,
certi fied copies of all requi red insurance policies. at any time.
I. Service Provider shall fumi sh certificates and endorsements from each
subcontractor identical to those crvicc Provider provides.
2. Any deductiblcs or cl f-in surcd re tentions mu t be declared to and
approved by City. At the option or City . either the insurer shall reduce or eliminate . uch
deductibles or self-insured retcnrions as respects City or its respecti ve elected or appoi nted
officers. officials. employees and volu nteers or the , crvicc Provider shall procure a bond
guaranteeing payment or lo se and re lated im estigations. claim administration. tkll:n ·c
expen es and claims.
3. The procuring of such required policy or policies of insurance shall not be
construed to limit Service Pro ider's li ability hereunder nor to fulfill the indemnifica tion
provisions and requi rements of thi Agreement.
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