Artesia City Council
October 14, 2024

Fax: ( ) -
Phone: ( ) -
Mail Drop 999 P.O. Box 748552
Atlanta, GA 30384-8552
Proposal ID: 206257
Proposal Inclusions and Exclusions:

9. Exclusions: attic stock, major floor prep, furniture moving unless specified in proposal, disconnecting and moving of computers and electronic equipment, vacuuming and protection of finished products, and any plumbing work (removal of commodes, etc)..

10. Remit to Address: SHAW INTEGRATED SOLUTIONS PO Box 748552 Atlanta, GA 30384-8552

11. Please email your Purchase Order to Shelli Warren at [email protected] to initiate the order process. A purchase order is required before materials can be shipped.

Shelli Warren $198,601.95
We PROPOSE to perform the work complete in accordance with the specifications and as described above for the SUM of:

Signature:

Conditions of Proposal:

Shelli Warren
Email: [email protected]

1. This Proposal may be withdrawn, if not accepted, within 30 days of its issuance. Shaw Industries Group, Inc. will consider reasonable requests to engage in negotiations for revisions to this Proposal, including signing a subcontract that includes the terms of this Proposal. A proposal not accepted within 30 days will be subject to price escalation of materials, labor, freight and fuel costs.

2. This proposal is subject to credit review and approval. Payment terms are net 30 days. A convenience fee of 2.5% will be added if paying via credit card. Past due invoices are subject to service charges of 1.5% per month (18% per annum). In the case of any default, Customer shall pay Shaw Industries Group, Inc.'s reasonable attorney fees and costs, including those on any appeal, even if no suit or action is filed.

3. All work shall be performed in a workmanlike manner according to industry standards. Areas to receive flooring shall be free and clear of debris. Any changes to the work shall be performed only after execution of a written change order.

4. Prior to commencement of Shaw Industries Group, Inc.'s work: (a) Customer shall test all concrete sub floors receiving flooring for vapor emission levels and alkalinity per manufacturers' recommendations utilizing ASTM F2170 and provide written results to Shaw Industries Group, Inc., including a list of any sealers applied to the concrete sub floor; (b) If Customer does not provide such reports at least 10 days prior to commencement of Shaw Industries Group, Inc.'s work, then Customer shall provide Shaw Industries Group, Inc. with access to all concrete sub floors for appropriate testing and Customer shall be responsible for the costs of such testing; and (c) Any concrete sub floors not meeting manufacturers' requirements for installation will require correction or the execution of a separate waiver agreement.

5. All work is contingent upon strikes, accidents or delays beyond Shaw Industries Group, Inc.'s control. Customer shall carry insurance for all hazards, including fire. Shaw Industries Group, Inc.'s workers are fully covered by Worker's Compensation and Liability Insurance.

6. Customer represents and warrants that: (a) the project site contains no hazardous or other dangerous substances, either exposed or concealed; or (b) Customer has given written notice to Shaw Industries Group, Inc. of all such substances and their location(s). To the fullest extent permitted by law, Customer shall indemnify, defend and hold Shaw Industries Group, Inc. harmless from any damage, claim, loss, expense and attorney fees related to Shaw Industries Group, Inc.'s liability, if any, including any federal or state statute related to hazardous or other dangerous substances.

7. Shaw Industries Group, Inc. is fully licensed, bonded, and insured. This proposal does not include participation in any OCIP/CCIP or related programs. Requests for Shaw Industries Group, Inc. to participate in such programs may result in additional costs.

ACCEPTANCE OF PROPOSAL: The above prices, specifications, and conditions are satisfactory and are hereby ACCEPTED.

Customer: City of Artesia Signed: Date:

You are authorized to do the work as specified.

RESOLUTION NO. 24-3018

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

ARTESIA, CALIFORNIA, AUTHORIZING THE USE OF THE

OMNIA PARTNERS PURCHASING PROGRAM AND
APPROVING A CONTRACT TO SHAW CONTRACT, INC.

FOR FLOORING SERVICES AT THE ALBERT O. LITTLE

COMMUNITY CENTER
WHEREAS, the flooring at the Albert O. Little Community Center has experienced significant wear and tear and requires replacement to ensure the safety and functionality of the facility; and
WHEREAS, Section 3-4.17 of the Artesia Municipal Code allows the City to purchase supplies, equipment, and services through cooperative purchasing programs, such as those maintained by counties, states, or other public agencies, which are exempt from the standard purchasing requirements; and
WHEREAS, flooring is defined as a service under Section 3-4.02 of the Artesia Municipal Code, which includes carpeting repairs among other related services; and WHEREAS, in 2011, the City of Artesia became a member of the OMNIA Partners Purchasing Program, a cooperative purchasing alliance (Membership ID 2522418), allowing the City to utilize competitively solicited contracts; and WHEREAS, Shaw Industries submitted a flooring services proposal on August 30, 2024, attached hereto as Exhibit “A”; and
WHEREAS, the project involves minor alterations to an existing facility with no expansion of use, qualifying for a Class 1 Categorical Exemption under CEQA Section 15301 (d).

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARTESIA, CALIFORNIA, DOES HEREBY FIND, ORDER, AND RESOLVE AS FOLLOWS:

SECTION 1. The City Council authorizes the use of the OMNIA Partners Purchasing Program to utilize contract #2020002144 with Shaw Industries, Inc. pursuant to Section 10278 of the California Public Contract Code and Section 3-4.17 of the Artesia Municipal Code.

SECTION 2. The City Council hereby finds and determines that the flooring replacement project at the Artesia Community Center is categorically exempt from the California Environmental Quality Act (CEQA) pursuant to Section 15301 (d) (Class 1 - Existing Facilities) of the State CEQA Guidelines
SECTION 3. The City Council hereby delegates the authority to the City Manager, or his designee, to conduct all negotiations, sign and submit all documents, including, but not limited to applications, agreements, amendments, and payment requests, which may be necessary for the completion of the flooring services project at the Albert O. Little Community Center.

PASSED, APPROVED, AND ADOPTED this 14th day of October, 2024. ________________________________

TONY LIMA, MAYOR
ATTEST:
_____________________________

JENNIFER ALDERETE, CITY CLERK

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9H.

TO: Mayor and Members of the City Council
SUBJECT: Agreement for Painting Services with South Coast Painters FROM: Adrian Fajardo, Management Analyst
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council approve an agreement South Coast Painters for painting services at the Albert O. Little Community Center, for an amount not-to-exceed $55,200, authorize the City Manager to execute on Council's behalf; and make a determination of exemption under CEQA pursuant to section 15301(d).

BACKGROUND:

The Albert O. Little Community Center has been a hub for community activities, programs, and events for decades.

Due to the building's age and exposure to elements such as sunlight, moisture, and temperature changes, the exterior and interior paint have deteriorated. Fading, chipping, and peeling paint are evident on several walls and surfaces, which not only diminishes the aesthetic appeal of the Community Center but also poses a risk of further damage to the underlying structure. Over the years, routine maintenance and occasional painting touch-ups have helped prolong the existing paint's life. However, the facility now requires a more comprehensive repainting to maintain its appearance and structural integrity.

ANALYSIS:

The City solicited quotes from three qualified vendors to provide painting services for the Community Center. The cost comparison of the quotes received is as follows:

Vendor Cost
South Coast Painters $55,200
Dream Painting $85,000
CertaPro Painters Non-responsive
South Coast Painters, with over 30 years of experience, have completed several projects for the City, including the painting of the Artesia Water Tower in 2017 and the Artesia Towne Center in 2022. Their work has consistently met project specifications and was completed to the City's satisfaction. The vendor will repaint both the interior and exterior of the Albert O. Little Community Center, covering stucco walls, block walls, doors, frames, trim, and metal utility screens. The work includes thorough preparation of the surfaces, including pressure washing to remove dirt and loose materials, cleaning and caulking wood surfaces, and sanding metal surfaces. High-quality, weatherresistant paint will ensure durability and protect the facility against future damage.

The project is expected to begin in late 2024 and will be completed within three weeks. To ensure the project proceeds efficiently, interior painting will be scheduled before the flooring is replaced in the community center to prevent any damage to the new floors. Exterior painting can be conducted concurrently with the flooring project, as it will not affect the interior work schedule or cause disruptions inside the building. Staff will coordinate with patrons to minimize disruptions to ongoing programs and events during both projects.

FISCAL IMPACT:

The total cost of the project is $55,200, which includes all associated materials, labor, and warranties. Funding for this project is available through Artesia Park Facilities Improvements Project Grant from the California Natural Resources Agency. This project has no impact on the General Fund.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council approve an agreement South Coast Painters for painting services at the Albert O. Little Community Center, for an amount not-to-exceed $55,200, authorize the City Manager to execute on Council's behalf; and make a determination of exemption under CEQA pursuant to section 15301(d).

Attachments
South Coast Painters Agreement
-1- A0444-0001\2204777v1.doc
CONTRACT FOR PAINTING SERVICES FOR THE ALBERT O. LITTLE

COMMUNITY CENTER PROJECT
(Public Project under $60,000)
This Contract for Painting Services for the Albert O. Little Community Center (“Contract”) is dated October 14, 2024 (“Effective Date”) and between the City of Artesia, a California municipal corporation (“City”) and South Coast Painters (“Contractor”). Contractor’s license number is 892130 (Class C33); Contractor’s DIR registration number is 1000577895.

City and Contractor are referred to herein as the “Parties.” In consideration of the Parties’ performance of the promises, covenants, and conditions stated herein, the Parties agree as follows:

1. GENERAL SCOPE OF WORK; TERM; TERMINATION: Contractor shall procure and furnish all necessary labor, tools, materials, and expertise for the Painting Services (the “Project”), located at the Albert O. Little Community Center (the “Work”) as more particularly described in the Scope of Work attached hereto as Exhibit A. All Work is to be performed in good and workmanlike manner and in accordance with any further written instructions, if any, of the City Manager or his or her designated representative. The term of this Contract shall commence upon the Effective Date and, unless terminated as provided herein, shall continue until (a) all required work is completed, (b) fully executed releases as to any and all lien rights of any and all subcontractors have been received by City, and (c) the time within which any liens, stop notices or other claims for payment by subcontractors, laborers, and/or materialmen can be asserted against City has expired.

Contractor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Contract or the Work, including all Cal/OSHA requirements, and shall give all notices required by law. Contractor shall be liable for all violations of such laws and regulations in connection with the Work.

City may terminate this Contract, without cause, at any time by providing Contractor with not less than ten days’ prior written notice. Provided Contractor is not then in breach, Contractor will be paid for work satisfactorily completed and for all deliverables received.

2. TIME OF COMPLETION; LIQUIDATED DAMAGES. Notwithstanding any other provision of this Contract, the completion date for the Work shall be on or before the date that is 45 calendar days after the issuance by City of a Notice to Proceed (“Completion Date”). Time is of the essence in this Contract.

APPLICABLE – or – NOT APPLICABLE
Contractor agrees to the assessment of liquidated damages in the amount of $250 for each calendar day the work remains incomplete beyond the Completion Date. City may deduct the amount thereof from any monies due or that may become due Contractor under this Contract. Progress payments made after the scheduled Completion Date shall not constitute a waiver of liquidated damages. Liquidated damages are not intended to -2- A0444-0001\2204777v1.doc
compensate City for consequential damages which City may incur from other Contractor delay claims resulting from Contractor’s delay in the performance of this Contract.

3. INCORPORATION OF STANDARD SPECIFICATIONS. The 2021 edition of “Standard Specifications for Public Works Construction” (“Standard Specifications”) is incorporated herein by this reference. In the event of any conflict between this Contract and the Standard Specifications, the provisions of this Contract shall control.

4. INCORPORATED DOCUMENTS TO BE CONSIDERED COMPLEMENTARY: All Exhibits attached hereto are incorporated herein by reference. The documents, payment bond, City insurance requirements, together with this written Contract (and all Exhibits, documents and laws referenced therein), shall constitute the entire agreement between the Parties as to the subject matter of this Contract. In the event of any conflict between this Contract and any Exhibit hereto, the provisions of this Contract shall control.

5. FEE SCHEDULE: Terms of payment and other applicable terms and conditions are listed in Exhibit B – Fee Schedule. City shall pay to Contractor for furnishing the material and doing the prescribed work according to the unit prices and/or lump sum set forth in Exhibit B. The acceptance of final payment by Contractor shall constitute a release by Contractor of all claims against City arising out of this Contract except those claims which (a) have been made in writing and identified by Contractor as not having been settled at that time, or (b) are based on fraud or misconduct by City.

6. INSURANCE: Contractor shall not commence work under this Contract until it has obtained insurance with the minimum required limits and coverage as specified in Exhibit C – City Insurance Requirements, in a company or companies acceptable to City.

Contractor shall not allow any subcontractor to commence work on its subcontract until all insurance required of the subcontractor has been obtained. Contractor shall provide evidence of the required insurance to City’s Risk Manager as specified in Exhibit C.

7. PREVAILING WAGES: Notwithstanding any statement to the contrary in Contractor’s proposal or quote, City and Contractor acknowledge that the Project is a public work to which prevailing wages apply. The document titled “Labor Code and Prevailing Wage Requirements” is attached hereto as Exhibit D. Contractor shall comply with all provisions of Exhibit D.

8. BONDS.
a. PAYMENT BOND: REQUIRED – or – NOT REQUIRED
Contractor shall obtain and submit a signed and notarized copy to City of a payment bond in an amount that is not less than 100% of the Maximum Compensation, and nothing in this Contract shall excuse this requirement. The required Payment Bond (Labor and Materials) form is attached hereto as Exhibit E. b. PERFORMANCE BOND: NOT REQUIRED
-3- A0444-0001\2204777v1.doc

9. RESOLUTION OF DISPUTES: In the event that a dispute arises between City and Contractor regarding whether the conditions materially differ, or cause a decrease or increase in Contractor’s cost of or time required for performance of any part of the Work, Contractor shall not be excused from any scheduled completion date provided for by this Contract, but shall proceed with all work to be performed under this Contract. Contractor shall retain any and all rights that pertain to the resolution of disputes and protests between the Parties. In the event of any dispute or controversy with City over any matter whatsoever, Contractor shall not cause any delay or cessation in or of work, but shall proceed with the performance of the work in dispute. This includes disputed time extension requests and prices for changes. The disputed work will be categorized as an “unresolved dispute” and payment, if any, shall be as later determined by mutual agreement or a court of law. Contractor will keep accurate, detailed records of all disputed work, claims and other disputed matters.

All claims arising out of or related to the Contract Documents or this Project, and the consideration and payment of such claims, are subject to the Government Claims Act (Government Code Section 810 et seq.) with regard to filing claims.

All such claims are also subject to Public Contract Code Section 9204 and Public Contract Code Section 20104 et seq. (Article 1.5), where applicable. This Contract hereby incorporates those provisions as though fully set forth herein. Thus, the Contractor or any Subcontractor must file a claim in accordance with the Government Claims Act as a prerequisite to filing a construction claim in compliance with Section 9204 and Article 1.5 (if applicable), and must then adhere to Article 1.5 and Section 9204, as applicable, pursuant to the definition of “claim” as individually defined therein.

9.1 Intent. Effective January 1, 1991, Section 20104 et seq., of the California Public Contract Code prescribes a process utilizing informal conferences, nonbinding judicial supervised mediation, and judicial arbitration to resolve disputes on construction claims of $375,000 or less. Effective January 1, 2017, Section 9204 of the Public Contract Code prescribes a process for negotiation and mediation to resolve disputes on construction claims. The intent of this Section is to implement Sections 20104 et seq. and Section 9204 of the California Public Contract Code. This Section shall be construed to be consistent with said statutes.

9.2 Claims. For purposes of this Section, “Claim” means a separate demand by the Contractor, after a change order duly requested in accordance with the terms of this Contract has been denied by the City, for (A) a time extension, (B) payment of money or damages arising from Work done by or on behalf of the Contractor pursuant to the Contract, or (C) an amount the payment of which is disputed by the City. A “Claim” does not include any demand for payment for which the Contractor has failed to provide notice, request a change order, or otherwise failed to follow any procedures contained in the Contract Documents.

9.3 Filing Claims. Claims governed by this Section may not be filed unless and until the Contractor completes all procedures for giving notice of delay or change and for the requesting of a time extension or change order, including but not -4- A0444-0001\2204777v1.doc
necessarily limited to the change order procedures contained herein, and Contractor’s request for a change has been denied in whole or in part. Claims governed by this Section must be filed no later than fourteen (14) days after a request for change has been denied in whole or in part or after any other event giving rise to the Claim. The Claim shall be submitted in writing to the City and shall include on its first page the following in 16 point capital font: “THIS IS A CLAIM.” Furthermore, the claim shall include the documents necessary to substantiate the claim. Nothing in this Section is intended to extend the time limit or supersede notice requirements otherwise provided by contract for the filing of claims, including all requirements pertaining to compensation or payment for extra Work, disputed Work, and/or changed conditions. Failure to follow such contractual requirements shall bar any claims or subsequent lawsuits for compensation or payment thereon.

9.4 Supporting Documentation. The Contractor shall submit all claims in the following format:

9.4.1 Summary of claim merit and price, reference Contract Document provisions pursuant to which the claim is made

9.4.2 List of documents relating to claim:
(A) Specifications
(B) Drawings
(C) Clarifications (Requests for Information)
(D) Schedules
(E) Other

9.4.3 Chronology of events and correspondence

9.4.4 Analysis of claim merit

9.4.5 Analysis of claim cost, including calculations and supporting documents

9.4.6 Time impact analysis in CPM format

9.5 City’s Response. Upon receipt of a Claim pursuant to this Section, City shall conduct a reasonable review of the Claim and, within a period not to exceed 45 days of receipt of the Claim, or as extended by mutual agreement, shall provide the Contractor a written statement identifying what portion of the Claim is disputed and what portion is undisputed. Any payment due on an undisputed portion of the Claim will be processed and made within 60 days after the City issues its written statement.

9.5.1 If City needs approval from its governing body to provide the Contractor a written statement identifying the disputed portion and the undisputed portion -5- A0444-0001\2204777v1.doc
of the Claim, and the governing body does not meet within the 45 days or within the mutually agreed to extension of time following receipt of a Claim sent by registered mail or certified mail, return receipt requested, City shall have up to three (3) days following the next duly publicly noticed meeting of the governing body after the 45-day period, or extension, expires to provide the Contractor a written statement identifying the disputed portion and the undisputed portion.

9.5.2 Within 30 days of receipt of a Claim, City may request in writing additional documentation supporting the Claim or relating to defenses or claims City may have against the Contractor. If additional information is thereafter required, it shall be requested and provided pursuant to this subdivision, upon mutual agreement of City and the Contractor. City’s written response to the Claim, shall be submitted to the Contractor within 30 Days (if the Claim is less than $50,000, within 15 Days) after receipt of the additional documentation, or within a period of time no greater than that taken by the Contractor in producing the additional information or requested documentation, whichever is greater.

9.6 Meet and Confer. If the Contractor disputes City’s written response, or City fails to respond within the time prescribed, the Contractor may so notify City, in writing, within 15 Days of receipt of City’s response or the City’s failure to respond, and demand an informal conference to meet and confer for settlement of the issues in dispute.

Upon receipt of a demand, City shall schedule a meet and confer conference within 30 Days for settlement of the dispute.

9.7 Mediation. Within 10 business days following the conclusion of the meet and confer conference, if the Claim or any portion of the Claim remains in dispute, City shall provide the Contractor a written statement identifying the portion of the Claim that remains in dispute and the portion that is undisputed. Any payment due on an undisputed portion of the Claim shall be processed and made within 60 Days after City issues its written statement. Any disputed portion of the Claim, as identified by the Contractor in writing, shall be submitted to nonbinding mediation, with City and the Contractor sharing the associated costs equally. City and Contractor shall mutually agree to a mediator within 10 business days after the disputed portion of the Claim has been identified in writing, unless the Parties agree to select a mediator at a later time.

9.7.1 If the Parties cannot agree upon a mediator, each Party shall select a mediator and those mediators shall select a qualified neutral third party to mediate with regard to the disputed portion of the claim. Each Party shall bear the fees and costs charged by its respective mediator in connection with the selection of the neutral mediator.

9.7.2 For purposes of this section, mediation includes any nonbinding process, including, but not limited to, neutral evaluation or a dispute review board, in which an independent third party or board assists the Parties in dispute resolution through negotiation or by issuance of an evaluation. Any mediation utilized shall conform to the timeframes in this section.
-6- A0444-0001\2204777v1.doc

9.7.3 Unless otherwise agreed to by City and the Contractor in writing, the mediation conducted pursuant to this section shall excuse any further obligation under Section 20104.4 to mediate after litigation has been commenced.

9.7.4 The mediation shall be held no earlier than the date the Contractor completes the Work or the date that the Contractor last performs Work, whichever is earlier. All unresolved Claims shall be considered jointly in a single mediation, unless a new unrelated Claim arises after mediation is completed.

9.8 Procedures After Mediation. If following the mediation, the Claim or any portion remains in dispute, the Contractor must file a claim pursuant to Chapter 1 (commencing with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.6 of Title 1 of the Government Code. For purposes of those provisions, the running of the period of time within which a claim must be filed shall be tolled from the time the Contractor submits his or her written Claim pursuant to subdivision (a) until the time the Claim is denied, including any period of time utilized by the meet and confer conference or mediation.

9.9 Civil Actions. The following procedures are established for all civil actions filed to resolve Claims of $375,000 or less:

9.9.1 Within 60 Days, but no earlier than 30 Days, following the filing or responsive pleadings, the court shall submit the matter to non-binding mediation unless waived by mutual stipulation of both Parties or unless mediation was held prior to commencement of the action in accordance with Public Contract Code section 9204 and the terms of these procedures. The mediation process shall provide for the selection within 15 Days by both Parties of a disinterested third person as mediator, shall be commenced within 30 Days of the submittal, and shall be concluded within 15 Days from the commencement of the mediation unless a time requirement is extended upon a good cause showing to the court.

9.9.2 If the matter remains in dispute, the case shall be submitted to judicial arbitration pursuant to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, notwithstanding Section 1114.11 of that code.

The Civil Discovery Act of 1986 (Article 3 (commencing with Section 2016) of Chapter 3 of Title 3 of Part 4 of the Code of Civil Procedure) shall apply to any proceeding brought under this subdivision consistent with the rules pertaining to judicial arbitration.

9.9.3 In addition to Chapter 2.5 (commencing with Section 1141.10) of Title 3 of Part 3 of the Code of Civil Procedure, (A) arbitrators shall, when possible, be experienced in construction law, and (B) any party appealing an arbitration award who does not obtain a more favorable judgment shall, in addition to payment of costs and fees under that chapter, also pay the attorney’s fees on appeal of the other party.

9.10 Government Code Claim Procedures.

9.10.1 This section does not apply to tort claims and nothing in this section is intended nor shall be construed to change the time periods for filing tort claims or actions -7- A0444-0001\2204777v1.doc
specified by Chapter 1 (commending with Section 900) and Chapter 2 (commencing with Section 910) of Part 3 of Division 3.5 of Title 1 of the Government Code.

9.10.2 In addition to any and all Contract requirements pertaining to notices of and requests for adjustments to the Contract Time, Contract Price, or compensation or payment for extra work, disputed work, claims and/or changed conditions, Contractor must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City.

9.10.3 Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to adjustment of the Contract Time, Contract Price, or compensation or payment for extra work, disputed work, claims, and/or changed conditions have been followed by Contractor. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Contractor may not file any action against the City.

9.10.4 A Government Code claim must be filed no earlier than the date the work is completed or the date the Contractor last performs work on the Project, whichever occurs first. A Government Code claim shall be inclusive of all unresolved Claims known to the Contractor excepting only new unrelated Claims that arise after the Government Code claim is submitted.

9.11 Non-Waiver. City’s failure to respond to a Claim from the Contractor within the time periods described in this section or to otherwise meet the time requirements of this section shall result in the Claim being deemed rejected in its entirety and shall not constitute a waiver of any rights under this section.

10. INDEMNIFICATION, HOLD HARMLESS, AND DUTY TO DEFEND. a. Indemnities for Third Party Claims.
1) To the fullest extent permitted by law, Contractor shall, at its sole cost and expense, defend, hold harmless and indemnify City and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively “Indemnitees”), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, expenses, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively “Liabilities”), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of this -8- A0444-0001\2204777v1.doc
Contract, including the Indemnitees’ passive negligence, except for Liabilities arising from the active or sole negligence or willful misconduct of the Indemnitees, as determined by judicial decision or by the agreement of the Parties. Contractor shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. Contractor shall reimburse the Indemnitees for any and all legal expenses and costs incurred by Indemnitees in connection therewith. 2) Contractor shall pay all required taxes on amounts paid to Contractor under this Contract, and indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Contract. Contractor shall fully comply with the workers’ compensation law regarding Contractor and Contractor’s employees. Contractor shall indemnify and hold City harmless from any failure of Contractor to comply with applicable workers’ compensation laws. City may offset against the amount of any fees due to Contractor under this Contract any amount due to City from Contractor as a result of Contractor’s failure to promptly pay to City any reimbursement or indemnification arising under this subparagraph a.2). 3) Contractor shall obtain executed indemnity agreements with provisions identical to those in this Section 10 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Contract. If Contractor fails to obtain such indemnity obligations, Contractor shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Liabilities at law or in equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of Contractor’s subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that Contractor’s subcontractor shall bear the legal liability thereof) in the performance of this Contract, including the Indemnitees’ active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by court decision or by the agreement of the Parties.
b. Workers’ Compensation Acts not Limiting. Contractor’s indemnifications and obligations under this Section 10, or any other provision of this Contract, shall not be limited by the provisions of any workers’ compensation act or similar act.

Contractor expressly waives its statutory immunity under such statutes or laws as to City, its officers, agents, employees and volunteers. c. Insurance Requirements not Limiting. City does not, and shall not, waive any rights that it may possess against Contractor because of the acceptance by City, or the -9- A0444-0001\2204777v1.doc
deposit with City, of any insurance policy or certificate required pursuant to this Contract. The indemnities in this Section 10 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, tax, assessment, penalty or interest asserted against City.
d. Survival of Terms. Contractor’s indemnifications and obligations under this Section 10 shall survive the expiration or termination of this Contract.

11. NON-DISCRIMINATION: No discrimination shall be made in the employment of persons upon public works because of race, religious creed, ancestry, age, physical disability, mental disability, mental condition, genetic information, marital status, race, color, sex, gender, gender identity, gender expression, sexual orientation, national origin, or military and veteran status of such persons, and every Contractor for public works violating this Section is subject to all the penalties imposed for a violation of Division 2, Part 7, Chapter 1 of the Labor Code in accordance with the provisions of Section 1735 of that Code.

12. LICENSES: Contractor is aware of California Labor Code Sections 1777.1 and 1777.7, which prohibit Contractor or any subcontractors who have been found by the Labor Commissioner or the Director of Industrial Relations to be in violation of certain provisions of the Labor Code, from bidding on, being awarded, or performing work as a contractor or subcontractor on a public works project for specified periods of time.

Pursuant to Public Contract Code Section 6109 and California Business and Professions Code Section 7028.15, Contractor shall be licensed as required by the Contractors’ State License Board of the State to perform the Work. Pursuant to Public Contract Code Section 3300 and at all times during the term of this Contract, Contractor shall possess a Class C39 California contractor’s license.

Contractor has investigated and will ensure that any subcontractor possesses a valid specialty trade license in its trade as required by law.

13. WARRANTY. The warranty applicable to the Work pursuant to this Contract shall be as set forth in:

A. Section 3-13.3 of the Standard Specifications.

B. Exhibit A.

14. ANTITRUST CLAIMS: Pursuant to Public Contract Code Section 7103.5, Contractor offers and agrees to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the California Business and Professions Code) arising from purchases of goods, services, or materials pursuant to this Contract. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the Parties. -10- A0444-0001\2204777v1.doc

15. OWNERSHIP OF DOCUMENTS AND WORK PRODUCT: All documents, plans, specifications, reports, photographs, images, video files and media created or developed by Contractor pursuant to this Contract (“Written Products”) shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Written Products shall be considered “works made for hire,” and all Written Products and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City. Contractor shall not obtain or attempt to obtain copyright protection as to any Written Products.

Contractor hereby assigns to City all ownership and any and all intellectual property rights to the Written Products that are not otherwise vested in City pursuant to the paragraph directly above.

Contractor warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the services and the production of all Written Products produced under this Contract, and that City has full legal title to and the right to reproduce the Written Products. Contractor shall defend, indemnify and hold City, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City’s use of any of the Written Products is violating federal, State or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Contractor shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the services and Written Products produced under this Contract. In the event the use of any of the Written Products or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Contractor, at his or her expense, shall: (a) secure for City the right to continue using the Written Products and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (b) modify the Written Products and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Contract. This covenant shall survive the termination of this Contract.

Upon termination, abandonment or suspension of the Project, Contractor shall deliver to City all Written Products and other deliverables related to the Project. If Contractor prepares a document on a computer, Contractor shall provide City with that document both in a printed format and in an acceptable electronic format.

16. THIRD-PARTY CLAIM: Pursuant to Public Contract Code Section 9201, City has full authority to compromise or otherwise settle any claim relating to this Contract at any time.

City shall timely notify Contractor of the receipt of any third-party claim relating to this Contract. City shall be entitled to recover its reasonable costs incurred in providing the notification required by Public Contract Code Section 9201(b). -11- A0444-0001\2204777v1.doc

17. INDEPENDENT CONTRACTOR: Contractor is and shall at all times remain, as to City, a wholly independent contractor. The personnel performing the Work under this Contract on behalf of Contractor shall at all times be under Contractor’s exclusive direction and control. Neither City nor any of its officers, officials, employees, agents, or volunteers shall have control over the conduct of Contractor or any of Contractor’s employees except as set forth in this Contract, and Contractor is free to dispose of all portions of its time and activities which it is not obligated to devote to City in such a manner and to such persons, firms, or corporations as Contractor wishes except as expressly provided in this Contract.

Contractor shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent.

Contractor shall not, at any time or in any manner, represent that it or any of its agents, servants or employees are in any manner agents, servants or employees of City. Contractor agrees to pay all required taxes on amounts paid to Contractor under this Contract, and to indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Contract. Contractor shall fully comply with the workers’ compensation law regarding Contractor and its employees, and Contractor further agrees to indemnify and hold City harmless from any failure of Contractor to comply with applicable workers’ compensation laws. City shall have the right to offset against the amount of any fees due to Contractor under this Contract any amount due to City from Contractor as a result of its failure to promptly pay to City any reimbursement or indemnification arising under this Section.

18. ASSIGNMENT: Contractor shall not assign or transfer any interest in this Contract or any part thereof, whether by assignment or novation, without City’s prior written consent. Any purported assignment without written consent shall be null and void; and Contractor shall hold harmless, defend and indemnify City and its officers, officials, employees, agents and representatives with respect to any claim, demand or action arising from any unauthorized assignment.

19. GOVERNING LAW AND VENUE: Should either party to this Contract bring legal action against the other, the validity, interpretation, and performance of this Contract shall be controlled by and construed under the laws of the State, excluding California’s choice of law rules. Venue for any such action relating to this Contract shall be in the Los Angeles County Superior Court.

20. ATTORNEYS’ FEES: If any legal action or other proceeding, including action for declaratory relief, is brought for the enforcement of this Contract or because of an alleged dispute, breach, default or misrepresentation in connection with this Contract, the prevailing party shall be entitled to recover all attorneys’ fees, experts’ fees, and other costs actually incurred in connection with such litigation or other proceeding, in addition to any other relief to which the party may be entitled.

21. NOTICES: Except as otherwise required by law, any notice, request, direction, demand, payment, consent, waiver, approval or other communication required or permitted to be given hereunder to City shall not be effective unless it is given in writing and shall be -12- A0444-0001\2204777v1.doc
delivered (a) in person or (b) by certified mail, postage prepaid, and addressed to City at the address stated below, or at such other address as City may hereafter notify Contractor in writing as aforementioned:

To CITY:

City of Artesia
Adrian Fajardo, Management Analyst
18747 Clarkdale Avenue
Artesia, California, 90701
Telephone number: (562) 865-6262
To CONTRACTOR:

South Coast Painters, Inc.
28364 S Western Avenue #465
Rancho Palos Verdes, CA 90275
Telephone Number: (310) 938-0368
If sent by mail, any notice, tender, demand, delivery or other communication shall be deemed effective three business days after it has been deposited in the United States mail.

For purposes of communicating these time frames, weekends and federal, State, religious, County of Los Angeles or City holidays shall be excluded. No communication via facsimile or electronic mail shall be effective to give any such notice or other communication hereunder.

22. EXHIBITS: All Exhibits constitute a part of this Contract and are incorporated into this Contract by this reference. If any inconsistency exists or arises between a provision of this Contract and a provision of any exhibit, or between a provision of this Contract and a provision of Contractor’s proposal, the provisions of this Contract shall control.

23. ENTIRE AGREEMENT: This Contract, including any other documents incorporated herein by reference, represents the entire integrated agreement between City and Contractor and supersedes all prior or contemporaneous negotiations, representations, agreements, understandings and statements, written or oral. This Contract may only be modified or amended, or provisions or breach may be waived, by written agreement signed by both Parties. The provision of this Contract shall govern over any inconsistent provisions contained in any Exhibit.

24. NON-WAIVER OF TERMS, RIGHTS AND REMEDIES: Waiver by either party of any one or more of the conditions of performance under this Contract shall not be a waiver of any other condition of performance under this Contract. In no event shall the making by City of any payment to Contractor constitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Contractor, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. -13- A0444-0001\2204777v1.doc

25. SEVERABILITY: Whenever possible, each provision of this Contract shall be interpreted in such a manner as to be valid under applicable law. If any term or portion of this Contract is determined by a court of competent jurisdiction to be invalid, void, illegal, or unenforceable, the remaining provisions of this Contract shall nevertheless continue in full force and effect and shall in no way be affected, impaired or invalidated.

IN WITNESS WHEREOF, the Parties hereto have caused these present to be duly executed with all the formalities required by law on the respective dates set forth opposite their signatures.

CITY OF ARTESIA,
a California municipal corporation
________________________________
Abel Avalos, City Manager
ATTEST:
____________________________________
Jennifer Alderete, City Clerk
APPROVED AS TO FORM:
____________________________________
HongDao Nguyen, City Attorney

SOUTH COAST PAINTING
a California corporation
__________________________________
Bobbie Manitkas, President
__________________________________
Bobbie Manitkas, Secretary
A -1
A0444-0001\2204777v1.doc
Exhibit A

SCOPE OF WORK
Proposal Submitted
To
Primary Contact Email Phone
City of Artesia Adrian Fajardo [email protected] 562-844-7963 Address:
18750 Clarksdale
Artesia, CA
Project Name and
Address
Artesia Park Community
Center
Proposal Date:
9/242024
Bonds: Lesron Insurance Agency
A -2
A0444-0001\2204777v1.doc
1440 North Harbor Blvd. Suite #610 Fullerton, CA 92835
License # 0792430
Workers Compensation: BBSI Barrett Business Services Inc. 330 Golden Shore Suite 170
Long Beach CA 90802 # 619-665-3677
2024-06-01
General Liability: Orr & Associates Insurance services
CA license #OE63493
Automobile Liability: Orr & Associates Insurance Services Department of Industrial Relations Registration No. 1000577895 Federal Tax ID No. 47-272541

1.0 PRODUCTS AND GENERAL PREP:

All materials shall be per specifications and delivered to the project in original containers bearing the Manufacturers name and code. All materials to comply with current requirements of the Environmental agencies or other local, state and federal requirements.

Preparation of various surfaces include:

Stucco /Cement / Plaster pressure wash as needed to remove loose dirt, rust, failing product from surface.

Surfaces will be allowed to completely dry
before application of primer and or paint
products.

Wood removing and dust or foreign matter and
caulk areas with a greater gap of 1/8 to ¼
inch in width.

Metal loose rust, scale or peeling paint removed
either by wire brush, scraping, or sanding
as required. A metal cleaner or degreaser
will be used to clean surfaces from dirt,
grease, oils, or salt build up. Surfaces will
either be rubbed with cloth or scrubbed
with a stiff wire brush depending on
condition of surface. All surfaces to be
rinsed with water and allowed to
completely dry before application of any
primer/ rustoleum and or paint.

Dunn Edwards Aristo-shield urethane or
Sherwin Williams Pro Industrial urethane
A -3
A0444-0001\2204777v1.doc
EXCLUSIONS Factory finished surfaces, black metal
railings

1.1 Paint Manufacturer and Color Choice:

Project to specify paint manufacturer, all paint applications applied per manufacturer recommendations. Color choice per owner.

Number of color choices per this bid: (Two)

1.1 Job Supervision:

A Project Manager /Crew leader will be on site. They will be responsible to assure all equipment and materials needed are present, and that the scope of work is being followed. All our employees are in-house, and our crew have worked with us for over fifteen years.

1.2 Change Orders:

Any changes to this agreement including additional work required, shall be set forth in writing and signed by both parties before the changes, or additional work is said to be complete.

2.0 GENERAL CONDITIONS

2.1 Job Safety:

South Coast Painting will take all necessary precautions when it comes to job-safety. South Coast Painting will make all necessary protective arrangements to prevent project operations from damaging the premises or other operations.

2.2 Storage:

South Coast Painting will keep all materials and equipment involved for the project stored in appropriate containers or adequately marked and secured locations.

2.3 Facilities:

South Coast Painting will provide portable toilets in a designated area as agreeable by Owner, or Owner will make available facilities for the use during said project.

2.4 Utilities:

Owner of property will make available water and electricity as needed for the completion of project described.

2.5 Debris:

South Coast Painting will perform all work in an orderly fashion as to clear worksite from unnecessary debris. All work-related trash or clutter will be managed daily. South Coast Painting will also remove all equipment and materials upon completion of project.

A -4
A0444-0001\2204777v1.doc

2.6 Permits:

Owner will obtain all necessary licenses and or permits required for all or any portion of the work to be completed. South Coast Painting will furnish upon request copies of any certificates and or other documents as evidence of compliance with applicable laws, ordinances, or other regulations from various agencies or departments as needed.

2.7 Notices:

When applicable South Coast Painting will post all notices to residents one week prior to scheduled work progress. Notices will be placed in common areas, front doors, etc. to provide resident adequate time to prepare and remove items from balconies or patios as needed. Contractor cannot be held responsible for any items left out by resident.

2.8 Insurance / Liability:

South Coast Paintings shall provide appropriate worker’s compensation coverage and liability insurance to protect against any South Coast Painting negligence.

3.0 SCHEDULE AND WARRANTY

3.1 Project estimated time of completion: 15 Calendar days The contractor will not be responsible for delays caused by fire, natural acts, or for any delay related to the management that is deemed out of control of the contractor.

3.2 Warranty:

South Coast Painting shall provide Warranty for all paint and labor against peeling and flaking for the term of one year from the agreement date herein. Warranty excludes any failure of previous coatings. Warranty does not cover termites, water damage, splitting, or warping wood on this project.

4.0 SCOPE OF WORK
• Complete exterior painting of the Community Center Building to include stucco walls, block walls, doors, frames, trim and metal A/C wall covers on roof Paint manufacturer Sherwin Williams or Dunn Edwards
• Interior walls and doors Room A. Interior walls and doors Room B. • Interior walls and doors West side room
B -1
A0444-0001\2204777v1.doc
Exhibit B

FEE SCHEDULE
Payment will become due at the completion of the project and the final walk thru has been approved.

Service Cost
Exterior Painting $41,900.00
Interior Painting $13,300.00
Total $55,200.00
C -1
A0444-0001\2204777v1.doc
Exhibit C

CITY INSURANCE REQUIREMENTS
A. Minimum Scope and Limits of Insurance. Contractor shall procure and at all times during the term of this Contract carry, maintain, and keep in full force and effect, insurance as follows:
1) Commercial General Liability Insurance with a minimum limit of Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury and property damage and a general aggregate limit of Five Million Dollars ($5,000,000) per project or location. If Contractor is a limited liability company, the commercial general liability coverage shall be amended so that Contractor and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds.
2) Automobile Liability Insurance for any owned, non-owned or hired vehicle used in connection with the performance of this Contract with a combined single limit of Two Million Dollars ($2,000,000) per accident for bodily injury and property damage. If Contractor does not use any owned, non-owned or hired vehicles in the performance of the Work under this Contract, Contractor shall obtain a non-owned auto endorsement to the Commercial General Liability policy required under subparagraph A.1) of this Exhibit C.
3) Workers’ Compensation Insurance as required by the State of California and Employer’s Liability Insurance with a minimum limit of One Million Dollars ($1,000,000) per accident for bodily injury or disease. If Contractor has no employees while performing the Work under this Contract, workers’ compensation policy is not required, but Contractor shall execute a declaration that it has no employees.

B. Acceptability of Insurers. The insurance policies required under this Exhibit C shall be issued by an insurer admitted to write insurance in the State of California with a rating of A:VII or better in the latest edition of the A.M. Best Insurance Rating Guide. Self insurance shall not be considered to comply with the insurance requirements under Section 6 of the Contract.

C. Additional Insured. The commercial general and automobile liability policies shall contain an endorsement naming City, its officers, employees, agents and volunteers as additional insureds.

D. Primary and Non-Contributing. The insurance policies required under this Contract shall apply on a primary non-contributing basis in relation to any other insurance or self-insurance available to City. Any insurance or self-insurance maintained by City, its officers, employees, agents or volunteers, shall be in excess of Contractor’s insurance and shall not contribute with it.

E. Contractor’s Waiver of Subrogation. The insurance policies required under this Contract shall not prohibit Contractor and Contractor’s employees, agents or subcontractors from C -2
A0444-0001\2204777v1.doc
waiving the right of subrogation prior to a loss. Contractor hereby waives all rights of subrogation against City.

F. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by City. At City’s option, Contractor shall either reduce or eliminate the deductibles or self-insured retentions with respect to City, or Contractor shall procure a bond guaranteeing payment of losses and expenses.

G. Cancellations or Modifications to Coverage. Contractor shall not cancel, reduce or otherwise modify the insurance policies required by this Contract during the term of this Contract.

The commercial general and automobile liability policies required under this Contract shall be endorsed to state that should the issuing insurer cancel the policy before the expiration date, the issuing insurer will endeavor to mail 30 days’ prior written notice to City. If any insurance policy required under Contract is canceled or reduced in coverage or limits, Contractor shall, within two business days of notice from the insurer, phone, fax or notify City via certified mail, return receipt requested, of the cancellation of or changes to the policy.

H. City Remedy for Noncompliance. If Contractor does not maintain the policies of insurance required under this Contract in full force and effect during the term of this Contract, or in the event any of Contractor’s policies do not comply with the requirements under this Exhibit C, City may either immediately terminate this Contract or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Contractor’s expense, the premium thereon. Contractor shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Contractor.

I. Evidence of Insurance. Prior to the performance of the Work under this Contract, Contractor shall furnish City’s Risk Manager with a certificate or certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Contract. The endorsements are subject to City’s approval. Contractor may provide complete, certified copies of all required insurance policies to City. Contractor shall maintain current endorsements on file with City’s Risk Manager. Contractor shall provide proof to City’s Risk Manager that insurance policies expiring during the term of this Contract have been renewed or replaced with other policies providing at least the same coverage. Contractor shall furnish such proof at least two weeks prior to the expiration of the coverages.

J. Indemnity Requirements not Limiting. Procurement of insurance by Contractor shall not be construed as a limitation of Contractor’s liability or as full performance of Contractor’s duty to indemnify City under Section 10 of this Contract.

K. Subcontractor Insurance Requirements. Contractor shall require each of its subcontractors that perform Work under this Contract to maintain insurance coverage that meets all of the requirements of this Exhibit C.

D -1
A0444-0001\2204777v1.doc
Exhibit D

LABOR CODE AND PREVAILING WAGE REQUIREMENTS

1. Contractor acknowledges that the Project, as defined in this Contract between Contractor and the City, to which this Terms for Compliance with California Labor Law Requirements is incorporated by reference, is a “public work” as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code (“Chapter 1”). Further, Contractor acknowledges that this Contract is subject to (a) Chapter 1, including without limitation Labor Code Section 1771 and (b) the rules and regulations established by the Director of Industrial Relations (“DIR”) implementing such statutes. Contractor shall perform all Work on the Project as a public work. Contractor shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein.

2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 of this Exhibit D.

3. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Contract are on file at City Hall and will be made available to any interested party on request. Contractor acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Contractor shall post such rates at each job site covered by this Contract.

4. The Project is subject to compliance monitoring and enforcement by the DIR.

Contractor shall post job site notices, as prescribed by regulation.

5. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Contract by Contractor or by any subcontractor.

6. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records.

7. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Administrative Code Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned sections for all apprenticeable occupations.

Prior to commencing Work under this Contract, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Contract, Contractor and each of its subcontractors shall submit D -2
A0444-0001\2204777v1.doc
to the City a verified statement of the journeyman and apprentice hours performed under this Contract.

8. Contractor acknowledges that eight hours labor constitutes a legal day’s work.

Contractor shall comply with and be bound by Labor Code Section 1810. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Contract by Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Contractor in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay.

9. Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Contractor hereby certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake selfinsurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.”

10. For every subcontractor who will perform work on the Project, Contractor shall be responsible for such subcontractor’s compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Contractor shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor’s compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any failure.

11. Pursuant to Labor Code sections 1725.5 and 1771.1, the Contractor and its subcontractors must be registered with the DIR prior to the execution of a contract to perform public works. By entering into this Contract, Contractor represents that it is aware of the registration requirement and is currently registered with the DIR. Contractor shall maintain a current registration for the duration of the project. Contractor shall further include the requirements of Labor Code sections 1725.5 and 1771.1 in any subcontract and ensure that all subcontractors are registered at the time this Contract is entered into and maintain registration for the duration of the project. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.

D -3
A0444-0001\2204777v1.doc

12. To the maximum extent permitted by law, Contractor shall indemnify, hold harmless and defend (at Contractor’s expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Contractor, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with this Contract, including without limitation the payment of all consequential damages, attorneys’ fees, and other related costs and expenses. All duties of Contractor under this Section shall survive expiration or termination of this Contract.

E-1
A0444-0001\2204777v1.doc
Exhibit E
Bond No. _____________

PAYMENT BOND
(LABOR AND MATERIALS)
KNOW ALL PERSONS BY THESE PRESENTS that:

WHEREAS the City of Artesia (“Public Agency”), State of California, has awarded to ___________________ (“Principal”) a contract (the “Contract”) to _______________________.

WHEREAS, under the terms of the Contract, the Principal is required before entering upon the performance of the work, to file a good and sufficient payment bond with the Public Agency to secure the claims to which reference is made in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code.

NOW, THEREFORE, we, the undersigned Principal, and
(Name and address of Surety)
(“Surety”) a duly admitted surety insurer under the laws of the State of California, as Surety, are held and firmly bound unto the Public Agency and all contractors, subcontractors, laborers, material suppliers, and other persons employed in the performance of the Contract and referred to in Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code in the penal sum of ___________________ ($___________), for materials furnished or labor thereon of any kind, or for amounts due under the Unemployment Insurance Act with respect to this work or labor, that the Surety will pay the same in an amount not exceeding the amount hereinabove set forth, and also in case suit is brought upon this bond, will pay, in addition to the face amount thereof, costs and reasonable expenses and fees, including reasonable attorneys’ fees, incurred by Public Agency in successfully enforcing this obligation, to be awarded and fixed by the court, and to be taxed as costs and to be included in the judgment therein rendered.

It is hereby expressly stipulated and agreed that this Bond shall inure to the benefit of any and all persons, companies, and corporations entitled to file claims under Title 3 (commencing with Section 9000) of Part 6 of Division 4 of the Civil Code, so as to give a right of action to them or their assigns in any suit brought upon this Bond.

Upon expiration of the time within which the California Labor Commissioner may serve a civil wage and penalty assessment against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1741, and upon expiration of the time within which a joint labor management committee may commence an action against the principal, any of its subcontractors, or both the principal and its subcontractors pursuant to Labor Code Section 1771.2, if the condition of this Bond be fully performed, then this obligation shall become null and void, otherwise it shall be and remain in full force and effect.

E-2
A0444-0001\2204777v1.doc
The Surety hereby stipulates and agrees that no change, extension of time, alteration, or addition to the terms of the Contract or the specifications accompanying the same shall in any manner affect its obligations on this Bond, and it does hereby waive notice of any such change, extension, alteration, or addition.

IN WITNESS WHEREOF, two identical counterparts of this instrument, each of which shall for all purposes be deemed an original hereof, have been duly executed by Principal and Surety, on the date set forth below, the name of each corporate party being hereto affixed and these presents duly signed by its undersigned representative(s) pursuant to authority of its governing body.

Dated:
“Principal”

By:

Its:
“Surety”

By:

Its:
(Seal) (Seal)
Note: This Bond must be executed in duplicate and dated, all signatures must be notarized, and evidence of the authority of any person signing as attorney-in-fact must be attached. IF CONTRACTOR IS A PARTNERSHIP, ALL PARTNERS MUST EXECUTE BOND. DATE OF BOND MUST NOT BE PRIOR TO DATE OF CONTRACT. Surety companies executing Bonds must appear on the Treasury Department’s most current list (Circular 570 as amended) and be authorized to transact business in the State where the project is located.

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9I.

TO: Mayor and Members of the City Council
SUBJECT: Purchase and Sale Agreement for Acquisition of Real Property for the A.J. Padelford Park Expansion Project
FROM: Leslie Nacionales-Tafoya, Management Analyst
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends the City Council approve, and authorize the City Manager to execute on the Council’s behalf, the purchase and sale agreement prepared by Overland, Pacific & Cutler, Inc. (“OPC”) for real property located at 11936 169th Street in the City of Artesia for a total purchase of $555,000, plus relocation costs not-to-exceed $155,000, and closing costs.

BACKGROUND:

In 2019, the City was awarded a grant for $4,850,000 from the State of California Office of Grants and Local Services (State grant) for the A.J. Padelford Park Expansion Project, which involves acquiring the surrounding single-family residential properties and developing them into park open space. Since 2020, the City has contracted with OPC, a professional acquisition firm, to assist in the acquisition process and provide their expertise.

In March and April of 2021, the City Council approved the purchase of three properties: 11916, 11918, and 11926 169th Street. The demolition and development of the three properties into park open space was completed in October of 2023. On July 1, 2024, the City Council approved the purchase of 11928 169th Street. Escrow closed on the purchase of 11928 169th Street on September 13, 2024.

ANALYSIS:

OPC has continued to reach out to the remaining homeowners and had begun negotiating with the property owners at 11936 169th Street in March 2024. As part of the negotiation process, the City agreed to pay for an updated appraisal of the property. Previously, all 10 homeowners in the surrounding area received an appraisal of their property by R.P. Laurain and Associates. Omega Valuation, LLC, was contracted to provide an update of the original appraisal. After OPC presented the appraisal to the homeowner at 11936 169th Street, they drafted a purchase and sale agreement and presented it to the homeowner. The purchase and sale agreement includes the total offer amount based on the appraised value and escrow instructions to open escrow. Per the appraised value, the City presented the homeowner of 11936 169th Street a total offer amount of $555,000. The homeowner signed the agreement on August 28, 2024.

The City submitted an application to Los Angeles County Regional Parks and Open Space District (RPOSD) Land Acquisition Grant Program in September 2024. The grant can be used for the purchase of property to develop open space and can be used for the following costs: purchase price of the land, escrow costs, staff costs, indirect costs, title fees and insurance. Staff requested funds in the amount of $585,000, which will be used to purchase the property at 11936 169th Street. If awarded, the RPOSD grant will supplement the State funds, as staff found that those funds were not enough to purchase and develop all of the properties that were identified in the State grant.

The property owner of 11936 169th Street has agreed to an extended escrow of 180 days to enable the City to use the RPOSD funds, should they be awarded. The grant awards are expected to be announced in late December 2024 or January 2025. Escrow must close by April 15, 2025 per the purchase sale agreement which will give the City an ample amount of time to be awarded and receive the funds from RPOSD to close escrow. If the RPOSD grant is not awarded, the City will purchase the property with funds from the State grant.

GENERAL PLAN CONSISTENCY FINDINGS
Government Code Section 65402 requires the purchase of property by a city to be consistent with its general plan.

Based on all evidence in the record, the City Council finds that the proposed acquisition of property to expand A.J.

Padelford Park is consistent with the following goals and principles of the City’s General Plan 2030:

Open Space and Conservation Sub-Element’s Community Goal OS-1, seeks to preserve, enhance, and expand parks and open space in all of Artesia’s neighborhoods. The City of Artesia currently owns and operates three parks: Artesia Park, A.J. Padelford, and Baber Park. This acquisition proposes to expand A.J.

Padelford Park providing more recreation and open space for use by the community. The acquisition will implement Policy Action OS 1.2.3 by considering land acquisition of vacant lots, and abandoned properties for neighborhood parks, pocket parks, and linear parks within existing neighborhoods. The City is currently working towards expanding and providing opportunities for development of additional recreational facilities.

FISCAL IMPACT:

There is no impact to the General Fund associated with the approval of the Purchase and Sale Agreement or the development of purchased properties to park space. The City received a State grant for the A.J. Padelford Park Expansion Project for $4,850,0000. Total project costs thus far are $3,267,506 and include consultant costs, appraisals, acquisition of four properties and development costs for three properties. There is $1,582,494 remaining in the State grant for the A.J. Padelford Park Expansion Project. Staff requested $585,000 from RPOSD, which if awarded, will add to the State grant and fund the purchase price, closing costs, title fees and insurance along with administrative costs associated with purchasing the property at 11936 169th Street. Additional funds were requested to stretch the State grant funds further, enabling purchase and development of additional properties should willing sellers continue to come forward.

The proposed Purchase and Sale Agreement of the real property located at 11936 169th Street in the City of Artesia is for $555,000 plus relocation costs not to exceed $155,000, and closing costs. The RPOSD grant was requested for $585,000 to cover the purchase price of $555,000 and allocate $30,000 to be used for closing costs, title fees and insurance along with administrative costs associated with purchasing the property. Relocation costs will be funded with the State grant. If the RPOSD grant is not received, the entire cost of purchasing the property will be funded by the State grant.

RECOMMENDED COUNCIL ACTION:

Staff recommends the City Council approve, and authorize the City Manager to execute on the Council’s behalf, the purchase and sale agreement prepared by Overland, Pacific & Cutler, Inc. (“OPC”) for real property located at 11936 169th Street in the City of Artesia for a total purchase of $555,000, plus relocation costs not-to-exceed of $155,000, and closing costs.

Attachments
PSA - 11936 169th St

IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first written above.

SELLER: NICHOLAS C SIPERLY, A SINGLE MAN
City/Buyer
City of Artesia
Abel Avalos
City Manager
Attest:

Jennifer Alderete
City Clerk
Approved as to Form:

Best Best & Krieger
City Attorney
Date: --',£..,B,_//J.-_'b�--· 2024 I
Date: _______ , 2024
Date: ______ , 2024
Date: _______ , 2024

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9J.

TO: Mayor and Members of the City Council
SUBJECT: Second Amendment to Professional Services Agreement with Placeworks, Inc.

FROM: Karen Lee, Special Projects Manager
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council, approve the second amendment to the professional services agreement between the City of Artesia and Placeworks, Inc. for preparation of the Artesia Downtown Specific Plan for an amount not-to-exceed $460,785, and authorize the City Manager to execute on their behalf.

BACKGROUND:

The City Council approved an Agreement with Placeworks, Inc. (the Consultant) to prepare the Artesia Downtown Specific Plan (ADSP) and authorized the City Manager to execute and to make amendments that do not change the not to exceed amount on their behalf. The City Manager executed the first amendment on May 16, 2024, that extended the term under the agreement. This amendment was made to more accurately align the Agreement's term with the funding agreements the City executed with the Los Angeles Metropolitan Transportation Authority (Metro) to fund the preparation of the ADSP. The ADSP will consist of policies and standards to guide the City's decision-making in areas such as land use, economic development, and transportation in relation to the renamed Southeast Gateway Line light rail station that will be located in the City's Downtown.

ANALYSIS:

The Consultant is currently preparing the public review draft of the ADSP, the draft Environmental Impact Report (EIR), and the accompanying technical reports. Concurrently, the Artesia Square development project is currently undergoing its entitlement process. As the potential Artesia Square development (1746 South Street) will likely be the first project built under the ADSP, it is important that the ADSP is developed without contradicting the project.

This will require additional assistance from the Consultant. Additionally, staff changes have lengthened the City's review time of the public draft of the ADSP and the EIR. The public draft of both documents are expected to be released concurrently in January 2025. The resulting additional work exceeds the Agreement's provision that allows the City Manager to approve extra work without Council approval.

FISCAL IMPACT:

The Agreement's existing not to exceed amount is $414,785. The proposed amendment increases the not-toexceed amount to $460,785. There is budget capacity between the two grants to fund the increase, along with remaining funds from the City's allotment from Metro for environmental study expenses related to the light rail project. The project is completely funded by the three grants provided by Metro. The City will pay associated invoices and file for reimbursement from Metro.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council, approve the second amendment to the professional services agreement between the City of Artesia and Placeworks, Inc. for preparation of the Artesia Downtown Specific Plan for an amount not-to-exceed $460,785, and authorize the City Manager to execute on their behalf.

Attachments

4.10.23 ADSP Agreement.pdf
First Amendment ADSP.pdf
Second Amendment ADSP.pdf

1 SECOND AMENDMENT TO

PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF ARTESIA AND PLACEWORKS, INC.

1. PARTIES AND DATE.

This Second Amendment to the Professional Services Agreement Between the City of Artesia and PlaceWorks, Inc. (“Agreement”) is made and entered into on October 14, 2024, by and between the City of Artesia, a California municipal corporation (“City”) and PlaceWorks, Inc., a California corporation, (“Contractor”). The City and Contractor are collectively referred to herein as the “Parties”.

2. RECITALS.

2.1 Agreement. The Parties entered the Agreement dated April 10, 2023 (“Agreement”).

2.2 First Amendment. The Parties entered into a First Amendment dated May 16, 2024, in order to extend the term under the Agreement.

2.3 Second Amendment. The Parties now desire to amend the Agreement in order to increase the total compensation under the Agreement.

3. TERMS.

3.1 Compensation. Section 3.3.1 “Compensation” of the Agreement is amended in its entirety and restated to read as follows:
“Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates sets forth in Exhibit “C” attached hereto and incorporated herein reference. The total compensation shall not exceed FOUR HUNDRED SIXTY THOUSAND SEVEN HUNDRED EIGHTY FIVE DOLLARS ($460,785) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. The City Manager will have authority to approve Extra Work within 10% of the total compensation.”

3.2 Remaining Provisions of Agreement. Except as otherwise specifically set forth in this Second Amendment, the remaining provisions of the Agreement, as amended by the First Amendment shall remain in full force and effect. [Signatures on following page]
2 SIGNATURE PAGE TO SECOND AMENDMENT PROFESSIONAL

SERVICESA AGREEMENT BETWEEN THE CITY OF ARTESIA AND
PLACEWORKS, INC.

IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the 14th day of October, 2024.

CITY OF ARTESIA
By:

ABEL AVALOS
City Manager
ATTEST:

By:

JENNIFER ALDERETE
City Clerk
APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney
PLACEWORKS, INC.

By:

Its:

Printed Name:

By:

Its:

Printed Name:

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9K.

TO: Mayor and Members of the City Council
SUBJECT: Award of a Construction Contract for 2024 Citywide Bus Shelters Replacement Project FROM: Ernesto Sanchez, Public Works Manager
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council, by motion:

1. Reject the bid submitted by TVR Construction Engineering LLC for the 2024 Citywide Bus Shelters Replacement Project;

2. Award a construction contract to Excel Paving Co. in the amount of $468,976 in order to implement the 2024 Citywide Bus Shelters Replacement Project, authorize the City Manager to execute the construction contract, along with making non-substantive revisions to the construction contract that do not change the contract price for the project, on behalf of the City Council; and

3. Make a determination of exemption under CEQA pursuant to Section 15301 of the State CEQA Guidelines.

BACKGROUND:

The Public Works Department currently maintains fourteen (14) bus shelters throughout the City of Artesia ("City").

These shelters facilitate travel on bus lines operated by the Los Angeles County Metropolitan Transportation Agency, Orange County Transportation Authority, Long Beach Transit, Norwalk Transit System, Cerritos on Wheels, and Artesia Transit. When properly maintained, bus shelters typically have a 20-year life span. The current bus shelters in Artesia were installed in 2004 and, therefore, have reached the end of their service life.

On March 11, 2024, the City Council approved the purchase of 14 bus shelters with corresponding benches, trash receptacles, and light fixtures from LNI Custom Manufacturing, Inc. for a total cost of $183,983.60. The bus shelters are currently being manufactured and are scheduled to be delivered to the City of Artesia by November 1, 2024. The City Engineer developed the plans required to implement the 2024 Citywide Bus Shelters Replacement Project ("Project") and the scope of work includes, among other things, the removal and disposal of the current bus shelters, repair of the sidewalk and ADA upgrades, and the installation of the newly purchased bus shelters. The project was formally bid in accordance with the Artesia Municipal Code and California Public Contract Code. Staff released to the public a notice inviting bids to construct the Project on August 9, 2024. The solicitation remained open until September 12, 2024, and the City received a total of two bids.

ANALYSIS:

The proposed Project is a “public project” as defined in Artesia Municipal Code Section 3-4.19(b)(2)(A). The City has adopted the Uniform Public Construction Cost Accounting Act (“UPCCAA”) (Pub. Contract Code, § 22000, et seq.), which governs the City’s award of public projects. The City Engineer estimated the cost to construct the Project to be $303,914.50. Public projects valued above $200,000 must use formal bidding procedures in accordance with the Artesia Municipal Code and California Public Contract Code. The City received two (2) sealed bids for the Project:

1. TVR Construction Engineering LLC $298,092.00 (Non-Responsive)

2. Excel Paving Co. $468,976.00 (Recommended)
Public Contract Code section 22038(b) requires that this Project be awarded to the lowest responsible bidder submitting a responsive bid. The Public Works Department and the City Clerk reviewed the sealed bids and determined that TVR Construction Engineering LLC failed to submit a complete and fully executed bid bond, which is a requirement outlined in the notice inviting bids and the Project’s contract documents.

In particular, the bid bond did not include a penal sum dollar amount and the surety failed to execute the bid bond.

A complete bid bond forms a material part of the bid. Staff, in consultation with the City Attorney's Office determined that failure to submit an executed bid bond constitutes a material deviation that cannot be waived. A bid is materially defective when the discrepancy in the bid gives a bidder an unfair advantage over others (e.g., give a bidder an opportunity to avoid its obligation to perform by withdrawing its bid without forfeiting its bid security). (See Bay Cities Paving & Grading, Inc. v. San Leandro (2014) 223 Cal.App.4th 1181.) By TVR Construction Engineering LLC failing to submit a bid bond to the City executed by the surety, TVR Construction Engineering LLC was given an unfair competitive advantage because it could have attempted to back out of its bid without consequence.  Therefore, this is a material error which the City has no discretion to waive.

Accordingly, Staff and the City Attorney's Office recommend that the bid submitted by TVR Construction Engineering LLC be rejected as non-responsive. Excel Paving Co.’s sealed bid was reviewed and determined to be responsive and acceptable.

The scope of work included in Excel Paving Co.’s bid includes:

Removal and disposal of all existing bus shelters, benches and trash receptacles; Removal and reconstruction of sidewalk segments at all locations; Construction of bus shelter foundations;
Removal and reconstruction of curb and gutter at select locations; Assembly and installation of new replacement bus shelter systems; and Mobilization and traffic control in coordination with all bus line operators that serve the City of Artesia.

Excel Paving Co. has recently completed a bus shelter replacement project for Long Beach Transit, and similar street improvements for the cities of Huntington Park and La Habra. Additionally, Excel Paving Co. completed street improvements in the City of Artesia in 2018 for the Pioneer Boulevard Restoration Project, which included the removal of the raised median on Pioneer Boulevard between 183rd Street and 186th Street. Excel Paving Co. is based in Long Beach, CA and possesses all required certifications and licenses, including a California State Contractor’s License that is in good standing.

ALTERNATIVES CONSIDERED:

The City Council may decide to reject all bids and direct Staff to rebid the Project. Staff does not recommend this alternative as it would delay construction of the improvements.

CEQA COMPLIANCE:

The Public Works Department has determined that the Project is exempt from the requirements of the California Environmental Quality Act (CEQA) under Categorical Exemption Class 1 - Existing Facilities (CEQA Guidelines Section 15301). This applies to minor alteration of existing public facilities when the alteration involves negligible or no expansion of an existing use. The proposed improvements would take place at existing bus stops and adjacent right-of-way to allow for the installation of replacement bus shelters and associated improvements to meet ADA standards. The project would not result in expansion of use beyond existing conditions and would not affect access to nearby residences or businesses.

FISCAL IMPACT:

The proposed construction contract includes a contract price of $468,976, which can be funded using $318,368 in available Proposition A funds and $150,608 in available Senate Bill 1 funds. Alternatively, if lapsing Proposition A funds are available, Staff will prioritize the use of those funds over Senate Bill 1 funds. There is no fiscal impact to the General Fund.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council, by motion:

1. Reject the bid submitted by TVR Construction Engineering LLC for the 2024 Citywide Bus Shelters Replacement Project;

2. Award a construction contract to Excel Paving Co. in the amount of $468,976 in order to implement the 2024 Citywide Bus Shelters Replacement Project, authorize the City Manager to execute the construction contract, along with making non-substantive revisions to the construction contract that do not change the contract price for the project, on behalf of the City Council; and

3. Make a determination of exemption under CEQA pursuant to Section 15301 of the State CEQA Guideline.

Attachments
ATTACHMENTS.pdf

CONTRACT

CITY OF ARTESIA CONTRACT FOR
2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
THIS CONTRACT (“Contract”) is made and entered this 14th day of October, 2024 (“Effective Date”), by and between the CITY OF ARTESIA, a California municipal corporation (“City”) and PALP Inc. dba Excel Paving Company, a California corporation (“Contractor”). Contractor’s California State Contractor’s license number is 688659. Contractor’s DIR registration number is _.

In consideration of the mutual covenants hereinafter set forth, the parties hereto agree as follows:

1. Contract Documents. The Contract Documents consist of this Contract, the Notice Inviting Bids, Instructions to Bidders, Bid (including documentation accompanying the Bid and any postBid documentation submitted before the Notice of Award), the Bonds, permits from regulatory agencies with jurisdiction, General Provisions, Special Provisions, Plans, Standard Plans, Standard Specifications, Reference Specifications, Addenda, Change Orders, and Supplemental Agreements. The Contract Documents are attached hereto and incorporated herein by reference.

In the event of any conflict between the terms of this Contract and any incorporated documents, the terms of this Contract shall control.

2. Scope of Services. Contractor shall perform the Work in a good and workmanlike manner for the project identified as “2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT” (“Project”), as described in this Contract and in the Contract Documents.

3. Compensation. In consideration of the services rendered hereunder, City shall pay Contractor an amount not to exceed four hundred sixty-eight thousand nine hundred seventy-six dollars ($468,976) in accordance with the prices as submitted in the Bid, attached hereto as Exhibit “A” and incorporated herein by this reference. Unforeseen work will be classified as Extra Work when the City Engineer determines that it is not covered by the scope of work in the Contract or any approved Change Orders. The City Manager is authorized to approve payment for Extra Work upon the recommendation of the City Engineer, provided that the total arithmetic dollar value of the Extra Work does not exceed fifteen percent (15%) of the contract price.

4. Incorporation by Reference. All of the following documents are attached hereto and incorporated herein by this reference: Workers’ Compensation Certificate of Insurance, Additional Insured Endorsement (Comprehensive General Liability), Additional Insured Endorsement (Automobile Liability), and Additional Insured Endorsement (Excess Liability).

5. Antitrust Claims. In entering into this Contract, Contractor offers and agrees to assign to City all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. § 15) or under the Cartwright Act (Cal. Bus. & Prof. Code, § 16700 et seq.) arising from purchases of goods, services, or materials pursuant to the Contract. This assignment shall be made and become effective at the time City tenders final payment to Contractor without further acknowledgment by the parties.

6. Prevailing Wages. City and Contractor acknowledge that the Project is a public work to which prevailing wages apply. The provisions of Section 5-3 of the General Provisions shall apply and are mandatory for this Project.

7. Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, by signing this Contract, the Contractor certifies as follows:
“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that Code, and I will comply with such provisions before commencing the performance of the Work of this Contract.”

8. Trenches and Other Excavations. If this Project involves the digging trenches or other excavations that will extend deeper than four (4) feet below the surface, Contractor shall promptly, and before the following conditions are disturbed, notify City, in writing, of any: (1) material that Contractor believes may be material that is hazardous waste, as defined in Section 25117 of the Health and Safety Code, that is required to be removed to a Class I, Class II, or Class III disposal site in accordance with provisions of existing law; (2) subsurface or latent physical conditions at the site differing from those indicated by information about the site made available to proposers prior to the deadline for submitting proposals; and (3) unknown physical conditions at the site of any unusual nature, different materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this Contract.

9. Titles. The titles used in this Contract are for convenience only and shall in no way define, limit or describe the scope or intent of this Contract or any part of it.

10. Authority. Any person executing this Contract on behalf of Contractor warrants and represents that he or she has the authority to execute this Contract on behalf of Contractor and has the authority to bind Contractor to the performance of its obligations hereunder.

11. Entire Agreement. This Contract, including the Contract Documents and any other documents incorporated herein by specific reference, represents the entire and integrated agreement between City and Contractor. This Contract supersedes all prior oral or written negotiations, representations or agreements. This Contract may not be modified or amended, nor any provision or breach waived, except in a writing signed by both parties that expressly refers to this Contract.

12. Counterparts. This Contract may be executed in counterpart originals, duplicate originals, or both, each of which is deemed to be an original for all purposes.

IN WITNESS WHEREOF, the parties hereto have executed the Contract the day and year first above written.
[SIGNATURE PAGE FOLLOWS]

CITY OF ARTESIA
By:

City Manager
ATTEST: APPROVED AS TO FORM:

By: By:

City Clerk City Attorney
Dated: PALP DBA EXCEL PAVING COMPANY
(“CONTRACTOR”)
By:

Printed Name: Curtis P. Brown III
Title: President
By:

Printed Name: Crissa A. Phillips
Title: Assistant Secretary

CITY OF ARTESIA

BID SHEETS FOR
2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
Bidder's Name:

PALP INC. DBA EXCEL PAVING COMPANY
To the Honorable Mayor and Members of the City Council:

In compliance with the Notice Inviting Bids, the undersigned hereby agrees to execute the Contract to furnish all labor, materials, equipment and supplies for the Project in accordance with the Contract Documents to the satisfaction and under the direction of the City Engineer, at the following prices
BID SCHEDULE:

ITEM NO. DESCRIPTION UNIT

ESTIMATED

QUANTITY
UNIT
PRICES

EXTENDED
AMOUNT

1. Remove and Dispose of
Existing Bus Shelter
Structure, Bench, Screen
Panel, and all foundations.

EA 15 $ 985.00 $ 14,775.00

2. Remove and Dispose of
Existing Trash Receptacle
EA 11 $ 540.00 $ 5,940.00

3. Construct Bus Shelter
Foundations (Two Per
Location)
EA 28 $ 3,000.00 $ 84,000.00

4. Install New Bus Shelter
Systems
EA 14 $ 7,000.00 $ 98,000.00

5. Remove and Reconstruct
PCC sidewalk
SF 3,204 $ 32.00 $ 102,528.00

6. Remove and Reconstruct
PCC curb and gutter
including Painting Curb Red
with Double Coated Paint
LF 161 $ 256.00 $ 41,216.00

7. Sawcut LF 47 $ 9.00 $ 423.00

8. Remove and Dispose of
Existing Asphalt Pavement
and Install 6" Asphalt over
6" C.M.B over Compacted
Subgrade
SF 40 $ 158.00 $ 6,320.00
g.

Remove Existing Grass and
Excavate as necessary to
construct new sidewalk and
Construct Concrete
Sidewalk
SF 16 5 34.00 $ 544.00
10 ITEM NO. DESCRIPTION UNIT ESTIMATED

QUANTITY
UNIT
PRICES

EXTENDED
AMOUNT

10. Relocate Existing Sign,
Post, and Foundation EA 1 $t? DO ,- $\1C)D,'

11. Adjust to Grade Existing
Street Light Pull Box EA 1 $530, - $S30, -

12. Mobilization/Demobilization LS 1 $45' 000. - $4SDm,-

13. Traffic Control LS 1 $(,8. - $(pB, -
TOTALBID $4-lpBRTlo--
Note: Items may be adjusted or deleted. Any changes to the quantities for these items shall not constitute a substantial change as referenced in Section 2-6 of the Standard Specifications.

Therefore, regardless of total actual volume (percentage) compared to estimated quantities, the unit prices provided above by the Bidder shall be applied to the final quantity when payment is calculated for these items. No adjustment in the unit prices will be allowed. The City reserves the right to not use any of the estimated quantities, and if this right is exercised, the Contractor will not be entitled to any additional compensation. Cost of all export of material shall be included in the above unit costs; no additional compensation will be granted for such expenses.

TOT AL BID PRICE
9 'CQis PX'. Br'ownfl
Titlepl-B5ident Date: SEP12 2024
Title: Date: SEL12 2fl24
Crissa A. Phillips, Asst. Secretary
11 September 24, 2024
Mr. Ernesto Sanchez
Public Works Director
City of Artesia
18747 Clarkdale Avenue
Artesia, CA 90701
Subject: 2024 Citywide Bus Shelters Replacement Project Dear Mr. Sanchez,
I have reviewed the sealed bids and determined that PALP Inc. DBA Excel Paving Company as the only responsive bidder and the bid is acceptable for a project that required intermittent mobilization and complex traffic control.

Should you have any questions or need additional information, please feel free to call me at (562) 889-7629.

Sincerely,
Ron Ibarra, P.E.

City Engineer
ELAINE AVE. JERSEY AVE. ARLINE AVE.
186TH ST
185TH ST ALBURTIS AVE. CORBY AVE.
167TH ST
TITLE SHEET & VICINITY MAP C-0

CITY OF ARTESIA
2024 CITYWIDE BUS SHELTERS

REPLACEMENT PROJECT
NORTH

SHEET INDEX
“ ”
“ ”
“ ”
GENERAL NOTES:

AT LEAST TWO DAYS

BEFORE YOU DIG

DIAL TOLL FREE
811

UNDERGROUND SERVICE ALERT OF SOUTHERN CALIFORNIA
®
Know what's below.

Call before you dig.

NOTICE TO CONTRACTORS
ARTESI
N
A
OR IA
LIF AC

ARTESIA

PARK CERRITOS MALL
187TH ST.
91 183RD STREET
SOUTH STREET NORWALK BLVD. PIONEER BLVD.
184TH
ST CLARKDALE AVE.
178TH ST.
186TH ST. IBEX AVE.

ARKANSAS ST.
168TH ST. ROSETON AVE.

ARTESIA BLVD.

ABBREVIATIONS
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
NOR

C I V I L
AR
G. IB
No. C 66789
ALDO
RA
ARTESI
N
A
OR IA
LIF AC
166TH ST. GRIDLEY RD.
176TH ST.
176TH ST.
175TH ST.
178TH ST.

ASHWORTH ST.
188TH ST.

VICINITY MAP

BEST MANAGEMENT PRACTICES NOTES
1 ELAINE AVE. JERSEY AVE. ARLINE AVE.
186TH ST
185TH ST ALBURTIS AVE. CORBY AVE.
167TH ST
KEYMAP AND BUS SHELTER SYSTEM & LAYOUT C-1
NORTH

ARTESIA

PARK CERRITOS MALL
187TH ST.
91 183RD STREET
SOUTH STREET NORWALK BLVD. PIONEER BLVD. CLARKDALE AVE. 178TH ST.
186TH ST. IBEX AVE.

ARKANSAS ST.
168TH ST. ROSETON AVE.

ARTESIA BLVD.
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
NOR

C I V I L
AR
G. IB
No. C 66789
ALDO
RA
ARTESI
N
A
OR IA
LIF AC
166TH ST. GRIDLEY RD.
176TH ST.
176TH ST.
175TH ST.
178TH ST.

ASHWORTH ST.
188TH ST.

KEYMAP
BUS SHELTER: PALM SHELTER SYSTEM BY LNI MANUFACTURING
2 TYPICAL BUS SHELTER LAYOUT
PIONEER BLVD. (NORTH BOUND)
P
2 P
2 P
1 1B
2 1A ARCO GAS STATION PIONEER BLVD. (SOUTH BOUND)
P
P
P
P
P
1 1B 2
1A
2 P
3 P
P
P
P
P
P PIONEER BLVD. (NORTH BOUND)
3 P
AG
2 P
1 1B
2 2
P
4 5
1A
1 P
P
ARTESIA BLVD.
(WEST BOUND)
P
2 P
2 2
P
P PIONEER BLVD. (SOUTH BOUND)
P
3 1 1B
5 4
1A
C-2
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
NOR

C I V I L
AR
G. IB
No. C 66789
ALDO
RA
ARTESI
N
A
OR IA
LIF AC
PIONEER BLVD AND 168TH ST - SOUTHWEST PIONEER BLVD AND 168TH ST - SOUTHEAST

PIONEER BLVD AND ARTESIA BLVD - SOUTHWEST ARTESIA BLVD AND PIONEER BLVD - NORTHEAST PIONEER BLVD AND ARTESIA BLVD - NORTHEAST BUS SHELTER IMPROVEMENT PLANS - 1
3 CONSTRUCTION NOTES
1 1A

DEMOLITION NOTES
1B
P
2 2

GENERAL NOTES
AG
LEGEND
3 4
5 PIONEER BLVD. (SOUTH BOUND)
P
2 2 BUS STOP POCKET
P
1 1B
6 P
2 1A
183RD ST.
(WEST BOUND)
2 3
P
P
P
P
U.S. POST OFFICE
P
7 1 1B
1A GRIDLEY RD. (NORTH BOUND)
P
2 1 1B
1A
183RD ST.
(EAST BOUND)
2 P
2 3 P
P
1 1B
2 1A
4 C-3
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
NOR

C I V I L
AR
G. IB
No. C 66789
ALDO
RA
ARTESI
N
A
OR IA
LIF AC
PIONEER BLVD BETWEEN 178TH ST. AND
ASHWORTH ST. - WEST SIDE
183RD ST AND ALBURTIS AVE - NORTHEAST
GRIDLEY RD AND 183RD ST - SOUTHHEAST
BUS SHELTER IMPROVEMENT PLANS - 2
183RD ST AND ALBURTIS AVE - SOUTHEAST

CONSTRUCTION NOTES
1 1A

DEMOLITION NOTES
2 P
2 3

GENERAL NOTES
LEGEND
6 7
1B
SOUTH ST.
(WEST BOUND)
2 P
2 P
P
P
1 1B
2 1A
SOUTH ST.
(EAST BOUND)
2 P
P
P
P
2 1 1B
1A
SOUTH ST.
(WEST BOUND)
2 P P
2 P
1 1B
2 1A
SOUTH ST.
(EAST BOUND)
2 P
P
1 1B
2 1A
P
2 P
2 2
P P
SOUTH ST.
(EAST BOUND)
3 1 1B
5 4
2 1A
SOUTH ST.
(WEST BOUND)
1 1B
P
2 2
P
1A
C-4
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
NOR

C I V I L
AR
G. IB
No. C 66789
ALDO
RA
ARTESI
N
A
OR IA
LIF AC

SOUTH ST AND ELAINE AVE - NORTHWEST
BUS SHELTER IMPROVEMENT PLANS - 3

SOUTH ST AND NORWALK BLVD - SOUTHWEST SOUTH ST AND NORWALK BLVD - NORTHWEST SOUTH ST AND ELAINE AVE - SOUTHEAST

SOUTH ST AND JERSEY AVE - NORTHEAST SOUTH ST AND JERSEY AVE - SOUTH

CONSTRUCTION NOTES
1 1A

DEMOLITION NOTES
2 P
2 3

GENERAL NOTES
LEGEND
4 5
5 1B
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
ARTESI
N
A
OR IA
LIF AC
BUS SHELTER MANUFACTURER'S DETAILS - 1 C-5
6 BUS SHELTER DETAIL - SHEET 1
BUS SHELTER DETAIL - SHEET 2
BUS SHELTER DETAIL - SHEET 3
BUS SHELTER DETAIL - SHEET 4
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
ARTESI
N
A
OR IA
LIF AC
BUS SHELTER MANUFACTURER'S DETAILS - 2 C-6
7 BUS SHELTER DETAIL - SHEET A-5
BUS SHELTER DETAIL - SHEET E-6
8 2024 CITYWIDE BUS SHELTERS REPLACEMENT PROJECT
NOR

C I V I L
AR
G. IB
No. C 66789
ALDO
RA
ARTESI
N
A
OR IA
LIF AC
DETAILS C-7
8 SIDEWALK DETAIL

BUS STOP REINFORCED CONCRETE CURB AND GUTTER

TYPICAL EXISTING BUS SHELTER ARRANGEMENT

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9L.

TO: Mayor and Members of the City Council
SUBJECT: Professional Service Agreement with Sagecrest Environmental Services for Professional Planning Services
FROM: Carmen Zambrano, Management Analyst
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council, approve and authorize the City Manager to execute, on their behalf, a professional services agreement for professional planning services between the City of Artesia and Sagecrest Planning and Environmental Services for an amount not-to-exceed $280,000.

BACKGROUND:

The City’s Planning Department requires services for staff augmentation for the position of planning manager as well as general project management support on large-scale projects, collectively, “Planning Services.” On September 6, 2024, the City of Artesia entered into a Letter of Agreement with Sagecrest Planning and Environmental, Corporation (Sagecrest) within the Interim City Manager's signing authority of budgeted funds for a not to exceed amount of $30,000. The Letter of Agreement was entered into in order to provide continuity of services until a formal agreement could be presented to the City Council on October 14, 2024. In order to maintain services while recruitment continues for a permanent Planning Manager, it is necessary to enter into a Professional Services Agreement with Sagecrest for staff augmentation services.

Sagecrest is also currently providing services for applicant-based projects such as large scale development projects, environmental analysis, plan check and review, administrative and discretionary entitlements, and a variety of other applicant based planning related functions. These Planning Services are assigned base on applications received from developers and are funded based on application fees and deposits for services.

ANALYSIS:

Due to recent vacancies and a surge of large projects, the Planning Department identified the need for consultant services. On August 30, 2024, staff determined that additional planning and environmental consulting support is necessary to provide the expertise and capacity required to complete these projects. Currently, Sagecrest is assisting the City’s Planning Department to cover the day-to-day Planning counter, daily Planning operation and assist with project oversight while recruitment occurs to fill the vacant Planning Manager position.

Sagecrest is also providing project management and environmental services on several development projects within the City. Currently, each project has its own agreement for services. In an effort to streamline contractual relationships, a general services agreement providing for staff augmentation services, and project management services is proposed to more efficiently address the City's use of the consulting services. Sagecrest is a well regarded planning and environmental consulting firm that provides on-call planning and California Environmental Quality Act (CEQA) services for cities throughout Southern California. They have a pool of staff they can draw from to support the City in completing entitlement projects. Specifically, Sagecrest has robust experience completing CEQA compliance and documentation. The City uses consultants to complete all CEQA documentation. Sagecrest has supported the following cities: Downey, Newport Beach, Lake Forest, Huntington Beach, Irvine, and Rancho Cucamonga, among others.

FISCAL IMPACT:

The Professional Services Agreement proposes a total not to exceed amount of $280,000 through June 30, 2024.

Of this amount, $80,000 is for staff augmentation services to provide Planning Manager services, and $200,000 is allocated for project management services for large scale development projects. The work completed under project management services is all assigned based on applications received, and fees collected to provide those services - meaning there is no cost to the General Fund for the project management services. The Fiscal Year 2024-25 Budget allocates $233,600 for the Planning Department’s professional services. A portion of these funds are available to be allocated to the staff augmentation portion of the Professional Services Agreement with Sagecrest.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council, approve and authorize the City Manager to execute, on their behalf, the professional services agreement for professional planning services between the City of Artesia and Sagecrest Planning and Environmental Services for an amount not-to-exceed $280,000.

Attachments
PSA - Sagecrest.pdf
-1-

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ARTESIA AND SAGECREST PLANNING AND ENVIRONMENTAL

SERVICES

1. PARTIES AND DATE.

This Agreement is made and entered into this 14th day of October 2024, by and between the City of Artesia, a municipal corporation, organized under the laws of the State of California ("City") and Sagecrest Planning and Environmental Services, a California Corporation, with its principal place of business at 27128 Paseo Espada, Suite 1524, San Juan Capistrano, California, 92675 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 City and Consultant.

2.1.1 The City requires Consultant services for staff augmentation for the position of planning manager as well as general project management support on large-scale projects, collectively, “Planning Services.”

2.1.2 Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing planning services to public clients and is familiar with the plans of City.

2.2 Services.

Consultant shall perform the Planning Services, as more particularly described in Exhibit A, attached hereto and incorporated herein by reference, as directed by the City Manager or their designee.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional planning services. The services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference.

All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from September 30, 2024, to June 30, 2025, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two (2) additional one-year terms.
-2-

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with any deadlines set forth by the City. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows: Art Bashmakian, AICP, Senior Project Manager.

3.2.5 City's Representative. The City hereby designates Abel Avalos, City Manager, or his designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee. Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.6 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times.

3.2.7 Standard of Care; Performance of Employees. Consultant shall perform all -3-
Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its subconsultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.8 Laws and Regulations; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.

All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.

3.2.8.1 Employment Eligibility; Consultant. Consultant certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement.

3.2.8.2 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.8.3 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement. -4-

3.2.8.4 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.2.9 Insurance.

3.2.9.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.9.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $2,000,000 per occurrence and no less than $3,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); (3) products/completed operations liability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement.
(B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $600,000 combined limit for each occurrence. (C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. If Consultant has no employees while performing under this Agreement, worker’s compensation insurance is not required, but Consultant shall execute declaration that it has no employees. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement -5-
and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.

3.2.9.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability: (1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability. (1) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(C) Professional Liability (Errors & Omissions): 1) Cancellation:

Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend. (D) Workers' Compensation: (1) Cancellation: Required
insurance policies shall not be canceled, or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.2.9.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.2.9.5 Waiver of Subrogation. All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery -6-
against City and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.9.6 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

3.2.9.7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.2.9.8 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.2.9.9 Enforcement of Agreement Provisions (non estoppel).

Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.9.10 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance.

3.2.9.11 Additional Insurance Provisions
(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(B) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary -7-
and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
(E) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.9.12 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.

3.2.10 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority.

Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.
-8-

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "B" attached hereto and incorporated herein by reference. The total compensation amount shall not exceed Two Hundred Eighty Thousand Dollars ($280,000) without written approval from the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. The City Manager will have authority to approve Extra Work within 10% of the total compensation.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice, no later than the fifteenth (15th) calendar day of each month, which indicates work completed and hours of Services rendered by Consultant during the prior month. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.

Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "B" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Planning Services, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without prior written authorization from the City.

3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “B” may be adjusted at the time of renewal as set forth in Exhibit “B.”

3.4 Accounting Records.

3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.5 General Provisions.

3.5.1 Termination of Agreement.
-9-

3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Sagecrest Planning and Environmental Services 27128 Paseo Espada, Suite 1524
San Juan Capistrano, California 92675
ATTN: Amy Vazquez, President
City: City of Artesia
18747 Clarkdale Avenue
Artesia, California 90701
ATTN: Abel Avalos, City Manager
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.5.3 Ownership of Materials and Confidentiality.

3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required -10-
by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.5.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.5.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.5.3.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has -11-
become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.5.3.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.5.5 Indemnification.

3.5.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.5.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.5.6 Entire Agreement. This Agreement contains the entire Agreement of the -12-
parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.5.7 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County.

In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.5.8 Attorney’s Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.5.12 Assignment; Subcontracting. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.5.14 Amendment; Modification. No supplement, modification, or amendment of -13-
this Agreement shall be binding unless executed in writing and signed by both Parties. The City Manager shall have the authority to authorize changes to the Agreement that do not change the term or compensation of the Agreement.

3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.5.16 No Third-Party Beneficiaries. There are no intended third-party beneficiaries of any right or obligation assumed by the Parties.

3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.5.19 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.5.20 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.5.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination. [SIGNATURES ON NEXT PAGE]
-14-

SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF ARTESIA AND SAGECREST

PLANNING AND ENVIRONMENTAL SERVICES
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF ARTESIA SAGECREST PLANNING AND

ENVIRONMENTAL SERVICES
By: ____________________________ By:

Abel Avalos Amy Vazquez
City Manager President
Attest:

By: ____________________________ By:

Jennifer Alderete Name
City Clerk Title
Approved as to Form:
______________________________
HongDao Nguyen
City Attorney
Exhibit “A” - 1
EXHIBIT "A"

SCOPE OF SERVICES
Sagecrest Planning and Environmental Services will support the City with staff augmentation services to fill the planning manager position and will provide project management support for large-scale projects.

Staff Augmentation Services will include:
• Planning counter staffing at City Hall for general public, residents, and permit applicants.

Tasks include high-quality customer service and responsiveness, answering planning and zoning questions, reviewing and approving over-the-counter permits, handling general inquiries, and conducting follow-up research as needed. • Processing zoning verifications and various ministerial permits such as business event permits, sign permits, home occupation certificates, and other planning applications. • Performing plan check functions for various projects, reviewing building permit applications for compliance with applicable zoning standards, regulations, policies, approved development plans, and conditions of approval. • Preparation of technical planning staff reports, ordinances/resolutions, legal notices, CEQA documents, and presentations.
• Participation in public hearings and presentations, including preparation and presentation of written and oral reports to community groups, Planning Commission, and City Council.

This includes developing recommendations and resolutions, and attendance at evening and weekend meetings.
• Conducting field evaluations and assessments to ensure projects comply with zoning codes, design regulations, and approved plans.
• Plan check and permit-related expenses will be offset by user fees.

Project Management Services will be assigned by City based on application submission, and may include:
• Project management for discretionary applications (e.g., site development permits, use permits, variances, zone text amendments, zone changes, general plan amendments, and general municipal code amendments). This involves application and plan review, coordination with other City departments and outside agencies, correspondence with applicants, background research, ensuring compliance with CEQA, and monitoring project implementation to verify substantial conformance with approved plans, conditions of approval, and mitigation measures.
• Coordination with qualified subconsultants to prepare technical studies and environmental documents in compliance with CEQA for City projects and private developments. This includes preparation of Notices of Exemption, Negative Declarations, Mitigated Negative Declarations, and Environmental Impact Reports.
• Facilitation of special projects and long-range planning initiatives, including surveys, study sessions on regulations under consideration, text amendments to adopt or modify regulations, general plan amendments, zone changes, and Housing Element implementation.
• Technical review and assessment of historic resources. • The Consultant is to inform the City when work completed on a project constitutes 90% of the deposit amount retained by the City. The Consultant is not to continue work beyond the deposit amount retained by the City. The Consultant is not to commence or Exhibit “A” - 2
recommence work until a copy of a new deposit receipt for funds to undertake the project has been received by the Consultant. The City is not responsible for payment of invoices in an amount exceeding the deposit retained by the City for a project.

Exhibit “B” - 1
EXHIBIT "B"

PAYMENT RATES AND SCHEDULE
Billing for consulting services will be based on the time and materials needed to perform such services. Sagecrest will perform consulting services based on the following breakdown of classification of hourly rates for key personnel as identified below:

Hourly Billing Rates:

Position Hourly Rate
President $240.00
Vice President/Planning Director $220.00
Planning Manager $200.00
Principal Planner $160.00
Senior Planner $140.00
Associate Planner $120.00
Assistant Planner $90.00
Planning Aide $80.00
Minutes Clerk/Planning Administration $60.00
Staff Augmentation Services, as described in Exhibit A, shall not exceed Eighty Thousand Dollars ($80,000).

Project Management Services, as described in Exhibit A, shall not exceed Two Hundred Thousand Dollars ($200,000).

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9M.

TO: Mayor and Members of the City Council
SUBJECT: Resolution in Support of Proposition 36, the Homelessness, Drug Addiction and Theft Reduction Act
FROM: Leslie Nacionales-Tafoya, Management Analyst
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council adopt Resolution No. 24-3019 in support of Proposition 36, the Homelessness, Drug Addiction and Theft Reduction Act.

BACKGROUND:

In 2014, California voters passed Proposition 47 (Prop 47), a law that changed certain low-level crimes from potential felonies to misdemeanors. Although Prop 47 achieved notable success in making California’s criminal justice system more equitable, it also led to unintended consequences over the last ten years. Prop 47 has contributed to increases in repeat and often organized retail theft, the shuttering of local businesses, and difficulty convincing people to seek drug and mental health treatment. These spikes in retail theft, violent smash-and-grab robberies, illicit drug use, and fentanyl deaths as well as strained social services, are creating challenges beyond the capacity of local governments. These unintended consequences can only be corrected by the voters at the ballot box with modest amendments to Prop 47.

ANALYSIS:

Cities are partnering with the State to advance solutions that help reduce crime and provide more support to residents struggling with substance abuse, while avoiding a return to the days of mass incarceration. Proposition 36, the Homelessness, Drug Addiction, and Theft Reduction Act (Prop 36), is a bi-partisan measure that provides common sense, targeted reforms to Prop 47 that, with the recently adopted legislative Retail Theft Package, will provide more tools to increase safety in communities. Prop 36 will define fentanyl as a hard drug, hold individuals convicted of trafficking fentanyl accountable, and grant judges greater discretion in sentencing drug traffickers.

Prop 36 provides for critical behavioral health services, drug treatment, and job training within our justice system for people who are homeless and suffering from mental illness or struggling with substance abuse.

FISCAL IMPACT:

There is no fiscal impact to adopting a resolution to support passage of Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council adopt Resolution No. 24-3019 in Support of Proposition 36, the Homelessness, Drug Addiction and Theft Reduction Act.

Attachments
Resolution No. 24-3019.pdf
RESOLUTION NO. 24-3019

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

ARTESIA, CALIFORNIA, IN SUPPORT OF PROPOSITION
36, THE HOMELESSNESS, DRUG ADDICTION, AND

THEFT REDUCTION ACT
WHEREAS, on November 4, 2014, California voters passed Proposition 47 (Prop 47), a law that changed certain low-level crimes from potential felonies to misdemeanors; WHEREAS, while Prop 47 achieved notable success in making California’s criminal justice system more equitable, Prop 47 has also led to unintended consequences over the past decade;
WHEREAS, Prop 47 has contributed to increases in repeat and often organized retail theft, the shuttering of local businesses, and difficulty convincing people to seek drug and mental health treatment;
WHEREAS, these unintended consequences can only be corrected by the voters at the ballot box with modest amendments to Prop 47;
WHEREAS, Proposition 36 (Prop 36), the Homelessness, Drug Addiction, and Theft Reduction Act is a bi-partisan measure that provides common sense, targeted reforms to Prop 47 that, with the recently adopted legislative Retail Theft Package, provide more tools to increase safety in our communities; WHEREAS, spikes in retail theft, violent smash-and-grab robberies, fentanyl deaths and illicit drug use, as well as strained social services, are creating challenges beyond the capacity of local governments;
WHEREAS, breaking the cycle of repeat offenders means addressing the many root causes of retail theft;
WHEREAS, cities are partnering with the state to advance solutions that help reduce crime and provide more support to residents struggling with substance abuse, while avoiding a return to the days of mass incarceration; WHEREAS, Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act will define fentanyl as a hard drug, hold individuals convicted of trafficking fentanyl accountable, and grant judges greater discretion in sentencing drug traffickers; WHEREAS, Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act allows critical behavioral health services, drug treatment, and job training within our justice system for people who are homeless and suffering from mental illness or struggling with substance abuse; and
WHEREAS, it’s time for meaningful and tailored reforms to our justice system to ensure the safety of our communities.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ARTESIA, CALIFORNIA, DOES HEREBY FIND, ORDER, AND RESOLVE AS FOLLOWS:

SECTION 1. The foregoing recitals are true and correct.

SECTION 2. The City Council of the City of Artesia, California herby supports Prop 36, the Homelessness, Drug Addiction, and Theft Reduction Act and the benefit that it provides for our community’s safety.

SECTION 3. The City Clerk shall certify to the passage and adoption of this Resolution.

PASSED, APPROVED, and ADOPTED this 14th day of October 14, 2024. ________________________________

TONY LIMA, MAYOR
ATTEST:
_______________________________

JENNIFER ALDERETE, CITY CLERK
APPROVED TO FORM:
____________________________________

BEST BEST & KRIEGER, CITY ATTORNEY

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9N.

TO: Mayor and Members of the City Council
SUBJECT: Resolution of Intention to Set and Hold a Public Hearing to Adopt an Ordinance Granting Franchise Rights to Golden State Water Company
FROM: Karen Lee, Special Projects Manager
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council, by motion, adopt Resolution No. 24-3017, A Resolution of the City Council of the City of Artesia, California, Repealing Resolution No. 24-3012 and Declaring its Intention to Adopt an Ordinance Granting to Golden State Water Company the Right, Privilege, and Franchise to Lay, Maintain, and Use Pipes and Appurtenances for Transmitting and Distributing Water for Any and All Purposes Under, Along, Across, or Upon the Public Streets and Places Within the City of Artesia and Setting the Public Hearing on the Adoption of this Ordinance for November 18, 2024.

BACKGROUND:

In 1986, the City granted a 25-year water franchise to Southern California Water Company, the predecessor of Golden State Water Company (“Golden State”). The water franchise allowed Golden State to lay and maintain pipes in City streets for the purpose of maintaining and operating its water pipes subject to paying the City of Artesia (“City”) a franchise fee in an amount set by state law. The water franchise fees are 2% of Golden State’s gross annual receipts from operations within the City. Franchise fees comprised 5.7% of the City's revenue in Fiscal Year 2022-2023.

Golden State filed for a new franchise pursuant to the Franchise Act of 1937 (commencing at Public Utilities Code Section 6201 et. seq.) at the expiration of the original franchise in 2011. Despite the franchise expiring in 2011, Golden State has continued to pay the franchise fee and operate under the expired franchise. City staff, the City Attorney’s office, and Golden State have been negotiating and are ready to move forward with entering into a new franchise agreement.

The Council had previously adopted Resolution No. 24-3012 to set the public hearing for October 14, 2024, but an error prevented the public hearing notice from publishing. In order to satisfy the public noticing requirement for public utility franchises, staff is bringing the report back to Council along with Proposed Resolution No. 24-3017 that will repeal Resolution No. 24-3012 and set a new public hearing date for November 18, 2024.

ANALYSIS:

The proposed water franchise provides that Golden State, its successors, or assigns, will pay to the City, during the life of the water franchise, the sum provided by law, which is 2% of the gross annual receipts arising from the use, operation, or possession of the franchise; except that such payment shall in no event be less than 1% of the gross annual receipts derived from the sale of water within the City. The proposed water franchise will also provide that the percentage will be paid annually from the date of the granting of the water franchise, and in the event such payment is not made, the water franchise will be forfeited.

In conjunction with the adoption of the water franchise ordinance, Golden State has agreed to reimburse the City for the cost of publishing the public hearing notice. The water franchise will be in the form of an ordinance. The next step in the process to approve the franchise by ordinance is for the City Council to adopt proposed Resolution No. 24-3017, a Resolution of Intention to enter into a water franchise with Golden State. The Council’s adoption of a Resolution of Intention is required by California Public Utilities Code Section 6232 and will set a public hearing date for the water franchise ordinance to be introduced on November 18, 2024. If adopted, the public hearing notice will be published within 15 days of adoption in a newspaper of general circulation. The notice will provide that the City Council is considering the approval of a water franchise with Golden State and will hear any protests to entering into the water franchise on November 18, 2024. Following the public hearing, the water franchise may be introduced for first reading.

CEQA EXEMPTION:

Proposed Resolution No. 24-3017 consists of repealing Resolution No. 24-3012 and sets a new public hearing date, which involves negligible or no expansion of an existing use. Pursuant to the California Environmental Quality Act (CEQA) (Public Resources Code §§ 21000, et seq.) and CEQA Guidelines (California Code of Regulations, Title 14, §§ 15000, et seq.), adopting proposed Resolution No. 24-3017 is categorically exempt from CEQA based upon a Class 1 exemption.

FISCAL IMPACT:

There will be no fiscal impact on the General Fund resulting from adopting the Resolution of Intention. The City will collect the applicable fees as outlined in the water franchise if the City Council adopts the water franchise ordinance.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council, by motion, adopt Resolution No. 24-3017, A Resolution of the City Council of the City of Artesia, California, Repealing Resolution No. 24-3012 and Declaring its Intention to Adopt an Ordinance Granting to Golden State Water Company the Right, Privilege, and Franchise to Lay, Maintain, and Use Pipes and Appurtenances for Transmitting and Distributing Water for Any and All Purposes Under, Along, Across, or Upon the Public Streets and Places Within the City of Artesia and Setting the Public Hearing on the Adoption of this Ordinance for November 18, 2024.

Attachments
Resolution No. 24-3017.pdf
A0444-1043\2115547v1.doc
RESOLUTION NO. 24-3017

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
ARTESIA, CALIFORNIA, REPEALING RESOLUTION NO.
24-3012 AND DECLARING ITS INTENTION TO ADOPT AN

ORDINANCE GRANTING TO GOLDEN STATE WATER

COMPANY THE RIGHT, PRIVILEGE, AND FRANCHISE TO

LAY, MAINTAIN, AND USE PIPES AND APPURTENANCES

FOR TRANSMITTING AND DISTRIBUTING WATER FOR

ANY AND ALL PURPOSES UNDER, ALONG, ACROSS, OR

UPON THE PUBLIC STREETS AND PLACES WITHIN THE

CITY OF ARTESIA AND SETTING THE PUBLIC HEARING

ON THE ADOPTION OF THIS ORDINANCE FOR
NOVEMBER 18, 2024

THE CITY COUNCIL OF THE CITY OF ARTESIA DOES HEREBY RESOLVE AS FOLLOWS:

Section 1. Recitals. The City Council of the City of Artesia does hereby find, determine and declare that:
(a) On June 1, 1986, the City of Artesia (“City”) adopted an ordinance granting a 25 year franchise to Southern California Water Company, the predecessor of Golden State Water Company. Said franchise expired on May 31, 2011. (b) After the expiration of the original franchise, Golden State Water Company (“Golden State” or “Grantee”) applied for a new franchise (“Proposed Franchise”) pursuant to the Franchise Act of 1937 (commencing at Public Utilities Code Section 6201 et. seq.) to construct, maintain and use pipes and appurtenances for transmitting and distributing water for all purposes in, along, across, upon, and under the public streets and places within the City of Artesia.
(c) The Proposed Franchise would provide that Golden State, and its successors and assigns, shall pay to the City during the life of the franchise, the sum provided by law, which is two percent (2%) of Golden State’s gross annual receipts arising from the use, operation, or possession of this Franchise; except that such payment shall in no event be less than one percent (1%) of Golden State’s gross annual receipts derived from the sale of water within the City. The Proposed Franchise also provides that the percentage will be paid annually from the date of the granting of the franchise, and in the event such payment is not made the franchise will be forfeited. (d) The term of the Proposed Franchise shall be 15 years from and after the effective date of the franchise, subject to termination for grounds specified in the Proposed Franchise.

Section 2. Declaration of Intent to Grant Proposed Franchise. As provided in Public Utilities Code Section 6232, the City Council of the City of Artesia does hereby -2-
A0444-1043\2115547v1.doc
declare its intent to hold a public hearing and to grant the Proposed Franchise described in Section 1 of this Resolution.

Section 3. Setting the Public Hearing.
(a) The City Council of the City of Artesia does hereby set the public hearing on the granting of the Proposed Franchise for the date, time and place set forth below:

Date: November 18, 2024
Time: 7:00 p.m. or as soon thereafter as the matter may be heard
Location: City of Artesia Council Chambers
18747 Clarkdale Avenue
Artesia, CA 90701
(b) The City Council hereby repeals Resolution No. 24-3012 that initially set the public hearing.
(c) All persons having any objection to the granting of the Proposed Franchise may appear before the City Council and be heard thereon at the date, time and location of the Public Hearing.
(d) At any time not later than the hour set for the public hearing of objections, any person interested may make written protest stating objections against the granting of the Proposed Franchise. The protest shall be signed by the protestant and be delivered to the City Clerk. At the time set for hearing objections the legislative body shall proceed to hear and pass upon all protests so made and its decision shall be final and conclusive, subject to the right of referendum of the people. (e) The City Council may adjourn the hearing from time to time. (f) The City Clerk is hereby authorized and directed to publish a notice of the public hearing described in this Resolution along with the information contained in this Resolution, as provided in Exhibit A attached hereto at least one time within fifteen (15) days of the date of the adoption of this Resolution in a newspaper of general circulation within the City of Artesia.

Section 4. Certification. The City Clerk shall certify to the adoption of this Resolution.
-3- A0444-1043\2115547v1.doc
PASSED, APPROVED AND ADOPTED this 14th day of October, 2024. ______________________________
Tony Lima, Mayor
ATTEST:
_______________________________
Jennifer Alderete, City Clerk
-4- A0444-1043\2115547v1.doc
Exhibit A

FORM OF NOTICE

NOTICE OF INTENTION TO

CONSIDER GRANTING A FRANCHISE
NOTICE IS HEREBY GIVEN that Golden State Water Company, hereafter referred to as Grantee, has filed an application with the City of Artesia requesting that the City Council grant to it a franchise for a term of 15 years from and after the date upon which the franchise shall become effective. The franchise would grant Grantee the right and privilege to lay, maintain and use pipes and appurtenances for transmitting and distributing water for all purposes under, along, across or upon the public streets, ways, and alleys as the same may now or may hereafter exist within the City of Artesia.

If said franchise shall be granted to it, Grantee and its approved assigns will pay to said City in lawful money of the United States a sum annually which shall be equivalent to two percent (2%) of the gross annual receipts of Grantee arising from the use, operation or possession of said franchise; provided, however, that such payment shall in no event be less than one percent (1%) of the gross annual receipts of the Grantee derived from the sale of water within the limits of the City of Artesia and further, that in the event the Legislature shall amend the Franchise Act of 1937 (Public Utilities Code Section 6201, et seq.) to permit a franchise payment greater than the percentage formula specified herein, the franchise fee agreed upon shall be adjusted to the level permitted by the legislature in amending such act in accordance with the provisions set forth in Section 3 of the proposed franchise agreement. Furthermore, in the event such payment is not made by the Grantee, the franchise will be forfeited.

The Grantee shall also pay to the City within thirty (30) days after receiving a statement therefor, all administrative and other costs incurred by the City in processing the application for a franchise, and for any and all advertising and publishing costs, including the cost of publishing the ordinance, if necessary, incurred in connection with the granting of the franchise.

NOTICE IS FURTHER GIVEN that any and all persons having any objection to the granting of said franchise may appear before the City Council of the City of Artesia at the City of Artesia Council Chambers located at 18747 Clarkdale Avenue, Artesia, California, at 7:00 p.m. on November 18, 2024 and be heard thereon; and at any time not later than the hour set for hearing objections, any person interested may make written protest stating objections against the granting of said franchise, which protest must be signed by the protestant and be delivered to the City Clerk. The City Council at the time set for hearing said objections shall proceed to hear and pass upon all written protests so made.

For further particulars, reference is hereby made to the draft franchise ordinance which is on file in the office of said City Clerk and also to the resolution adopted by the -5- A0444-1043\2115547v1.doc
City Council on the 14th day of October, 2024, declaring its intention to consider granting said franchise.

Dated: _____________, 2024 Jennifer Alderete,
City Clerk
City of Artesia

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9O.

TO: Mayor and Members of the City Council
SUBJECT: Resolution for Highway Permit for Temporary Street Closure Requested by DES Hall FROM: Okina Dor, Community Development Director
REVIEWED AND APPROVED BY:

Melissa Burke, Interim City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that City Council:

1. Adopt Resolution No. 24-3020, A Resolution of the City Council of the City of Artesia, California, approving a Highway Permit for the temporary closure of a portion of Ashworth Avenue between Devlin Avenue and Clarkdale Avenue pursuant to Vehicle Code Section 21101(e) in connection with the approval of the Artesia D.E.S. Portuguese Hall - Marching Band Festival to be held on Saturday, November 9, 2024; and

2. Make a Determination of Exemption under CEQA Pursuant to Section 15301(c) Existing Facilities (Class 1) of the CEQA Guidelines.

BACKGROUND:

The Artesia D.E.S. Portuguese Hall (the "Permittee") has submitted a Highway Permit and a Facility Use Permit application to temporarily close a small portion of Ashworth Avenue in front of the Artesia D.E.S. Hall in conjunction with the Marching Band Festival to be held on Saturday, November 9, 2024. The portion of Ashworth Avenue to be closed is illustrated on the map submitted in the application. The street closure will commence at 9:00 am on Saturday, November 9, 2024 and will terminate at 12:00 am on Sunday, November 10, 2024.

ANALYSIS:

Street Closure Resolution Pursuant to the Vehicle Code California:

Vehicle Code Section 21101(e) provides that a city may by resolution temporarily close all or a portion of any street in its jurisdiction, for "celebrations, parades, local special events and other purposes, when, in the opinion of local authorities having jurisdiction or a public office or employee that the local authority designates by resolution, the closing is necessary for the safety and protection of persons who are to use that portion of the street during the temporary closing." The temporary closure of a portion of Ashworth Avenue for the Marching Band Festival is within the permissible scope of this Section because the temporary closure is for a special temporary event occurring within the City. Attached is Resolution No. 24-3020, which will authorize the proposed temporary street closure pursuant to Section 21101(e) of the Vehicle Code.

Evaluation of Application for Street Closure:

City Staff reviewed the Highway Permit and the elements of the proposed activities and has determined that the proposed activities are exempt from review under the California Environmental Quality Act ("CEQA") pursuant to State CEQA Guideline Section 15301(c) (Class 1 Exemption). The proposed Marching Band Festival Procession involves minor and temporary alterations to the vehicular use of a public street in connection with special events held in the City. The small segment of Ashworth Avenue to be closed to vehicular traffic, which will occur for a short period commencing at 9:00 am on Saturday, November 9, 2024, and concluding at 12:00 am on Sunday, November 10, 2024, is not anticipated to create any significant impact to vehicular traffic or parking in the City. This is because persons seeking to obtain access to residences and property along Ashworth Avenue will be able to do so from other streets or from portions of Ashworth Avenue that will not be closed. In addition, City Staff finds that there is no substantial evidence of any potential significant effect from the approval of the Highway Permit or from the activities to be allowed by the Highway Permit. Therefore, City Staff recommends that the City Council find that the proposed activities are exempt from CEQA.

City Staff has reviewed the proposed temporary closure and finds that the elements of the proposed events will not create an unsafe traffic condition and that these activities are proposed to be undertaken in a manner safe for pedestrians, event participants and the vehicular traffic. The Highway Permit Application includes a provision that releases the City from liability and requires the Permittee to assume all risk of injuries and property damage. City Staff recommends that the Permittee obtain, maintain and provide proof of minimum commercial general liability policy with a minimum general aggregate of two million dollars ($2,000,000.00) to cover personal injury and property damages related to the Artesia D.E.S. Portuguese Hall - Marching Band Festival event.

FISCAL IMPACT:

There is no fiscal impact to the City associated with the approval of Resolution No. 24-3020. The applicant will be paying all costs associated with the Highway Permit, including set up costs for the closure.

RECOMMENDED COUNCIL ACTION:

Staff recommends that City Council:

1. Adopt Resolution No. 24-3020, A Resolution of the City Council of the City of Artesia, California, approving a Highway Permit for the temporary closure of a portion of Ashworth Avenue between Devlin Avenue and Clarkdale Avenue pursuant to Vehicle Code Section 21101(e) in connection with the approval of the Artesia D.E.S. Portuguese Hall - Marching Band Festival to be held on Saturday, November 9, 2024; and

2. Make a Determination of Exemption under CEQA Pursuant to Section 15301(c) Existing Facilities (Class 1) of the CEQA Guidelines
Attachments
Resolution No. 24-3020.pdf
DES 11-9-24 Highway Permit St Closure .pdf
RESOLUTION NO. 24-3020

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

ARTESIA, CALIFORNIA, APPROVING A HIGHWAY

PERMIT FOR THE TEMPORARY CLOSURE OF A

PORTION OF ASHWORTH AVENUE BETWEEN DEVLIN

AVENUE AND CLARKDALE AVENUE PURSUANT TO
VEHICLE CODE SECTION 21101(E) IN CONNECTION
WITH THE APPROVAL OF THE ARTESIA D.E.S.

PORTUGUESE HALL – MARCHING BAND FESTIVAL TO
BE HELD ON SATURDAY, NOVEMBER 9, 2024, AND

MAKING A DETERMINATION OF EXEMPTION UNDER
CEQA GUIDELINES SECTION 15301(C)

THE CITY COUNCIL OF THE CITY OF ARTESIA DOES HEREBY FIND, ORDER AND RESOLVE AS FOLLOWS:

Section 1. The Artesia D.E.S. Portuguese Hall, a non-profit organization, has submitted an application for a Highway Permit to conduct its Marching Band Festival Procession (the “Event”) on a portion of Ashworth Avenue between Devlin Avenue and Clarkdale Avenue in the City of Artesia on Saturday, November 9, 2024, from 9:00 a.m. to 12:00 a.m. The street closure would commence on Saturday, November 9, 2024, at 9:00 a.m. and terminate on Sunday, November 10, 2024, at 12:00 a.m. The proposed location of the street closure is illustrated on the map submitted with the Highway Permit application.

Section 2. California Vehicle Code Section 21101(e) provides that a city may by resolution temporarily close all or a portion of any street in its jurisdiction, for “celebrations, parades, local special events and other purposes, when in the opinion of local authorities having jurisdiction or a public officer or employee that the local authority designates by resolution, the closing is necessary for the safety and protection of persons who are to use that portion of the street during the temporary closing.” The temporary closure of a portion of Ashworth Avenue for the Event is within the permissible scope of this section because the temporary closure is for a special temporary event occurring within the City.

Section 3. City staff has reviewed the Highway Permit and the Facility Use Permit application and the elements of the proposed activity and has determined that the proposed activity is exempt from review under the California Environmental Quality Act (“CEQA”) pursuant to State CEQA Guideline Section 15301(c) (Class 1 Exemption). The proposed Event involves a minor and temporary alteration to the vehicular use of public streets in connection with a special event held in the City. The small segment of Ashworth Avenue to be closed to vehicular traffic, which will occur for a 15-hour period commencing on a Saturday at 9:00 a.m. and ending on Sunday at 12:00 a.m., is not anticipated to create any significant impact to vehicular traffic or parking in the City because persons living on Ashworth Avenue will be able to access their homes and properties from other streets. In addition, there is no substantial evidence of any other potential significant effect from the approval of the Highway Permit or from the proposed activity to be allowed by the Highway Permit. The City Council has reviewed the City Staff's determination of exemption, and based on its own independent judgment, concurs in the staff determination of exemption.

Section 4. City Staff has reviewed the proposed temporary closure a portion Ashworth Avenue and the proposed location of the Event and finds that all of the elements of the proposed Event will not create an unsafe traffic condition and that these activities are proposed to be undertaken in a manner safe for pedestrians, event participants and the vehicular traffic. The City Council has reviewed City Staff's findings, and based on its own independent judgment, concurs in the staff findings.

Section 5. Based on all the evidence in the record of this matter, the City Council hereby approves Artesia D.E.S. Portuguese Hall application for a Highway Permit, subject to the terms and conditions of that Permit and on the basis that Artesia D.E.S. Portuguese Hall will obtain and maintain for the duration of the Event a commercial general liability policy with a minimum general aggregate limit of Two Million Dollars ($2,000,000).

Section 6. Pursuant to California Vehicle Code Section 21101(e), the City Council hereby confirms and approves the temporary closure of a portion of Ashworth Avenue between Devlin Avenue and Clarkdale Avenue in the City of Artesia commencing on Saturday, November 9, 2024, at 9:00 a.m. and terminating on Sunday, November 10, 2024, at 12:00 a.m., or for such longer period of time on that day as determined necessary by City staff or the Sheriff’s Department to maintain the safety of persons attending the Event and to set up and take down traffic barriers.

Section 7. The City Clerk shall certify the passage and adoption of this Resolution.

PASSED, APPROVED and ADOPTED this 14th day of October, 2024. _____________________________________

TONY LIMA, MAYOR
ATTEST:
__________________________________

JENNIFER ALDERETE, CITY CLERK
City of Artesia
18747 Clarkdale Ave. Artesia California 90701- (562)865-6262 - FAX (562) 865-6240

HIGT-TWAY PERMIT
(Constniction Work, Excavations and Enchroachments, Flagpoles, Moving Permits, News Racks. Overhead Stnictures, outdoor Sidewalk Dining)
562-865-4693
Name of Applicant:

Artesia D.E.S.

Phone:

BusmessAd*ess: 11903AshwodhStreet-Adesia-Ca90701
(Street) (City) (State) (Zip Code)
Home Address:
(Sffeel) (City) (State)
Pro5ectLocation: AshwothStreet betweenDevlin&Clarkdale
(Zip Code)
Describe proposed Project and attach maps, drawings and any necessary documentation For Saturday November 9, 2024 See attached for details

IMPORTANT
Any false or tnisleading information shall be grounds for denytng thts application.

I fully understand that in the event I am issued a permit that I assume the risk of personal injury, death or property damage. I hereby acknowledge that I agree to assume any such risks. I hereby release, discharge and agree not to sue the City of Artesia for any injury, death or damage to or loss of personal property arising out of, or in comection with this permit, including the active or passive negligence of the City of Artesia.

In consideration for being granted a permit, I hereby agree, for myself. My heirs, administrators, executors and assigns, that I shall indemnify and hold harmless the City of Artesia from any and all claims, demands or suits arising out of or in connection with this permit.

I HAVE CAREFULLY READ THIS RELEASE, HOLD ESS AGREEMENT NOT TO SUE AND FULLY UNDERST AND ITS CONTENTS. I AM AWARE THAT Il.AS A FULL RELEASE OF ALLLIABILITYANDSIGNITONMYOWNFREEWILL.,'/-'1 ,/'
(Applicant SignatJraJandDate) C4/.jy
(For Department Use Only)
Pemiit Fee:

Band Festival Street Closure Details
Saturday, November 9,2024
Our event will take place within the blocked area of Ashworth St. We will have marching bands performing from Devlin to the front of Artesia DES Hall and enter our front gate. Our Event and all the participants will not leave the blocked off section of Ashworth Street. We request the city closes Ashworth Street, between Devlin and Clarkdale from 9am till 12midnight and to post no parking signs.

Jason Machado, President
8T.
t HIBBINC l'

I CAME)RIAN CT
l MEADOW DR. I .

CARVER L(4. >
I ACADEMY WY l
" S BiNGl-IAMl
195 lh

CITY OF ARTESIA

FACILITY USE APPLICATION AND PERMIT
Parks and Recreation Department-18750 Clarkdale Avenue, Artesia, Califomia 90701 (562) 860-3361 Fax (562) 860-0750
wwwcityofartesia.ris
Name of Applicant: Name of Organization: A'es'a DhS
Mailing Address: rxailinqAdd;ess: 11903AshworthSt.,Artesia,Ca907 €)1 Telepfione: Telept-one: 562-607-2595
[1] Resident 0 Non Resident € Resident [1 Non Resident
Albert O. Little Community Center Artesia Park
il8750 Clarkdale Avenue
(562) 860-3361
€ East/\/est Auditorium & Stage
€ East Auditorium
€ East Auditorium - North
€ East Auditorium - South
' [I WestAuditorium
I
i € RoomA
€ Kitchen
€ Outdoor Field Area -
0 0utdoor Field Area
€ Outdoor Area Court/T ennis Court/Hockey)
€ Picnic
Cl ' No. (Without Lights)
€ a No. (With Lights)
Batting Cage
N. Artesia Community Center A.J. Padelford Park
11870 169 Street, Artesia
(562)407-1723
€ All Purpose Room
[] Kitchen
[1 Class Room A
€ Class Room B
a Classroom C
€ Teen Center
CI Field - Sports
a Field -
€ Picnic Shelter Restrooms)
a Picnic (WithoutRestrooms)
[] Area
: -
n Tahle NO_ Round Rectanaular
Other Facilities
. Note: c/osiires require separate Cfly Council approval (see Condition 12).

I
g) Streets Processions
- ' - - '- a - - ' - a a - - a a- - a - - - - a' .:l- a- ' [1 Chairs No_ a Sidewalks
n Bases a Public Way
o Staff for field preparation.

Nature of Event: (If a birthday, not age of applicant)
(Events of 30D+participants are subject to special permits and addfflonal fees) I kA-ir+kizz C)-iv'=! Cz'ie+iii-il Daltel(/s9)/2R4equired: I i IVI(11l..lIll Ij,l Dal Ill I-'t,)llVdl I
I
Time (include Set Up/Clean Up>: I
I
,... I
I SetUp:- a*mJpmtO- aama/p/m i
I Event: a.m./om to a.m./o/m I
I
-"----'-"-'----- """ i
I
(;lean Up: __ a.m/pm to a.m.tpim
EstimatedAttendance: 100 Adults 100 Youth(12-18years)
Open to the Public € Yes € No
Fundraising Event [] Yes [1 No If yes, how will proceeds be used? 100 Children.

Entertainment 0 Yes [1 No
Catering € Yes € No
Caterer information:

Band € DJ a Radio/CD Player [1 0ther:

Telephone:

City Business Number:

OFFICE USE ONLY
€ APPROVED a DENIED SIGNATURE DATE
Resident € Non Resident €
SecurityDeposit $
InsuranceFee $
HourlyFee $___,_ x ____Hour(s) $
RecreationStaff $ ______ x Staffx Hours $
MaintenanceStaff $ __,_ x Staffx Hours $
Sheriff/Security $ ____ x ____Officer(s)x ___Hours $
TOTAL $
SECURITYDEPOSIT Date ____Receipt Payment$ ____ Balance$ PAYMENT Date _Receipt Payment$ ____ Balance$
Balance Due by
[) Calendar € Public Safety ___ [] L.ette € Permit __ Cl Cancelled ___ [J Refund Initiated Additionaf City Obligations and Dufies for Event:

CONDITIONS OF FACILITY USE

1. The Facility shall be used for the purpose stated in the Facility Use Application and Permit and no other use will be permitted.

2. Alcoholic beverages are prohibited and shall not be permitted in or on any Facility.

3. Persons wiH not be permitted inside any Facility in excess of the established capacity of that Facility.

4. The Permittee/responsible representative listed on the Facility Use Application and Permit must be present at all times during the Use, Including setup, opening, closing, and cleanup.

5. The Permittee shall not allow another Person to use the Facility for the period that Permittee has been allowed by the Facility Use Application and Permit.

6. Immediately prior to any Use of any Facility building the Permittee shall check in with and notify the Department of the Permittee's intent to enter the building.

7. The permittee shall ensure that no profane language or disorderly or unseemly conduct be allowed in any City facility. Applicant may be liable for additional charges requiring law enforcement callouts.

8. All Facility Use Schedules and Permits shall be issued for specific Facilities and/or Equipment and for specific hours, and the Facilities must be vacated as scheduled.

9. The Permittee shall not prepare or decorate the Facility prior to the use start time as only the "time stated" on the Application and Permit will be granted for decorating, the event, and clean-up.

Additional hours may not be purchased on the day of the reservation.

10. The Permittee shall pick up, bag, and remove all trash generated by all activity in any way connected with the Facility's Use, leaving the Facility clean and free of all trash and litter.

Everything must be accomplished p3y;3 to the closing time stated in the Facility Use Pemiit.

11. The Permittee shall not drive or permit to be drtven nails, hooks, tacks, screws, staples, poles, stakes or other forms of fasteners into any part of the Facility and shall not make or allow to be made any alterations of any kind therein. No putty shall be permitted on any part of the Facility.

12. Additional Duties, Obligations, and Conditions: Provide certificate of insurance for commercial a qeneral (iabi(ity policy with a minimum qeneral aqqreqate of two million dollars ($2,000,000.00) to cover personal injury and property damaqes related to the Artesia D.E.S. Portuquese Hall - Annual Festa Do Espirito Santo processions.

Notwithstanding the above conditions of facility
regulations as stated in the
reservation or revoke the upon
forfeited.

Applicant Signature;
Staff Signature:

PARK FACILITY RESERVATION

CANCELLATION POLICY
A. Reservations cancelled at least four (4) months prior to the event:

Rental Fees (if paid) - Full Refund
Security Deposit -a Less 10% processing fee
B. Reservations cancelled at least two (2) months prior to the event:

Rental Fees (if paid) - 50% Refund
Security Deposit - 50% Refund
C. Reservations cancelled less than two (2) months prior to the event:

When Rental Fees are paid:

Rental Fees - No Refund
Security Deposit - Full Rerund
When Rental Fees are not paid:

Security Deposit - No Refund
Staff Signature: Date:

CITY COUNCIL AGENDA REPORT
MEETING DATE: October 14, 2024 ITEM NO: 9P.

TO: Mayor and Members of the City Council
SUBJECT: Professional Service Agreement with Willdan Engineering for Housing Element and MixedUse Overlay Projects FROM: Carmen Zambrano, Management Analyst
REVIEWED AND APPROVED BY:

Melissa Burke, Deputy City Manager
Jamie Murguia, Finance Manager
HongDao Nguyen, City Attorney
Abel Avalos, City Manager
RECOMMENDATION:

Staff recommends that the City Council, approve and authorize the City Manager to execute on their behalf a Professional Services Agreement with Willdan Engineering to complete the Housing Element and Mixed-Use Overlay projects, for a not-to-exceed amount of $215,000.

BACKGROUND:

The City retained John Douglas to prepare and submit the City's 6th Cycle Housing Element in November 2020.

The City subsequently adopted a draft Housing Element on October 15, 2021 and submitted it to the California Department of Housing and Community Development (HCD) on November 3, 2021. On December 31, 2021, the City received a corrections letter on the draft Housing Element from HCD. On March 14, 2022, the City Council adopted an updated Housing Element to address the comments in the December 31, 2021 letter, and submitted the revised draft to HCD on March 23, 2022. On May 20, 2022, the City received a second letter from HCD which still required significant corrections. When Staff reached out to Mr. Douglas to address the required changes, he was not able to help the City with further corrections. As a result, the City reached out to Willdan Engineering (Willdan) to assist the City correct and resubmit the Housing Element to HCD.

The City entered into an Agreement with Willdan in August 2022 to assist with correcting and resubmitting the City's Housing Element and moving the Mixed-Use Overlay Project forward, a document required to be submitted concurrently with the Housing Element by HCD. The original Agreement expired in December 2022, and was extended through June 30, 2023. While Willdan has continued to work on both projects, a current agreement has not been in place since June 30, 2023. The proposed Agreement includes an effective date of July 1, 2023 through June 30, 2025 to capture work done after the previous agreement expired through to the completion of the project.

ANALYSIS:

Willdan will continue to provide consultants to assist the City in completing the Housing Element and the MixedUse Overlay projects and will work directly under the City Manager’s supervision. The Housing Element is anticipated to be submitted to HCD before the end of the the calendar year, with the Mixed-Use Overlay wrapping up in the first quarter of 2025. The consultant will focus on the following scope of work, aimed at finalizing both the Housing Element and the Mixed-Use Overlay Project within this time frame:

Mixed-Use Overlay
Wrap-up of the Mixed-Use Overlay Project
Continued Development, Review, and Finalization of the Mixed-Use Overlay (MUO) Ordinance (In conjunction with the Housing Element so the documents do not contradict each other) Housing Element
Writing up the Community Benefit Outlines
Consolidation of all Components of the Housing Element, including final editing, which will address:

Programs for the current Housing Cycle
Affirmatively Furthering Fair Housing section
Meaningful Actions section
Constraints Review
Sites Inventory
Mapping
Respond to City Staff reviews and edits
Review of additional edits from HCD on drafts submitted for review Programs Implementation Action Plan
Present Housing Element details to the Planning Commission and City Council The proposed agreement ensures that the City can stay on track to meet important deadlines set by HCD for both projects, while also providing necessary support and oversight to ensure successful project completion.

FISCAL IMPACT:

The proposed agreement includes a not-to-exceed amount of $215,000. As mentioned above, work for this project has been ongoing since the effective date of July 1, 2023. The total amount expended in Fiscal Year 2023-24 was $107,177.65, with an additional $36,115.00 expended so far in Fiscal Year 2024-25. These amounts are included in the not-to-exceed amount of the contract, which means approximately $71,707.35, will be available to complete the Housing Element and Mixed-Use Overlay projects.

The consultant assigned to the Housing Element bills at the hourly rate of $176.00/hour and the consultant assigned to the Mixed-Use Overlay bills at the hourly rate of $208.00/hour. This agreement has been entirely funded through the General Fund. Staff recommends making the necessary budget adjustment during the mid-year review process to accommodate the remaining balance of the agreement and ensure uninterrupted progress on these important projects.

RECOMMENDED COUNCIL ACTION:

Staff recommends that the City Council, approve and authorize the City Manager to execute on their behalf, a Professional Services Agreement with Willdan Engineering to complete the Housing Element and Mixed-Use Overlay projects, for a not-to-exceed amount of $215,000.

Attachments
Willdan PSA.pdf
-1-

PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ARTESIA AND WILLDAN ENGINEERING

1. PARTIES AND DATE.

This Agreement is made and entered into this 14TH day of OCTOBER 2024, by and between the City of Artesia, a municipal corporation, organized under the laws of the State of California ("City") and WILLDAN ENGINEERING a CALIFORNIA CORPORATION with its principal place of business at 13191 CROSSROADS PARKWAY NORTH, SUITE 405, INDUSTRY, CA, 91746-3443 ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement.

Consultant represents that it is experienced in providing Planning Services related to Housing Elements and Mixed-Use Overlay projects to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for the Housing Element and Mixed-Use Overlay project ("Project") as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional Planning consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from July 1, 2023, to June 30, 2025, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the Services.

3.2 Responsibilities of Consultant.

3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this -2-
Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit "B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows:

Christine Kudija, Principal Planner for the Mixed-Use Overlay and Chad Brown, Associate Planner for the Housing Element.

3.2.5 City's Representative. The City hereby designates Abel Avalos, City Manager, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.2.6 Consultant's Representative. Consultant hereby designates Salvador Lopez, Director of Planning, , or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at -3-
all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its subconsultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Period of Performance. Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”).

Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.2.10 Laws and Regulations; Employee/Labor Certification. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement.

All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.

3.2.10.1 Employment Eligibility; Consultant. Consultant certifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement and shall not violate any such law at any time during the term of the Agreement.

3.2.10.2 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or -4-
termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.10.3 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10.4 Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.2.11 Insurance.

3.2.11.1 Time for Compliance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.11.2 Types of Insurance Required. As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.
(A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 0001, or the exact equivalent, with limits of not less than $1,000,000 per occurrence and no less than $2,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); (3) products/completed operations liability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement.
(B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 0001 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $1,000,000 combined limit for each occurrence. -5-
(C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease. (D) Professional Liability (Errors & Omissions): Professional Liability insurance or Errors & Omissions insurance appropriate to Consultant’s profession with limits of not less than $1,000,000. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.

3.2.11.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability: (1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled, or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability. (1) Cancellation: Required insurance policies shall not be canceled, or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(C) Professional Liability (Errors & Omissions): (1) Cancellation:

Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Contractual Liability Exclusion Deleted: This insurance shall include contractual liability applicable to this Agreement. The policy must “pay on behalf of” the insured and include a provision establishing the insurer’s duty to defend. (D) Workers' Compensation: (1) Cancellation: Required
insurance policies shall not be canceled, or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.
-6-

3.2.11.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.

3.2.11.5 Waiver of Subrogation. All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City and shall require similar written express waivers and insurance clauses from each of its subconsultants.

3.2.11.6 Deductibles and Self-Insured Retentions. Any deductible or selfinsured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured retention.

3.2.11.7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies.

3.2.11.8 Acceptability of Insurers. Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and authorized to transact business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.2.11.9 Enforcement of Agreement Provisions (non estoppel).

Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.2.11.10 Requirements Not Limiting. Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. -7-

3.2.11.11 Additional Insurance Provisions
(A) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(B) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(C) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (D) Neither the City nor any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.
(E) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability. Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.
(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.11.12 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.

3.2.12 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, -8-
state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limitation, all applicable provisions of the City’s ordinances regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251, et seq.); the California Porter-Cologne Water Quality Control Act (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such authority.

Consultant must additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

3.3 Fees and Payments.

3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed TWO HUNDRED AND FIFTEEN THOUSAND DOLLARS ($215,000) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. The City Manager will have authority to approve Extra Work within 10% of the total compensation.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice, no later than the fifteenth (15th) calendar day of each month, which indicates work completed and hours of Services rendered by Consultant during the prior month. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein.

Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "C" of this Agreement.

3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit “C” may be adjusted at the time of renewal as set forth in Exhibit “C.”
-9-

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a public works project of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the DIR against Consultant or any subconsultant that affect Consultant’s performance of services, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the DIR against Consultant or any subconsultant.

3.4.3 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.5 Accounting Records.

3.5.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, -10-
documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.6 General Provisions.

3.6.1 Termination of Agreement.

3.6.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.6.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.6.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.6.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose:

Consultant: Willdan Engineering
13191 Crossroads Parkway North, Suite 405
Industry, CA 91746
ATTN: Salvador Lopez Jr., Director of Planning
City: City of Artesia
18747 Clarkdale Avenue
Artesia, California 90701
ATTN: Abel Avalos, City Manager
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.3 Ownership of Materials and Confidentiality.

3.6.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in -11-
any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.6.3.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.6.3.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.6.3.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted. -12-

3.6.3.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6.3.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information.

3.6.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.6.5 Indemnification.

3.6.5.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, its officials, officers, employees, agents, or volunteers.

3.6.5.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is -13-
defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.6.6 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements.

3.6.7 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County.

In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.8 Attorney’s Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney’s fees and all other costs of such action.

3.6.9 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.6.12 Assignment; Subcontracting. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.6.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work -14-
days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

3.6.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. The City Manager shall have the authority to authorize changes to the Agreement that do not change the compensation of the Agreement.

3.6.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise.

3.6.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.6.19 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.20 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination. -15-

SIGNATURE PAGE TO

PROFESSIONAL SERVICES AGREEMENT BY AND

BETWEEN THE CITY OF ARTESIA AND WILLDAN

ENGINEERING
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF ARTESIA WILLDAN ENGINEERING
By: ____________________________ By: ______________________________ Abel Avalos Salvador Lopez Jr.

City Manager Director of Planning
Attest:

By: _____________________________
Jennifer Alderete Name:

City Clerk Title:

Approved as to Form:
______________________________
HongDao Nguyen
City Attorney
Exhibit “A”-1
EXHIBIT "A"

SCOPE OF SERVICES
Consultant will serve as a Planning Consultant and will work under the City Manager’s supervision. The consultant will work online with communication through emails and digital meetings, and in person for any needed meetings and presentations with regards to the Housing Element and Mixed-Use Overlay Project during the adoption process.

Consultant will assist with the completion of the following:
 Wrap up Mixed-Use Overlay Project
 Finalize Sites Inventory write up and updates
 Continued development/review/finalization of MUO Ordinance (this overlaps both projects in some sections on section)
 Complete Community Benefit outlines
 Consolidate all the components of the Housing Element and complete final editing o Programs for the current Housing Cycle
o Affirmatively Furthering Fair Housing section
o Meaningful Actions section
o Constraints review
o Sites Inventory
o Mapping
 Review and respond to City Staff edits
 Review of another round of edits from the State
 Complete Programs Implementation Action Plan
Prepare for and present the Housing Element to the Planning Commission and City Council
Exhibit “B-1”
EXHIBIT "B"

SCHEDULE OF SERVICES
Consultant shall complete services between July 1, 2023, and June 30, 2025.

Housing Element Resubmission shall be completed and submitted to the California Housing and Community Development Department HCD by December 31, 2024.

The Mixed-Use Overlay Project will be completed by June 30, 2025.

Exhibit “C”-1
EXHIBIT "C"

COMPENSATION
The billing rate for Consultant’s services is $176.00/hour for the Associate Planner and $208.00/hour for the Principal Planner. The total compensation shall not exceed TWO HUNDRED AND FIFTEEN THOUSAND ($215,000).