AGENDA REPORT
Meeting Date: June 6, 2023
Item Number:
To: Honorable Mayor & City Council
From: Jeff S. Muir, Director of Finance
Tatiana Szerwinski, Assistant Director of Finance
Anthony Rodstein, Purchasing Services Manager
Sharmin Allidina, Purchasing Analyst
Adrian Popescu, Purchasing Analyst
Subject: APPROVAL OF AGREEMENTS AND AMENDMENTS WITH
VARIOUS VENDORS FOR PROVISION OF ANNUAL SERVICES;
AND
APPROVAL OF BLANKET PURCHASE ORDERS FOR SUPPLIES
AND SERVICES FOR THE CITY’S DEPARTMENTS IN THE TOTAL
NOT-TO-EXCEED AMOUNT OF $57,172,325.68 FOR FISCAL
YEAR 2023-24.
Attachments: 1. Fiscal Year 2023-24 Blanket Purchase Orders
2. Agreements for City Council approval
3. Amendments for City Council approval
RECOMMENDATION
Staff recommends the City Council:
1) Approve the annual Citywide blanket purchase orders identified on Attachment 1 in the total amount of $57,172,325.68 for Fiscal Year 2023-24; and 2) Approve the agreements (Attachment 2) and amendments (Attachment 3) from the following departments summarized beginning on the next page.
E-11
Meeting Date: June 6, 2023
Departments Number of
Agreements
Number of
Amendments
Total
Information Technology (IT) 8 0 8
Community Development (CD) 1 0 1
Community Services (CS) 1 0 1
Human Resources (HR) 1 0 1
Police (PD) 1 0 1
Public Works (PW) 0 4 4
Total 12 4 16
ITEM 1 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND THE CITY OF GLENDALE FOR CRIME LABORATORY SERVICES; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $180,000.
Comment: Provides for a one-year agreement between the City of Beverly Hills and the City of Glendale for Crime Laboratory Services and purchase order in an amount not-to-exceed $180,000 for FY 2023-24. Professional services, including consultants, are exempted from the City’s bidding requirements per Beverly Hills Municipal Code 3-3-112. (PD) ITEM 2 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND JLEE ENGINEERING, INC. FOR PLAN REVIEW SERVICES AND
SUPPLEMENTAL CONSULTING SERVICES; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-2024 IN THE NOT TO-EXCEED AMOUNT OF $550,000.
Comment: Provides for a one-year agreement with the option for two additional one-year extensions for the not-to-exceed amount of $900,000 and a purchase order of $550,000 for the first year. Professional services, including consultants, are exempted from the City’s bidding requirements per Beverly Hills Municipal Code 3-3-112. Additionally, costs associated with plan review services are 100% offset by plan check revenues paid by developers. (CD)
ITEM 3 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND CDW
GOVERNMENT, LLC FOR INFORMATION TECHNOLOGY CONSULTING
SERVICES; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $2,165,000.
Comment: Provides for a one-year agreement for the not-to-exceed amount of $2,165,000 and a purchase order for the same amount. Consultant’s services include network security and administration, and as needed IT software and equipment for Citywide data systems. Professional services performed by consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G. (IT)
Meeting Date: June 6, 2023
ITEM 4 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
EDGESOFT, INC. FOR INFORMATION TECHNOLOGY CONSULTING
SERVICES FOR VARIOUS CITY INITIATIVES; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $375,000.
Comment: Provides for a one-year agreement in the not-to-exceed amount of $375,000 and a purchase order of the same amount. Consultant’s services include eGov programming and testing activities for City-wide systems.
Professional services performed by consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G. (IT) ITEM 5 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND FIRST TEK, INC. FOR INFORMATION TECHNOLOGY CONSULTING SERVICES
RELATING TO WEB AND MOBILE APPLICATIONS ON AN AS-NEEDED BASIS; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $270,000.
Comment: Provides for a one-year agreement in the not-to-exceed amount of $270,000 and a purchase order of the same amount. Professional services performed by consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G. (IT)
ITEM 6 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
ISSQUARED, INC. FOR NETWORK ENGINEERING SERVICES; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $110,000.
Comment: Provides for a one-year agreement in the not-to-exceed amount of $110,000 and a purchase order of the same amount. Computer software, hardware maintenance services and software maintenance services are exempted from the City’s bidding requirements per the Beverly Hills Municipal Code, 3-3-112-E. (IT)
ITEM 7 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND MAINLINE INFORMATION SYSTEMS, INC. FOR INFORMATION TECHNOLOGY
CONSULTING SERVICES; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $1,785,000.
Comment: Provides for a one-year agreement in the not-to-exceed amount of $1,785,000 and a purchase order of the same amount. Consultant’s services are primarily related to the City’s Video Security Initiatives, and as needed hardware, software, and equipment. Professional services performed by Meeting Date: June 6, 2023
consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G. (IT)
ITEM 8 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
METASOURCE, LLC FOR OPENTEXT KOFAX SUPPORT AND SERVICES RELATED TO THE CITY’S DOCUMENT AND RECORDS MANAGEMENT
SYSTEM; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $510,000.
Comment: Provides for a one-year agreement for the not-to-exceed amount of $510,000 and a purchase order of the same amount. Computer software and software maintenance services are exempted from the City’s bidding requirements per the Beverly Hills Municipal Code, 3-3-112-E. (IT) ITEM 9 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND VIDEO TO IP CONSULTING SERVICES, INC. RELATED TO THE CITY’S IP VIDEO SYSTEMS; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $125,000.
Comment: Provides for a one-year agreement in the not-to-exceed amount of $125,000 and a purchase order of the same amount. Consultant’s services are related to the City’s computing infrastructure including hardware, software, and related equipment in support of the IP video systems.
Professional services performed by consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G. (IT) ITEM 10 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND UPTOWN
SERVICES, LLC FOR INFORMATION TECHNOLOGY CONSULTING
SERVICES RELATED TO NETWORK INFRASTRUCTURE; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $350,000.
Comment: Provides for a one-year agreement in the not-to-exceed amount of $350,000 and a purchase order of the same amount. Consultant’s services include plant engineering, installation coordination, facilities and network planning, network documentation, and project support. Professional services performed by consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G. (IT)
ITEM 11 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND PARKERANDERSON LEARNING CENTER FOR AFTERSCHOOL INSTRUCTION THROUGH THE CITY’S COMMUNITY SERVICES DEPARTMENT; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $300,000.
Meeting Date: June 6, 2023
Comment: Provides for a three-year agreement in the not-to-exceed amount of $900,000 and a purchase order of $300,000 for the first year. Contractor’s services include the provision of in-person and/or virtual afterschool enrichment classes, summer camps, and other programs. Professional services performed by consultants are exempted from the City’s bidding requirements per Beverly Hills Municipal Code, 3-3-112-G (CS) ITEM 12 AUTHORIZE THE CITY MANAGER TO APPROVE AN AGREEMENT
BETWEEN THE CITY OF BEVERLY HILLS AND ROBERT HALF
INTERNATIONAL, INC. FOR AS-NEEDED TEMPORARY STAFFING
SERVICES; AND
AUTHORIZE THE CITY MANAGER TO APPROVE A PURCHASE ORDER
FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF
$300,000.
Comment: Provides for a three-year agreement in the not-to-exceed amount of $900,000 and a purchase order of $300,000 for the first year. Contractor’s services include the provision of temporary staffing for various City departments. The City used the Houston-Galveston Area Council (HGAC) national cooperative purchasing contract with Robert Half International, Inc. to satisfy alternative purchasing procedures as set forth in Beverly Hills Municipal Code, 3-3-205. (HR)
ITEM 13 AMENDMENT NO. 3 TO AN AGREEMENT BETWEEN THE CITY OF
BEVERLY HILLS AND SAFE SIDEWALKS INCORPORATED DBA
PRECISION CONCRETE CUTTING (FORMERLY PRECISION CONCRETE
CUTTING) FOR SIDEWALK SURVEY INSPECTION AND ON-CALL TRIP HAZARD REMOVAL; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $694,225.33.
Comment: Amends Agreement No. 675-19 originally approved by the City Manager on December 26, 2019 with an amendment approved by Council on October 13, 2020. The amendment will increase the consideration by an additional $750,000 for a total not-to-exceed consideration amount of $1,627,787 and an annual purchase order of $694,225.33. (PW) ITEM 14 AMENDMENT NO. 1 TO THE AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND GRISWOLD INDUSTRIES DBA CLA-VAL FOR CLAVAL VALVES ROUTINE MAINTENANCE SERVICES; AND APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $60,000.
Comment: Amends Agreement No. 570-22 originally approved by the City Manager on September 13, 2022. The amendment will increase the consideration by $60,000 and approve a change purchase order for Meeting Date: June 6, 2023
$60,000.00 for a total not-to-exceed consideration amount of $149,963.50 and an annual purchase order of $60,000. (PW)
ITEM 15 AMENDMENT NO. 2 TO THE AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND UTOPIA WORLDWIDE, INC. FOR YEAR-ROUND CITYWIDE DECORATIVE LIGHTING AND HOLIDAY DÉCOR; AND
APPROVAL OF A PURCHASE ORDER FOR FISCAL YEAR 2023-24 IN THE NOT-TO-EXCEED AMOUNT OF $3,300,000. (PW)
Comment: Amends Agreement No. 351-22 originally approved by Council on June 14, 2022. The amendment will increase the consideration by $3,300,000 for a total not-to-exceed consideration amount of $6,300,000 and an annual purchase order of $3,300,000.
ITEM 16 AMENDMENT NO. 4 TO THE AGREEMENT BETWEEN THE CITY OF
BEVERLY HILLS AND AAA FLAG & BANNER MANUFACTURING
COMPANY, INC. FOR BANNER AND SIGNAGE FABRICATION AND
INSTALLATION SERVICES FOR THE METRO PURPLE LINE EXTENSION PROJECT; AND
APPROVAL OF A CHANGE PURCHASE ORDER FOR FISCAL YEAR 2023- 24 FOR $310,000 FOR A TOTAL NOT-TO-EXCEED AMOUNT OF
$1,154,000.
Comment: Amends Agreement No. 305-18 originally approved by Council on June 5, 2018. The amendment will increase the consideration by $310,000 for a total not-to-exceed consideration amount of $1,154,000 and a change purchase order of $310,000. (PW)
INTRODUCTION
The City conducts transactions with vendors using agreements and purchase orders. As opposed to issuing a purchase order for every transaction, repetitive and pre-specified purchases can benefit from blanket purchase order (BPO) issuance. BPOs streamline the purchasing process by enabling the City to issue one consolidated purchase order to a vendor for goods or services at a pre-determined price that remains in effect for the entire fiscal year. BPOs are also issued each year for multi-year contracts approved by the City Council. This process ensures that expenditures in any given year of a multiyear contract term are carefully measured and accounted for in each department’s encumbrances. In developing the list of BPOs for the upcoming fiscal year, the Finance Department works collaboratively with all City departments which obtain pricing from vendors with repetitive and recurring purchasing activity and also to project expenditures on an annual scale instead of an individual transaction basis. These projections result in BPOs of various amounts described herein. The goods and services indicated on a BPO are provided by vendors on an as-needed basis throughout the fiscal year, but the stability of secured pricing if and when goods and services are requested is a benefit to the City. Due to the nature of some of the goods and services provided, agreements may also be required. This report requests the City Council approve 12 agreements and four (4) amendments related to annual purchases and services, as well as authorize the issuance of 94 BPOs described herein.
Meeting Date: June 6, 2023
DISCUSSION
Every fiscal year, the City issues BPOs to vendors that provide goods and services to City departments. By issuing vendors one purchase order rather than several, the City:
• Increases its efficiency;
• Saves money through better pricing;
• Helps departments reduce delays in obtaining goods or services necessary to perform their duties; and
• Provides greater fiscal transparency in departmental expenditures through the disclosure of an entire fiscal years’ worth of anticipated expenses with major vendors.
When small purchases are consolidated into one large BPO purchase, the City receives the added benefit and protection of formal bidding and/or exemption from bidding that requires City Council or City Manager approval. While the agreements may be for one or more years, the purchase orders included are for one fiscal year and the requirements and approval limits are outlined by the Beverly Hills Municipal Code (BHMC), supplemented by administrative regulation.
As it relates to services, BPOs are issued to identify specific projects under an agreement, or to encumber an annual amount for a single fiscal year associated with a multi-year contract.
Bidding Requirements and Exceptions
In making a purchasing decision, the City may conduct a bid, in which award is generally made to the lowest responsive and responsible bidder, or through a Request for Proposal (RFP) solicitation, which can be awarded by assessing the following factors in addition to cost:
• The reliability of a product;
• The ability of a vendor to provide continuing service; • Current usage of proprietary products by the City;
• Timely availability, quality, location; and
• Vendor experience and performance.
The amounts for the agreements, amendments, and BPOs listed in this report were determined following bidding efforts described above and in compliance with BHMC Section 3-3-204. Where applicable, exceptions to bidding requirements (BHMC Section 3-3-112) and alternative bidding procedures (BHMC Section 3-3-205) are noted. One BPO with HASA, Inc. for the purchase of water treatment chemicals (refer to Attachment 1, BPO #88) involves an exception to the City’s bidding award procedures.
As it relates to this BPO, City solicited bids for various chemicals related to water treatment and operations. The chemical types and awarded vendors can be found in the table below:
Meeting Date: June 6, 2023
Chemical Type Awarded Vendor Award Amount
Hydrofluorosilic Acid, 23%-25%,
Sodium Bisulfite, 38%, Ferric
Sulfate, 60%
Brenntag Pacific, Inc. $31,461.54
Sulfuric Acid, 93% Pacific Star Chemical $61,911.30
Liquid Ammonium Sulfate, 10% Hill Brothers Chemical Company $95,938.43 Sodium Hydroxide, 50% Univar USA Inc. $101,900.70
Sodium Hypoclorite, 12.5% HASA, Inc. $397,485.00
The purchase of all chemicals was awarded to the lowest bidder for each chemical type, with the exception of Sodium Hypoclorite, 12.5% The lowest bid received for this chemical type, from JCI Jones Chemicals, Inc., noted exceptions/deviations from their bid which resulted in the rejection of the bid. With Council’s approval of this BPO, the lowest bid for Sodium Hypoclorite, 12.5%, will be rejected and awarded to the second lowest bidder HASA, Inc.
BPO Approval Authority and Benefits
Pursuant to BHMC Section 3-3-107, the BPOs being presented in this report (Attachment 1) require City Council approval as the total not-to-exceed amount of each BPO exceeds $100,000. BPOs with amounts less than $100,000 are approved by the City Contracting Officer corresponding with the Purchasing Levels and purchase amounts indicated in BHMC 3-3-107.
BPOs are issued for the convenience of the City and its operational needs, and affords the City purchasing flexibility in the following ways:
• A BPO can be canceled at any time at the City’s sole discretion; • The amount associated with any BPO is a not-to-exceed amount, therefore the City is under no obligation to spend any or all funds encumbered by a BPO; and • All BPOs automatically expire on June 30 of the fiscal year in which it is issued.
BPO Year-Over-Year Comparison
The vendors and dollar amounts listed in Attachment 1 are for items which are included in the Fiscal Year 2023-24 budget and total $57,172,325.68. As a comparison, BPO requests for previous years are as follows:
FY 2021-22 FY 2022-23 FY 2023-24
BPO Amount $42,231,151.74 $39,622,301.18 $57,172,325.68 No. of BPOs 62 63 94
No. of Agreements 12 11 12
No. of Amendments 4 4 4
Pursuant to BHMC Section 3-3-107, the BPOs being presented in this report require City Council approval as the total not-to-exceed amount of each BPO exceeds $100,000.
Variation from year to year reflects the readiness of individual requests to be included on the Finance Department’s annual agenda item. Requests that are not ready by the internal deadlines set by the Finance Department for this annual request are presented as separate items to the City Council by the respective requesting department. Due to process improvements over the last year and continued coordination and planning with all departments, departments were able to successfully meet deadlines for inclusion of their requests in the Finance Department’s annual BPO report, as seen by the increase Meeting Date: June 6, 2023
in number of BPOs contained in this fiscal year’s request. This fiscal year’s BPO requests represent an increase of $17,550,024.50 compared to last year’s requests.
While some variation is due to fluctuations in existing BPO amounts by vendor, this year’s list of BPOs includes large-dollar requests that were not included in last year’s request because they are new engagements; continuing engagements involving a new BPO amount more than $100,000; or were otherwise presented to Council independently by a department last fiscal year. Examples of BPOs new to this year’s request include:
• POs related to the Nurse Practitioner program ($1,537,392) • PO with George S. Hall Company for facilities engineering operations and facilities maintenance at tenant locations ($3,709,637) • PO with Liftech for elevator maintenance and repair services ($576,620) • Police Department POs for photo red light enforcement program services and staffing and maintenance of the jail facility ($1,770,131) • PO with Utopia Worldwide, Inc. for year-round Citywide decorative lighting and holiday décor ($3,300,000)
• PO with the City of Los Angeles Department of Animal Services for animal care and control services ($456,000)
• PO with HASA, Inc. for water treatment chemicals ($397,485) • PO with International Parking Systems (IPS Group) for single and multi-space parking meter management ($603,500)
The Finance Department’s annual BPO request to Council is intended to accommodate most typical situations involving the need for an agreement, amendment, or purchase order approval. However, where an appropriation or additional detail is required regarding an agreement, amendment or purchase order, departments will present such items directly to Council for approval rather than include them on the Finance Department’s annual report.
FISCAL IMPACT
Funds for each of the BPOs requested in Attachment 1 are included in the Fiscal Year 2023-24 budget, which is anticipated to be adopted by City Council on June 27, 2023.
The total of all blanket purchase orders requested within this report is $57,172,325.68.
Tatiana Szerwinski,
Assistant Director of Finance
Jeff S. Muir,
Director of Finance
Approved By Approved By
Attachment 1
ATTACHMENT 1:
FISCAL YEAR 2023-24 BLANKET PURCHASE ORDERS
BPO # Department Category Classification Vendor Name Description Amount 1 350 BUILDING AND FACILITIES
MAINTENANCE
JANITORIAL MAINTENANCE
SERVICE AND SUPPLIES MERCHANTS BLDG & MAINTENANCE CITYWIDE MONTHLY CUSTODIAL ($1,141,292); CUSTODIAL SERVICES - PARKS ($322,968); AS-NEEDED SPECIALIZED CLEANING ($391,879) $1,856,139.00 2 350 BUILDING AND FACILITIES
MAINTENANCE
PARKS AND LANDSCAPE
MAINTENANCE WEST COAST ARBORISTS INC CITYWIDE TREE TRIMMING AND MAINTENANCE ($1,740,000); TREE REMOVAL AND REPLACEMENT ($600,000) $2,340,000.00
3 350 BUILDING AND FACILITIES
MAINTENANCE
PARKS AND LANDSCAPE
MAINTENANCE LANDCARE HOLDINGS LANDSCAPE MAINTENANCE SERVICES FOR CITY PARKS AND FACILITIES $820,380.00 4 350 BUILDING AND FACILITIES
MAINTENANCE
PARKS AND LANDSCAPE
MAINTENANCE BEVERLY HILLS ACQUISITION, LLC PUBLIC GARDENS MAINTENANCE AND SOD REPLACEMENT ($214,134); INSURANCE ($118,000); OTHER MAINTENANCE ($20,000) $352,134.00
5 350 BUILDING AND FACILITIES
MAINTENANCE
JANITORIAL MAINTENANCE
SERVICE AND SUPPLIES GEORGE S. HALL COMPANY
AS-NEEDED FACILITIES ENGINEERING OPERATIONS AND MECHANICAL MAINTENANCE ($3,351,350); FACILITIES MAINTENANCE AT TENANT LOCATIONS ($314,224); AS-NEEDED FACILITIES MAINTENANCE AT TENANT LOCATIONS ($44,063)
$3,709,637.00
6 350 BUILDING AND FACILITIES
MAINTENANCE
JANITORIAL MAINTENANCE
SERVICE AND SUPPLIES LIFTECH ELEVATOR SERVICES, INC. MONTHLY ELEVATOR MAINTENANCE ($519,120); AS-NEEDED SERVICING ($57,500) $576,620.00
TOTAL BUILDING AND FACILITIES MAINTENANCE: $9,654,910.00 7 200 VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
EQUIPMENT - MAINTENANCE
AND MATERIAL ALLSTAR FIRE EQUIPMENT INC FIRE AND OTHER SAFETY EQUIPMENT $119,742.27 8 310 VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
METASOURCE, LLC
DOCUMENT IMAGING AND DIGITIZATION $510,000.00
9 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
CDW GOVERNMENT W/AGREEMENT IT CONSULTING SERVICES, MISCELLANEOUS HARDWARE, SOFTWARE AND EQUIPMENT, AS NEEDED $2,165,000.00
10 310 VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
DELL MARKETING L.P.
DELL COMPUTERS, HARDWARE, SOFTWARE AND EQUIPMENT AS NEEDED $300,000.00 11 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
GRANICUS, INC LIVE AND ON DEMAND VIDEO STREAMING SERVICES AND CLOSED CAPTIONING FOR CITY COUNCIL AND COMMISSION MEETINGS $146,462.70 12 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
INFOR PUBLIC SECTOR, INC. PW WORK ORDER AND ASSET MANAGEMENT SYSTEMS ANNUAL MAINTENANCE AND SUPPORT $332,371.26
13 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
INTEGRATED MEDIA TECHNOLOGIES ANNUAL MAINTENANCE AND SUPPORT FOR EXTREME NETWORK GEAR AND NETWORK SECURITY APPLIANCES $175,625.31
14 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
ISSQUARED, INC W/AGREEMENT NETWORK ENGINEERING SERVICES $125,000.00 15 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
MAINLINE INFORMATION SYSTEMS
W/AGREEMENT
SERVICES FOR CITYWIDE COMMUNITY VIDEO SECURITY PROJECTS AND
OTHER CITYWIDE INITIATIVES, INCLUDING RELATED HARDWARE,
SOFTWARE, AND EQUIPMENT, AS NEEDED
$1,785,000.00
16 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
MAINLINE INFORMATION SYSTEMS INFINIDAT AND CAPCITY ON DEMAND SUBSCRIPTION $102,016.00 17 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
MOTOROLA SOLUTIONS, INC.
MOTOROLA RADIO DEPOT SERVICE FOR LEGACY EQUIPMENT ($15,000);
MOTOROLA RADIOS AND RADIO RELATED HARDWARE, SOFTWARE AND EQUIPMENT AS NEEDED ($1,100.000)
$1,115,000.00
18 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
SENSERA SYSTEMS, INC. WIRELESS CCTV CAMERA ACCESS AND MANAGEMENT – SOFTWARE AS A SERVICE LICENSING AND MAINTENANCE $324,864.00
19 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE TOWNE COMMUNICATIONS, INC
AVAYA TELECOMMUNICATIONS SYSTEMS MAINTENANCE AND SUPPORT, REDSKY 9-11 ANYWHERE MAINTENANCE AND SUPPORT, BBX VUESION
MAINTENANCE AND SUPPORT, AND MUTARE GIST MAINTENANCE AND SUPPORT ($259,763.68); TELECOMMUNICATIONS CONSULTING SERVICES ($100,000)
$413,839.50
20 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
TYLER TECHNOLOGIES, INC
MUNIS ANNUAL MAINTENANCE AND SUPPORT FOR THE CITY'S
ENTERPRISE RESOURCE MANAGEMENT; COMPUTER AIDED DISPATCH & RECORDS MAINTENANCE SYSTEM. FN & PD
$640,118.80
21 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
VIDEO TO IP CONSULTING SERVICES, INC
W/AGREEMENT CONSULTING SERVICES FOR INFORMATION TECHNOLOGY $125,000.00
22 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
XEROX CAPITOL SERVICES, LLC LEASE OF CITYWIDE MULTIFUNCTION DEVICES (COPY/PRINT/SCAN) $325,000.00 23 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE CITY OF GLENDALE
JOINT POWERS AUTHORITY (JPA) FOR INTERAGENCY COMMUICATIONS
INTEROPABILITY SYSTEM INCLUDING MOTOROLA SERVICE AGREEMENT,
SYSTEM UPGRADES, APPORTIONED SHARE OF SREVICE UPGRADES
($169,049.72), JPA ANNUAL DUES ($50,000)
$219,049.72
24 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
XO COMMUNICATIONS SERVICES LLC INTERNET SERVICE PROVIDER, AND RELATED NETWORK AND DATA CENTER SERVICES $110,000.00
25 310
VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE
GRAYBAR ELECTRICAL CO., INC. ELECTRICAL PARTS AND COMPONENTS FOR CITY-WIDE NETWORK AND INFRASTRUCTURE $150,000.00
26 MULTIPLE VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE AT&T MOBILITY II, LLC WIRELESS SERVICES $636,239.96 27 MULTIPLE VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
INFORMATION SYSTEMS -
MAINTENANCE, MATERIAL, AND
SOFTWARE VERIZON WIRELESS WIRELESS SERVICES $174,282.60 28 350 VEHICLES, EQUIPMENT, AND
INFORMATION SYSTEMS
VEHICLES - MAINTENANCE AND
MATERIAL
TRUMAN ARNOLD COMPANIES GASOLINE AND DIESEL FUEL PURCHASES $1,100,000.00 29 350 MATERIALS AND SUPPLIES MOTOR VEHICLE PARTS AND
ACCESSORIES
CLEAN ENERGY COMPRESSED NATURAL GAS & LOW CARBON FUEL $200,000.00 30 350 MATERIALS AND SUPPLIES INFRASTRUCTURE MATERIALS
AND SUPPLIES
DANA SAFETY SUPPLY UPFITTING PUBLIC SAFETY VEHICLES $180,000.00 TOTAL VEHICLES, EQUIPMENT AND INFO SYSTEMS: $11,474,612.12
BUILDING AND FACILITIES MAINTENANCE
VEHICLES, EQUIPMENT AND INFORMATION SYSTEMS
ATTACHMENT 1:
FISCAL YEAR 2023-24 BLANKET PURCHASE ORDERS
BPO # Department Category Classification Vendor Name Description Amount 31 200 MATERIALS AND SUPPLIES FIRE AND OTHER SAFETY
SUPPLIES L N CURTIS & SONS FIRE AND OTHER SAFETY EQUIPMENT $104,530.04 32 350 MATERIALS AND SUPPLIES INFRASTRUCTURE MATERIALS
AND SUPPLIES GRAYBAR ELECTRICAL CO., INC. ELECTRICAL REPLACEMENT PARTS AND COMPONENTS $105,000.00 33 MULTIPLE MATERIALS AND SUPPLIES INFRASTRUCTURE MATERIALS AND SUPPLIES GRAINGER HARDWARE, SUPPLIES, SMALL TOOL $222,500.00 34 MULTIPLE MATERIALS AND SUPPLIES MISC. MATERIALS AND SUPPLIES AMAZON.COM SERVICES, INC. ONLINE OFFICE SUPPLIES $299,500.00 35 MULTIPLE MATERIALS AND SUPPLIES OFFICE SUPPLIES ODP BUSINESS SOLUTIONS, LLC OFFICE SUPPLIES $108,550.00 36 MULTIPLE MATERIALS AND SUPPLIES UNIFORMS, SHOES, ETC. GALLS, LLC CLOTHING $485,000.00 37 MULTIPLE MATERIALS AND SUPPLIES MISC. MATERIALS AND SUPPLIES HOME DEPOT HARDWARE, SUPPLIES, SMALL TOOL $26,500.00 TOTAL MATERIALS AND SUPPLIES: $1,351,580.04
38 130 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES LIEBERT CASSIDY WHITMORE EMPLOYEE RELATIONS & NEGOTIATIONS $200,000.00 39 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES FLYING LION, INC. REMOTE DRONE PILOTS $300,000.00 40 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES UNIVERSAL PROTECTION SERVICE, LP STAFFING & MAINTENANCE OF BEVERLY HILLS CITY JAIL $933,160.53 41 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES VITAL MEDICAL SERVICES, LLC MEDICAL SERVICES IN THE CITY'S JAIL $277,200.00 42 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES CONDUENT STATE & LOCAL SOLUTIONS PHOTO RED LIGHT ENFORCEMENT PROGRAM SERVICES $836,971.20 43 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
OTHER CONTRACTUAL SERVICES AXON ENTERPRISE, INC. BODY CAMERA HARDWARE AND SYSTEM MAINTENANCE $286,000.00 44 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
OTHER CONTRACTUAL SERVICES CITY OF GLENDALE W/AGREEMENT CRIME LABORATORY SERVICES $180,000.00 45 170 PROFESSIONAL AND
CONTRACTUAL SERVICES
OTHER CONTRACTUAL SERVICES JULIUS J. GUAY REAL TIME WATCH CENTER PROJECT MGMT/CONSULTING $100,000.00 46 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES PARTNERS IN CARE FOUNDATION, INC NURSE PRACTITIONER PROGRAM $236,520.00 47 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES TARA S. ABRAMS NURSE PRACTITIONER PROGRAM $200,000.00 48 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES KARLA B. SONNIER NURSE PRACTITIONER PROGRAM $200,000.00 49 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES THERESE MARIE DONNELLY NURSE PRACTITIONER PROGRAM $200,000.00 50 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES ERIN WEST NURSE PRACTITIONER PROGRAM $200,000.00 51 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES ALEA FOSTER NURSE PRACTITIONER PROGRAM $200,000.00 52 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES CAROLINE JACK NURSE PRACTITIONER PROGRAM $183,872.00 53 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES
MARC R. COHEN, MD, PROFESSIONAL
CORPORATION NURSE PRACTITIONER PROGRAM $117,000.00
54 200 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES WITTMAN ENTERPRISES, LLC AMBULANCE BILLING AND COLLECTIONS SERVICES $116,203.50 55 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES
CITY OF LOS ANGELES (DEPT. OF ANIMAL
SERVICES) ANIMAL CARE AND CONTROL SERVICES $456,000.00
56 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
ONGOING CONTRACTUAL
SERVICES
LOS ANGELES COUNTY DEPARTMENT OF
PUBLIC WORKS LA COUNTY GENERAL SERVICES $144,000.00
57 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
OTHER CONTRACTUAL SERVICES MV TRANSPORTATION, INC. TRANSIT SERVICES $1,010,962.10 58 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
OTHER CONTRACTUAL SERVICES HF&H CONSULTANTS, LLC SOLID WASTE CONSULTING SERVICES $130,000.00 59 MULTIPLE PROFESSIONAL AND
CONTRACTUAL SERVICES
OTHER CONTRACTUAL SERVICES CINTAS CORPORATION LAUNDRY AND CLEANING SERVICES $157,900.00 60 310 PROFESSIONAL AND
CONTRACTUAL SERVICES
PRINTING AND MAILING QUADIENT INC. (FORMERLY NEOPOST) CITYWIDE POSTAGE FOR CENTRALIZED MAILING $180,000.00 61 MULTIPLE PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONSULTING SERVICES
ROBERT HALF INTERNATIONAL, INC. W/
AGREEMENT PROVIDE TEMPORARY STAFFING $340,000.00
62 050 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES DAPEER, ROSENBLIT & LITVAK LLP MUNICIPAL CODE PROSECUTIONS $770,000.00 63 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES GREENBERG GLUSKER FIELDS ET AL, LLP SPECIAL COUNSEL SERVICES FOR NEGOTIATIONS OF DAS $500,000.00 64 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES CSG CONSULTANTS INC. PLAN REVIEW AND SUPPLEMENTAL SERVICES $200,000.00 65 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES J. LEE ENGINEERING, INC PLAN REVIEW SERVICES AND SUPPLEMENTAL CONSULTING SERVICES $550,000.00 66 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES J. LEE ENGINEERING, INC SOFT-STORY SEISMIC PLAN REVIEW $50,000.00 67 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES DIRTONU, INC. AS-NEEDED GEOTECHNICAL ENGINEERING PEER REVIEW CONSULTING SERVICES $150,000.00
68 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES ZF ALEXANDER INC. AS NEEDED CONSULTING SERVICES RELATED TO ON-SITE CONSTRUCTION ACTIVITY MONITORING SERVICES $200,000.00
69 310 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES FIRST TEK, INC W/AGREEMENT INFORMATION TECHNOLOGY CONSULTING SERVICES RELATED TO CITYWIDE EGOV PROJECTS AND DOCUMENT IMAGING $270,000.00 70 310 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES EDGESOFT INC. W/AGREEMENT PROFESSIONAL SERVICES RELATED TO EGOV INITIATIVES, CITYWIDE APPLICATION DEVELOPMENT AND RELATED SERVICES $375,000.00 71 310 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES UPTOWN SERVICES, LLC W/AGREEMENT IT CONSULTING SERVICES RELATED TO NETWORK INFRASTRUCTURE $350,000.00 72 350
PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES
SAFE SIDEWALKS INCORPORATED DBA
PRECISION CONCRETE CUTTING W/
AMENDMENT
SIDEWALK SURVEY INSPECTION AND ON-CALL TRIP HAZARD REMOVAL $694,225.33 73 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES UTOPIA WORLDWIDE, INC. W/ AMENDMENT YEAR-ROUND CITYWIDE DECORATIVE LIGHTING AND HOLIDAY DÉCOR $3,300,000.00 74 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES
AAA FLAG & BANNER MANUFACTURING
COMPANY, INC. W/AMENDMENT
BANNER AND SIGNAGE FABRICATION AND INSTALLATION SERVICES FOR THE METRO PURPLE LINE EXTENSION PROJECT $310,000.00
75 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES LAYNE CHRISTENSEN COMPANY WATER WELL AND PUMP-RELATED MAINTENANCE AND REPAIR SERVICES $143,373.16
TOTAL MATERIALS AND SUPPLIES
PROFESSIONAL AND CONTRACTUAL SERVICES
ATTACHMENT 1:
FISCAL YEAR 2023-24 BLANKET PURCHASE ORDERS
BPO # Department Category Classification Vendor Name Description Amount 76 400 YOUTH ONGOING CONTRACTUAL
SERVICES
PARKER-ANDERSON LEARNING CENTER
W/AGREEMENT IN-PERSON AND VIRTUAL AFTERSCHOOL INSTRUCTION $300,000.00 77 400 YOUTH ONGOING CONTRACTUAL
SERVICES BREAKTHROUGH SPORTS LLC AQUATIC CLASSES $200,000.00 78 400 YOUTH ONGOING CONTRACTUAL
SERVICES STEP UP ON SECOND STREET, INC CLASP SUPPORT PROGRAM $106,449.00 79 400 YOUTH ONGOING CONTRACTUAL
SERVICES BILLY SMITH YOUTH BASKETBALL AND VOLLEYBALL SKILLS CLASSES $120,000.00 80 400 LIBRARY ONGOING CONTRACTUAL
SERVICES CENGAGE LEARNING, INC. LIBRARY MATERIALS SERVICES $172,000.00 81 270 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES JAS PACIFIC PLAN REVIEW AND SUPPLEMENTAL CONSULTING SERVICES $110,000.00 82 010 / 350 PROFESSIONAL AND
CONTRACTUAL SERVICES
PROFESSIONAL AND
CONTRACTUAL SERVICES RICHARDS, WATSON & GERSHON
LEGAL SERVICES AND RETAINER ($3,003,929); GROUNDWATER ($55,000); SOLID WASTE RESIDENTIAL ($2,902); SOLID WASTE COMMERCIAL ($2,902); METR1 ($20,381.25); METR2 ($61,143.75) $3,003,929.00
$19,060,765.82
83 170 ENTERPRISE FUND OPERATIONS PARKING OPERATIONS DATA TICKET, INC. PARKING CITATION AND PERMIT MANAGEMENT SYSTEM $373,480.00 84 350 ENTERPRISE FUND OPERATIONS PARKING OPERATIONS INTERNATIONAL PARKING SYSTEMS (IPS GROUP)
SINGLE & MULTI-SPACE METER MANAGEMENT $603,500.00
85 350 ENTERPRISE FUND OPERATIONS SOLID WASTE AND REFUSE
DISPOSAL
ARAKELIAN ENTERPRISES, INC. SOLID WASTE COLLECTION SERVICES $13,313,892.00 86 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM WECK ANALYTICAL WATER SAMPLING AND ANALYSIS $150,000.00 87 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM EUROFINS EATON ANALYTICAL, LLC WATER METER COMPONENTS AND PARTS $100,100.00 88 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM HASA, INC. CHEMICALS FOR WATER TREATMENT Bid Process Note: The lowest bid received for Sodium Hypoclorite, 12.5% from JCI Jones Chemicals, Inc. noted exceptions/deviations from their bid which resulted in the rejection of the bid. Staff requests Council rejection of the lowest bid for Sodium Hypoclorite, 12.5%, and award to the second lowest bidder HASA, Inc.
$397,485.00
89 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM ACLARA TECHNOLOGIES LLC WATER METER COMPONENTS AND PARTS $135,000.00 90 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM TESCO CONTROLS INC INTEGRATION SERVICES FOR SCADA SYSTEM $200,000.00 91 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM UNIVAR USA INC. WATER TREATMENT PLANT CHEMICALS $101,900.70 92 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM HACH COMPANY CHEMICAL REAGENTS $100,100.00 93 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM JENSEN ENTERPRISES INC METER VAULTS $155,000.00 94 350 ENTERPRISE FUND OPERATIONS WATER SYSTEM GRISWOLD INDUSTRIES, DBA CLA-VAL
W/AMENDMENT
CLA-VAL VALVES ROUTINE MAINTENANCE SERVICES $60,000.00
TOTAL ENTERPRISE FUND OPERATIONS: $15,630,457.70
$9,654,910.00
$11,474,612.12
$1,351,580.04
$19,060,765.82
$15,630,457.70
$57,172,325.68
TOTAL PROFESSIONAL AND CONTRACTUAL SERVICES:
ENTERPRISE FUND OPERATIONS
TOTAL:
BUILDING & FACILITIES MAINTENANCE:
VEHICLES, EQUIPMENT, & INFORMATION SYSTEMS:
MATERIALS & SUPPLIES:
PROFESSIONAL & CONTRACTUAL SERVICES:
ENTERPRISE FUND OPERATIONS:
Attachment 2
B0785-0001\2805876v2.doc
AGREEMENT
BETWEEN THE CITY OF BEVERLY HILLS
AND THE CITY OF GLENDALE
FOR CRIME LABORATORY SERVICES
NAME OF CONTRACTOR: City of Glendale
RESPONSIBLE PRINCIPAL OF CONTRACTOR: Mark Stainbrook, Chief of Police CONTRACTOR'S ADDRESS:
City of Glendale
131 North Isabel Street
Glendale, CA 91206
Attention: Catherine Nguyen, Laboratory
Director
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Mark Stainbrook, Chief of Police
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: Not to exceed $175,000 including contingency work not to exceed $5,000
Total not to exceed $ 180,000
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 2 B0785-0001\2805876v2.doc
AGREEMENT
BETWEEN THE CITY OF BEVERLY HILLS
AND THE CITY OF GLENDALE
FOR CRIME LABORATORY SERVICES
This agreement (“Agreement”), dated as of _____________, 2023 (“Effective Date”) is by and between the City of Glendale, a municipal corporation (“Glendale”) and the City of Beverly Hills, a municipal corporation (“Agency”) (collectively, “Parties” or individually “Party”).
R E C I T A L S
WHEREAS, Glendale represents that through its Crime Laboratory, also known as the Verdugo Regional Crime Laboratory, it is qualified in providing DNA analysis and other forensic related services for criminal investigations; and
WHEREAS, in the judgment of Agency, it is necessary and desirable to enter into an agreement with Glendale for crime laboratory services.
NOW, THEREFORE, in consideration of the foregoing recitals and the mutual covenants contained herein, the parties hereto agree as follows:
A G R E E M E N T
1. Scope of Services
1.1. Specified Services. At the request of Agency, Glendale shall perform the crime laboratory services described in Exhibit “A” attached hereto and incorporated herein by this reference (“Scope of Work”).
1.2. Glendale shall provide all personnel, supervision, supplies, training, and equipment necessary to perform the analysis and services as required in this Agreement.
1.3. Primary Point of Contact. Glendale will designate a primary analyst for the Agency.
To the extent possible, and consistent with good laboratory management, the primary analyst will function as a liaison with and oversee the work submitted by the Agency.
1.4. If Glendale is unable or unwilling to perform any specific services requested at or within the time specified by Agency, Glendale shall provide reasonable written notice to Agency, and Glendale shall not be obligated to perform those services. If a conflict arises between the body of this Agreement and Exhibit “A”, the provisions in the body of this Agreement shall control.
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 3 B0785-0001\2805876v2.doc
1.5. Extra services, changed work, or other changes to this Agreement may be authorized only by written amendment to this Agreement.
2. Term
2.1 This Agreement’s term shall be from July 1, 2023 through June 30, 2024, unless terminated earlier in accordance with the provisions of Article 4.
2.2 Discussions for Renewal
Prior to the expiration of this Agreement, the Parties shall discuss the renewal of this Agreement.
2.2.1. In order to facilitate discussions for a continued relationship between the Parties for a renewal of this Agreement, Glendale shall provide to Agency no later than on January 31, 2023:
1) A proposed fee for the Scope of Work to be effective on July 1, 2024; and
2) Proposed rate adjustments for the services set forth in Exhibit “B”.
2.2.2. The Parties shall reach a preliminary decision, by no later than March 1, 2024, on whether to renew this Agreement and on the renewal fee and rate adjustments described immediately above. The Parties acknowledge and agree that said preliminary decision shall be subject to approval by Agency’s City Council. Upon renewal, this Agreement may be subject to new or additional terms and conditions which must be approved in writing by the Parties.
3. Payment
3.1 Agency agrees to pay Glendale the sum of One Hundred Seventy-Five Thousand Dollars ($175,000.00) for the processing of DNA samples submitted by Agency to Glendale for analysis. Agency shall make such payment to Glendale on or before September 1, 2023. Attached as Exhibit “B” hereto and incorporated herein by this reference is the quote for 350 samples at $500 per sample.
3.2. If the Agency exceeds 350 samples during the term of this Agreement, Glendale will notify the Agency. The Agency may elect to process additional samples in accordance with rates set forth in Exhibit “C” which is attached hereto and incorporated by this reference or the Parties may agree in writing to a supplementary payment to Glendale to provide crime laboratory services for the balance of the term.
3.3 If court testimony is requested outside Los Angeles County, the cost shall be charged to Agency in addition to the charge(s) for crime laboratory services. The Agency shall reimburse Glendale for the full costs, at the employee’s then current rate of pay, to Glendale of having the witness testify, including:
a. The full costs of the witness’ round trip travel between Glendale and the place of testimony.
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 4 B0785-0001\2805876v2.doc
b. The full cost of the witness’ salary and benefits while travelling and stating in the area where he/she is to testify.
c. The full cost of the witness’ meals and lodging while travelling to and from and staying in the area where he/she will testify.
d. Any other expenses that may be incurred by Glendale or the witness connection with the witness testimony.
e. Agency shall pay Glendale the balance of the cost for the testimony of the Glendale employee witness within thirty (30) days after the billing date on the invoice.
3.4. If services are provided pursuant to Section 3.2 (using Exhibit “B”) or Section 3.3 above, Glendale shall invoice Agency monthly for services provided in the preceding month. Agency shall pay Glendale’s invoices within thirty (30) days of submission. Late payments are subject to late penalties and interest.
3.6 Contingency. Agency authorizes an additional amount not to exceed $5,000.00 for work performed by City pursuant to Section 3.3 of this Agreement.
4. Termination
4.1 Termination Without Cause. Notwithstanding any other provision of this Agreement, at any time and without cause, either party shall have the right in its sole discretion, to terminate this Agreement by giving six (6) months written notice to the other Party.
4.2 Termination for Cause. Notwithstanding any other provision of this Agreement, should either party fail to perform its obligations hereunder, within the time and in the manner provided, or otherwise violate any of the terms of this Agreement, the other party may immediately terminate this Agreement by giving the breaching party written notice of such termination, stating the reason for termination.
4.3 The Parties hereto understand that this Agreement is contingent upon the appropriation of sufficient funding by Glendale, which Glendale retains in its absolute and sole discretion, for the services covered by this Agreement. If funding is reduced or eliminated by Glendale for the services covered by this Agreement, Glendale has the option to either terminate this Agreement without notice and with no liability occurring to Glendale or to offer an amendment to this Agreement indicating the reduced amount of services that can be provided to Agency.
Agency shall be entitled to receive a pro-rated refund if there is insufficient funding, or if either party chooses to terminate the Agreement during the fiscal year provided six (6) months’ notice to the other Party is given.
4.4 Delivery of Work Product and Final Payment Upon Termination. In the event of termination, Glendale, within thirty (30) days following the date of termination, shall deliver to Agency at Agency’s expense all materials and work product subject to DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 5 B0785-0001\2805876v2.doc
Section 9.2 and shall submit to Agency an invoice showing the services performed, hours worked, and copies of receipts for reimbursable expenses up to the date of termination.
4.5 Payment Upon Termination. Upon termination of this Agreement by Agency, Glendale shall be entitled to receive full payment for all services rendered and expenses incurred hereunder. If services which have been rendered are to be paid on a per hour basis, Glendale shall be entitled to receive as full payment an amount equal to the number of hours worked prior to the termination multiplied by the applicable hourly rate. Glendale shall also be paid and reimbursed for the time and expense to deliver to Agency the materials and work product described in Section 4.4.
4.6 Authority to Terminate. Each Party’s governing body has the authority to terminate this Agreement. In addition, each Party’s City Manager, in consultation with its City Attorney and Chief of Police, shall have the authority to terminate this Agreement.
5. Insurance
With respect to performance of work under this Agreement, Glendale shall maintain insurance as described below.
5.1. Workers’ Compensation Insurance. Glendale shall maintain Workers’ Compensation insurance with statutory limits as required by the Labor Code of the State of California. The requirements of this section may be satisfied by the provision of similar coverage through a self-insurance program.
5.2. Liability Insurance. Glendale shall maintain or cause to be maintained the following insurance coverage: (1) a policy of commercial general liability with limits of liability not less than one million ($1,000,000) per occurrence and two million ($2,000,000) annual aggregate; and (2) a policy of professional errors and omissions liability with limits of liability not less than one million ($1,000,000) per occurrence/aggregate.
The requirements of this section may be satisfied by the provision of similar coverage through a self-insurance program.
5.3. Automobile Insurance. Glendale shall maintain or cause to be maintained automobile liability insurance covering bodily injury and property damage in an amount no less than One Million Dollars ($1,000,000) combined single limit for each occurrence.
Said insurance shall include coverage for owned, hired, and non-owned vehicles.
The requirements of this section may be satisfied by the provision of similar coverage through a self-insurance program.
5.4 Documentation. Upon request, Glendale shall provide a Certificate of Insurance or Letter of Self-Insurance certifying that the coverages required by this Agreement have been obtained and will be maintained for the term of this Agreement.
6. Indemnification
In lieu of and notwithstanding the pro rata risk allocation which might otherwise be imposed between the parties pursuant to Government Code section 895.6, the parties agree that all losses or liabilities incurred by a party shall not be shared pro rata but instead the parties agree that pursuant to Government Code section 895.4, each party hereto shall DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 6 B0785-0001\2805876v2.doc
fully indemnify and hold each of the other parties, their officers, agents and employees, harmless from any claim, expense or cost, damage or liability imposed for injury (as defined by Government Code section 810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the indemnifying party, its officers, agents, or employees, under or in connection with or arising out of any work, authority or jurisdiction delegated to such party under this Agreement. No party, nor any officer, agent, or employee thereof shall be responsible for any damage or liability occurring by reason of the negligent acts or omissions or willful misconduct of other parties hereto, their officers, agents, or employees, under or in connections with or arising out of any work, authority or jurisdiction delegated to such other parties under this Agreement.
7. Authority to Proceed and Force Majeure
The execution of this Agreement shall constitute Glendale’s authority to proceed immediately with the performance of this Agreement. Performance of services hereunder shall be completed within the time required herein, provided, however that if the performance is delayed by earthquake, flood, high water, or other Act of God or by strike, lockout, or similar labor disturbances, the time for Glendale’s performance of this Agreement shall be extended by a number of days equal to the number of days Glendale has been delayed.
8. Independent Contractor Status of Glendale and Agency
8.1. Glendale is, and shall at all times be deemed to be, an independent contractor. Nothing contained herein shall be construed as creating the relationship of employer and employee or principal and agent between Agency and Glendale or any of Glendale’s officers, agents or employees. Glendale, its officers, agents, and employees shall not be entitled to any rights or privileges of Agency employees and shall not be considered in any manner to be Agency employees.
8.2 Agency is, and shall at all times be deemed to be, an independent contractor. Nothing contained herein shall be construed as creating the relationship of employer and employee or principal and agent between Glendale and Agency or any of Agency’s officers, agents or employees. Agency, its officers, agents and employees shall not be entitled to any rights or privileges of Glendale employees and shall not be considered in any manner to be Glendale employees.
9. Records Maintenance, Ownership, and Disclosure
9.1. Glendale shall keep and maintain full and complete documentation and accounting records concerning all services performed that are compensable under this Agreement and shall make such documents and records available to Agency for inspection at any reasonable time upon reasonable notice. Glendale shall maintain such records for a period of four (4) years following completion of work hereunder.
9.2. All original lab reports and supporting documentation shall remain the property and in the custody of Glendale. Copies of lab reports will be provided to Agency upon completion of the cases. Copies of other supporting case documentation shall be provided to Agency only upon specific request for criminal discovery purposes and/or pursuant to subpoena or court order.
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 7 B0785-0001\2805876v2.doc
9.3 Glendale’s employees, agents, and representatives who provide services under this Agreement shall maintain the confidentiality of all persons involved and evidence/information learned in connection with any request for service under this Agreement and shall not disclose any such information without Agency’s consent or court order.
10. Public Records Act
10.1 Agency acknowledges that this Agreement is a public record. This Agreement, its Exhibits, and all documents produced under this Agreement are subject to the California Public Records Act (Government Code Sections 6250 et seq.), including its exemptions. Agency acknowledges that Glendale has no obligation to notify Agency when a request for records is received.
10.2 Agency shall identify in advance all records, or portions of them, that Agency believes are exempt from production under the Public Records Act.
10.3 If Agency claims a privilege against public disclosure or otherwise objects to the records’ disclosure, then:
(1) Agency may, when notified by Glendale of the request, seek protection from disclosure by timely applying for relief in a court of competent jurisdiction; or (2) At the request of Agency, Glendale may either decline to produce the requested information, or redact portions of the documents and produce the redacted records.
10.4 If Agency fails to identify one or more protectable documents, in Glendale’s sole discretion, and without its being in breach of this Agreement or its incurring liability to Agency, Glendale may produce the records— in whole, in part, or redacted— or may decline to produce them.
10.5 Agency shall indemnify, defend (including Agency’s providing and paying for legal counsel for Glendale), and hold harmless Glendale, its officers, agents, employees, and representatives from and against all liability, claims, suits, demands, damages, fines, penalties, costs, or expenses arising out of or alleging Glendale’s refusal to publicly disclose one or more records that Agency identifies as protectable, or asserts is protectable.
11. Authority
Each undersigned hereby represents and warrants that he or she has authority to execute and deliver this Agreement on behalf of the party designated above the undersigned’s signature line.
12. Audit
Upon Agency’s reasonable request, Glendale shall make available to Agency during normal business hours documents permitting an audit of services under this Agreement. Such DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 8 B0785-0001\2805876v2.doc
documents shall include information relating but not limited to the following: verifying evidence chain of custody processes, evidence testing procedures, security and personnel access, and timeframes related to obtaining results.
13. Statutory Compliance
Glendale agrees to comply with all applicable federal, state, and local laws, regulations, statutes and policies applicable to the services provided under this Agreement as they exist now and as they are changed, amended or modified during the term of this Agreement. Glendale’s failure to comply, after notice and opportunity to cure, shall be cause for termination. Glendale’s failure to comply shall not give rise to liability absent Glendale’s willful misconduct or gross negligence.
14. Demand for Assurance
Each party to this Agreement undertakes the obligation that the other’s expectation of receiving due performance will not be impaired. When reasonable grounds for insecurity arise with respect to the performance of either party, the other may in writing demand adequate assurance of due performance and until such assurance is received may, if commercially reasonable, suspend any performance for which the agreed return has not been received. “Commercially reasonable” includes not only the conduct of a party with respect to performance under this Agreement, but also conduct with respect to other agreements with parties to this Agreement or others. After receipt of a justified demand, failure to provide within a reasonable time, but not exceeding thirty (30) days, such assurance of due performance as is adequate under the circumstances of the particular case is a repudiation of this Agreement. Acceptance of any improper delivery, service, or payment does not prejudice the aggrieved party’s right to demand adequate assurance of future performance. Nothing in this section limits either party’s right to terminate this Agreement pursuant to Article 4.
15. Notices
All notices, invoices, and payments shall be made in writing and shall be given by personal delivery, U.S. Mail first class, U.S. Mail certified, courier service, facsimile, or email. Notices, invoices, and payments shall be addressed as follows:
AGENCY: City of Beverly Hills
Police Department
Attention: Captain Max Subin
464 N. Rexford Drive
Beverly Hills, CA 90210
Tel. No. 310-288-2616
Fax No. 310-246-9353
Email: [email protected]
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 9 B0785-0001\2805876v2.doc
GLENDALE: City of Glendale
Police Department
Attention: Dr. Catherine Nguyen, Laboratory Director
131 N. Isabel Street,
Glendale, CA 91206
Tel. No. 818 937-8667
Fax No. 818 507-0967
Email: [email protected]
All written notices or correspondence sent in the described manner will be presumed “given” to a party on whichever date occurs earliest:
(1) The date of personal delivery;
(2) The third (3rd) business day following deposit in the U.S. mail, when sent by “first class” mail;
(3) The date on which the PARTY or its agent either signed the return receipt or refused to accept delivery, as noted on the return receipt or other U.S.
Postal Service form, when sent by “certified” mail; or
(4) The date of transmission, when sent by facsimile or email.
At any time, by providing written notice to the other party, Glendale or Agency may change the place, or facsimile number, for giving notice.
16. Nondiscrimination
The parties to this Agreement shall comply with all applicable federal, state, and local laws, rules, and regulations in regard to nondiscrimination in employment because of race, color, ancestry, national origin, religion, sex, marital status, age, medical condition, pregnancy, disability, sexual orientation or other prohibited basis.
17. Miscellaneous Provisions
17.1. No Waiver of Breach. The waiver by either Party of any breach of any term or promise contained in this Agreement shall not be deemed to be a waiver of such term or provision or any subsequent breach of the same or any other term or promise contained in this Agreement.
17.2. Assignment. Neither party hereto shall assign, delegate, or transfer any interest in or duty under this Agreement without the prior written consent of the other, and no such transfer shall be of any force or effect whatsoever unless and until the other party shall have so consented.
17.3. Construction. To the fullest extent allowed by law, the provisions of this Agreement shall be construed and given effect in a manner that avoids any violation of statue, ordinance, regulation, or law. The parties covenant and agree that in the event that any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions herein shall remain DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 10 B0785-0001\2805876v2.doc
in full force and effect and shall in no way be affected, impaired or invalidated thereby. The parties acknowledge that they have each contributed to the making of this Agreement and that, in the event of a dispute over the interpretation of this Agreement, the language of the Agreement will not be construed against one party in favor of the other. The parties acknowledge that they have each had an adequate opportunity to consult with counsel in the negotiation and preparation of this Agreement.
17.4. Consent. Wherever in this Agreement the consent or approval of one party is required to an act of the other party, such consent or approval shall not be unreasonably withheld or delayed.
17.5. No Third Party Beneficiaries. Nothing contained in this Agreement shall be construed to create and the parties do not intend to create any rights in third parties.
17.6 Applicable Law. California’s laws govern this Agreement’s construction and interpretation. Unless this Agreement provides otherwise, any reference to laws, ordinances, rules, or regulations include their later amendments, modifications, and successor legislation. Any action to enforce the terms of this Agreement or for the breach thereof shall be brought and tried in Los Angeles or the forum nearest to the City of Glendale, in Los Angeles County.
17.7. Headings. All headings or captions in this Agreement are for convenience and reference only. They are not intended to define or limit the scope of any term, condition, or provision.
17.8. Entire Agreement. This Agreement represents the entire and integrated agreement between the parties. This Agreement supersedes all prior and contemporaneous communications, negotiations, understandings, promises and agreements, either oral or written. Neither Agency nor Glendale has made any promises or representations, other than those contained in this Agreement or those implied by law.
The parties may modify this Agreement, or any part of it, by a written amendment with Glendale’s and Agency’s signature.
17.9. Time of Essence. Time is and shall be of the essence of this Agreement and every provision thereof.
17.10. Digital Signatures. A signed copy of this Agreement or any amendment thereto bearing a digital signature, shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement or such amendment thereto for all purposes, and each digital signature should be given the same legal force and effect as a handwritten signature.
[Signatures follow]
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 11 B0785-0001\2805876v2.doc
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the effective date.
CITY OF GLENDALE:
By Date: , 2023
John Takhtalian
Assistant City Manager
CITY OF BEVERLY HILLS
By Date: , 2023
Julian A. Gold, M.D.
Mayor of the City of Beverly Hills, California
By Date: , 2023
Huma Ahmed [ATTEST]
City Clerk
APPROVED AS TO CONTENT:
By Date: , 2023
Nancy Hunt-Coffey
City Manager
By _____________________________ Date:_____________________, 2023 Mark Stainbrook
Chief of Police
By _____________________________ Date:_____________________, 2023 Sharon L’Heureux Dressel
Risk Manager
APPROVED AS TO FORM: APPROVED AS TO FORM:
Laurence S. Wiener Ann Maurer
City Attorney Chief Assistant
City of Beverly Hills City of Glendale
Date: , 2023 Date: , 2023
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA May 19, 2023 | 13:57 PDT
May 22, 2023 | 08:05 PDT
May 22, 2023 | 09:03 PDT
May 22, 2023 | 10:24 PDT
May 22, 2023 | 10:30 PDT
12 B0785-0001\2805876v2.doc
EXHIBIT A
SCOPE OF SERVICES
Biological Evidence Examinations
a) Identification of body fluids, (e.g., blood, semen, saliva) b) DNA typing – autosomal
c) Enter DNA profiles into CODIS
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 13 B0785-0001\2805876v2.doc
EXHIBIT B
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA 14 B0785-0001\2805876v2.doc
EXHIBIT C
DocuSign Envelope ID: 50681158-5C5E-46C3-A033-7795936C35AA Certificate Of Completion
Envelope Id: 506811585C5E46C3A0337795936C35AA Status: Sent Subject: Complete with DocuSign: CLEAN - Agreement_City of Glendale Crime Lab 2023.pdf Source Envelope:
Document Pages: 14 Signatures: 5 Envelope Originator:
Certificate Pages: 3 Initials: 0 Maria Lara
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.168
Record Tracking
Status: Original
5/18/2023 5:09:31 PM
Holder: Maria Lara
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Anne Maurer
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 161.199.85.10
Sent: 5/18/2023 5:33:56 PM
Resent: 5/19/2023 8:52:03 AM
Viewed: 5/19/2023 1:57:19 PM
Signed: 5/19/2023 1:57:34 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
John Takhtalian
[email protected]
Deputy City Manager
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 161.199.85.10
Sent: 5/19/2023 1:57:36 PM
Resent: 5/20/2023 10:48:42 PM
Viewed: 5/22/2023 8:05:05 AM
Signed: 5/22/2023 8:05:21 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mark Stainbrook
[email protected]
Chief
Beverly Hills Police Department
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 38.142.32.54
Signed using mobile
Sent: 5/22/2023 8:05:22 AM
Viewed: 5/22/2023 9:03:26 AM
Signed: 5/22/2023 9:03:47 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/22/2023 9:03:48 AM
Resent: 5/22/2023 9:26:27 AM
Viewed: 5/22/2023 10:24:22 AM
Signed: 5/22/2023 10:24:31 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Deborah Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 172.116.62.172
Signed using mobile
Sent: 5/22/2023 10:24:32 AM
Viewed: 5/22/2023 10:30:12 AM
Signed: 5/22/2023 10:30:28 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/22/2023 10:30:30 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Michael Dunn
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/18/2023 5:33:56 PM
Payment Events Status Timestamps
1 B0785-0001\2793430v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
JLEE ENGINEERING, INC. FOR PLAN REVIEW SERVICES AND
SUPPLEMENTAL CONSULTING SERVICES
NAME OF CONSULTANT: JLEE Engineering, Inc.
RESPONSIBLE PRINCIPAL OF CONSULTANT: Jae Lee, President and Chief Finance Officer CONSULTANT’S ADDRESS: 430 S. Garfield Avenue, Ste. 301 Alhambra, CA 91801 Attention: Jae Lee, President and
CFO
CONSULTANT’S E.I.N/TAX I.D. NO.: 95-4798307
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Timothea Tway, AICP
Director of Community Development
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024, with option to extend for two additional one-year terms as described in
Section 2 of the Agreement
CONSIDERATION: Not to exceed $900,000 at the rates set forth in Exhibit B.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 2 B0785-0001\2793430v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
JLEE ENGINEERING, INC. FOR PLAN REVIEW SERVICES AND
SUPPLEMENTAL CONSULTING SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and JLEE Engineering, Inc. (hereinafter called “CONSULTANT”).
RECITALS
A. CITY desires to have certain services and/or goods provided as set forth in Exhibit A (the “Scope of Work”), attached hereto and incorporated herein.
B. CONSULTANT represents that it is qualified and able to perform the Scope of Work.
NOW, THEREFORE, the parties agree as follows:
Section 1. CONSULTANT’s Scope of Work. CONSULTANT shall perform the Scope of Work described in Exhibit A in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. CITY shall have the right to order, in writing, changes in the Scope of Work. Any changes in the Scope of Work by CONSULTANT must be made in writing and approved by both parties. The cost of any change in the Scope of Work must be agreed to by both parties in writing.
Section 2. Time of Performance.
CONSULTANT shall commence its services under this Agreement upon the Commencement Date or upon a receipt of a written notice to proceed from CITY. CONSULTANT shall complete the performance of services by the Termination Date set forth above.
The City Manager or their designee may extend the time of performance in writing for two additional one-year terms or such other term not to exceed two years from the date of termination pursuant to the same terms and conditions of this Agreement.
Section 3. Compensation.
(a) Compensation
CITY agrees to compensate CONSULTANT for the services and/or goods provided under this Agreement, and CONSULTANT agrees to accept in full satisfaction for such services, a sum not to exceed the Consideration set forth above and more particularly described in Exhibit B, attached hereto and incorporated herein, based on the rates set forth in Exhibit B. (b) Expenses
The amount set forth in paragraph (a) shall include reimbursement for all actual and necessary expenditures reasonably incurred in the performance of this Agreement (including, but not limited to, all labor, materials, delivery, tax, assembly, and installation, as applicable). There shall be no claims for additional compensation for reimbursable expenses.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 3 B0785-0001\2793430v1.doc
(c) Additional Services.
CITY may from time to time require CONSULTANT to perform additional services not included in the Scope of Work. Such requests for additional services shall be made by CITY in writing and agreed upon by both parties in writing.
Section 4. Method of Payment. CITY shall pay CONSULTANT said Consideration in accordance with the method and schedule of payment set forth in Exhibit B.
Section 5. Independent Consultant. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent consultant. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT’s employees, except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 6. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 7. Responsible Principal(s)
(a) CONSULTANT’s Responsible Principal set forth above shall be principally responsible for CONSULTANT’s obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY’s Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 8. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT’s Scope of Work under this Agreement.
All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 9. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 10. Interests of CONSULTANT. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 11. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 4 B0785-0001\2793430v1.doc
against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California.
(4) Professional Liability Insurance
A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONSULTANT agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed. (b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’S expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with CITY’s Risk Manager such certificate or certificates. The general liability insurance shall contain an endorsement naming the CITY as an additional insured. (f) The general liability and vehicle liability policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty (30) days prior written notice to CITY, and specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in the Agreement.
(g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 5 B0785-0001\2793430v1.doc
self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.
Section 12. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement. (b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.
Section 13. Termination.
(a) CITY shall have the right to terminate this Agreement for any reason or for no reason upon five calendar days’ written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice. (b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement. CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 14. CITY’s Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT’S Scope of Work.
Section 15. Information and Documents. All data, information, documents and drawings prepared for CITY and required to be furnished to CITY in connection with this Agreement shall become the property of CITY, and CITY may use all or any portion of the work submitted by CONSULTANT and compensated by CITY pursuant to this Agreement as CITY deems appropriate.
Section 16. Records Retention and Examination. CONSULTANT shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by CITY under the Agreement. CONSULTANT shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of CITY, including the City Manager or designee, free of charge. CONSULTANT shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as CITY deems necessary. If records are not made available within the County of Los Angeles, CONSULTANT shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CONSULTANT must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 6 B0785-0001\2793430v1.doc
Section 17. Nondiscrimination. by CONSULTANT. In the performance of this Agreement, CONSULTANT assures that no person shall, on the basis of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement or under any project, program or activity supported by the Agreement, as required by Title VI of the Civil Rights Act of 1964, as amended, the Civil Rights Restoration Act of 1987, and Federal Executive Order 12898 (Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations).
CONSULTANT shall not discriminate against any employee, subconsultant, or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, and shall take affirmative action to ensure that subconsultants and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.
Section 18. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party’s regular business hours or by facsimile before or during the receiving party’s regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 19. Attorney’s Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 20. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
Section 21. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.
Section 22. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 23. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
Section 24. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 7 B0785-0001\2793430v1.doc
EXECUTED the day of 20___, at Beverly Hills,
California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, MD
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: JLEE Engineering, Inc.
____________________________________
JAE LEE
President and Chief Financial Officer
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
_____________________ ______________________________
LAURENCE S. WEINER NANCY HUNT COFFEY
City Attorney City Manager
______________________________
TIMOTHEA TWAY, AICP
Director of Community Development
______________________________
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 8 B0785-0001\2793430v1.doc
EXHIBIT A
SCOPE OF WORK
I. SERVICES
CONSULTANT shall perform the following services:
A. Upon CITY's written request, CONSULTANT shall provide the following services:
1. Building and Fire Life Safety Plan Review Services
Review architectural, structural, electrical, mechanical, plumbing, grading, drainage, accessibility, energy, green building, landscape, fire and life safety, and smoke control system submittals, plans, and reports for compliance with the California Building Standards Codes, CITY's Municipal Code and other applicable Federal, State, and local laws, policies, ordinances, and regulations. CONSULTANT shall perform site visits as required by CITY to verify existing conditions and better coordinate plan review services.
2. Certified Access Specialist Program ("CASP")
Provide certified CASP professional to review plans, perform site visits, and meet with the public to discuss issues related to State and Federal accessibility compliance.
3. Zoning Plan Review Services
Review plans for compliance with CITY's Municipal Code, conditions as set by CITY staff, commissions, and City Council, and all applicable State and local laws, policies, procedures, and standards. CONSULTANT shall review existing planning and building records to verify compliance conditions.
4. Public Works Engineering Plan Review Services
Perform Map plan review services for compliance with the Subdivision Map Act, CITY's Municipal Code and map checking procedures. CONSULTANT to review tentative maps, final maps, rights of way, vacations, easement deeds, encroachments, and lot line adjustments. CONSULTANT shall assure submittals comply with Conditions of Approval as set by CITY staff, commissions, and the City Council. CONSULTANT shall also review map boundaries, surveys, and field check final monumentation prior to bond exoneration.
CONSULTANT shall prepare all necessary documents for submittal to the County of Los Angeles Public Works Department prior to recording. CONSULTANT shall assist in preparing all City Council staff reports required for approval of such maps, rights of way, vacations, easements, and encroachments.
Review development plans for Storm Water Quality including the National Pollutant Discharge Elimination System (known as NPDES) and Standard Urban Storm Water Mitigation Plan (known as SUSMP), and other applicable Federal, State, and local laws, policies, procedures, and standards. CONSULTANT must have a thorough knowledge of hydrology and hydraulic principles and a good working knowledge of regional and local hydrology and drainage manuals. CONSULTANT shall be required to make independent DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 9 B0785-0001\2793430v1.doc
engineering judgments and recommendations and interact with other CITY Departments and Divisions.
Perform Engineering Review of public utility improvements related to private development including electrical, communications, water and sewer plans and calculations.
CONSULTANT shall have good working knowledge of water systems. CONSULTANT will be required to make independent engineering judgments and recommendations and interact with other CITY Departments and Divisions.
Review Street Improvement Plans and Traffic Engineering plans related to private development for compliance with local, County, Caltrans, Americans with Disabilities Act and California Title 24 requirements. These plans will include such elements as streets, striping, signage, sidewalks, curb and gutter, bikeway, street lights, and traffic signals.
CONSULTANT will be required to make independent engineering judgments and recommendations and interact with other CITY Departments and Divisions.
B. All plan review services shall be performed by International Code Council (ICC) or similarly certified plans examiners and/or licensed professional engineers (State of California), with extensive experience in plan review. All staff utilized by CONSULTANT shall be appropriately licensed, registered, and certified as required by the State of California and CITY to perform each of the specific scopes of work.
C. CONSULTANT shall review all plan check applications for accuracy and make all necessary revisions to such items as description, valuation, square footage, type of construction, and use. All plan review correction materials including marked up plans, documents, and plan check correction lists shall be provided in the CITY desired format to the CITY representative immediately upon completion of the plan review at no extra charge to CITY. This process includes delivery of a hard copy of the reviewed plan, correction list and a soft copy emailed at no extra cost to CITY. CONSULTANT shall provide plan and document pick-up and delivery service by courier service at no extra charge to CITY.
D. Provide plan check status reports, statistical reports, and performance and management reports, on a regular basis or upon written request of CITY in the format type requested by CITY (paper or electronic). The information requested may include such information as project name, address, description, square footage, and type of construction, type of review(s) performed, hour(s) required per review, reviewer name, reviewer credentials and turnaround time of plan review(s).
E. In order to meet CITY established standards, the expected turnaround times for plan review are as follows:
• Two (2) weeks for Tenant Improvements, Single Family Residential and Light Commercial projects.
• Four (4) weeks for new Multi-Family Residential and Large Commercial projects. • Five (5) working days for resubmitted Residential and Light Commercial projects. • Fifteen (15) working days for resubmitted Multi-Family Residential and Large Commercial projects.
• Other timetables upon written request of CITY.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 10 B0785-0001\2793430v1.doc
F. CONSULTANT's plan reviewers shall be available to work at CITY upon written request and will be required to access CITY's permitting system to manage and process the assigned work. Plan reviewers shall be available to applicants and CITY personnel for meetings upon request.
G. CITY encourages electronic plan submittal. CONSULTANT shall provide plan review and scope of work services through CITY's Electronic Review systems, ProjectDox by Avolve Technologies, or through other electronic media (i.e. PDF, email, etc.) as required by CITY. Electronic plan reviews will be required to be completed utilizing CITY's ePlan system. System access and training will be provided by CITY to CONSULTANT in accordance with CITY policies and practices. All ePlan records of corrections, approvals, and comments shall be entered in the CITY's system in a manner that is in accordance to customer service standards and policies. If CONSULTANT uses a different electronic plan review process to provide plan review services, CONSULTANT shall provide CITY with the following:
1. ePlan file transfers from CITY to CONSULTANT and CONSULTANT to CITY.
2. ePlan review real-time status of progress.
3. ePlan corrections (red lines), comments, and clarification transfer to CITY for consolidation with other agencies' reviews.
4. Coordination with other reviewing agency's corrections and comments to align correction responses to customer.
5. Recordation of every review cycle and final approval into CITY's ePlan system.
6. CITY's ability to review/use CONSULTANT's system for project information and reports for CITY assigned work.
H. CONSULTANT shall be prepared to effectively develop a method to assist CITY in providing ongoing high quality customer service. CONSULTANT shall assist CITY staff in managing the plan review services for all projects and provide recommendations intended to improve efficiency and cost effectiveness. CONSULTANT shall regularly and effectively communicate with CITY staff and other CITY consultants, and attend meetings as necessary to improve the progress of the work. CONSULTANT shall communicate, cooperate, and team with CITY staff and other CITY consultants to improve project coordination. CONSULTANT shall provide strong emphasis, understanding, and special attention to the management of high profile projects while maintaining work quality, meeting schedules, and staying within budget.
II. INFECTIOUS DISEASE
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention Non-Emergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 11 B0785-0001\2793430v1.doc
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B 12 B0785-0001\2793430v1.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONSULTANT for the satisfactory performance of services in accordance with this Agreement, and to the standard of the industry for such work, on an hourly basis utilizing the rate schedule shown in this Exhibit. Compensation shall be in an amount not to exceed Nine Hundred Thousand Dollars ($900,000.00), at the rates set forth in this Exhibit.
FEE SCHEDULE
I. Fee Schedule for Plan Checks and Reviews
A. Unless noted otherwise, all positions in disciplines (building, civil, structural, plumbing, mechanical, electrical, disabled access, drainage, and traffic plan checks) are under the categories of Sr. Plan Check Engineer, Plan Checker, Sr. Plan Examiner, and Plan Examiner.
B. Plan check, recheck, and final reviews charged on the hourly basis as follows:
(There will be no additional charge for the expedited plans.) Principal $150.00
Sr. Plan Check Engineer $135.00
Plan Check Engineer $120.00
Sr. Plan Examiner $110.00
Plan Examiner $100.00
Certified Access Specialist (CASp) $135.00
Fire Plan Reviewer $135.00
Fire Protection Engineer $135.00
Geologist $135.00
Geotechnical Engineer $135.00
Sr. Planner – Zoning Plan Examiner $120.00
Planner – Zoning Plan Examiner $100.00
Permit Technician (ICC Certified) $70.00
P.W. Civil Engineer $120.00
CONSULTANT shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within 30 days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall pay CONSULTANT said Consideration in accordance with the schedule of payment set forth in this Exhibit.
II. Details of Fee Schedule
A. Hourly rates include profit and overhead including non-billable administrative staff.
B. CONSULTANT will pay for the cost of all training, equipment, or materials requierd by CONSULTANT’s staff
C. CITY will not be charged for CONSULTANT staff time to attend training/events provided by CITY.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B B0785-0001\2793430v1.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below:
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
B.
ADDRESS C.
COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER
EXPIRATION
DATE
B.I. LIMITS
P.D.
AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONSULTANT’S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKERS' COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Consultant agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of consultant’s officers, employees, agents or others employed by Consultant while engaged by Consultant in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein.
Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE: BY:
Authorized Insurance Representative
TITLE:
AGENCY: ADDRESS:
RM02.DOC REVISED 10/14/96.
DocuSign Envelope ID: C28C0B41-6646-4E2A-8C4E-95A4B2B9EA4B Certificate Of Completion
Envelope Id: C28C0B4166464E2A8C4E95A4B2B9EA4B Status: Sent Subject: Complete with DocuSign: CLEAN- AGREEMENT 2023 03.22 J. LEE ENGINEERING INC.pdf Source Envelope:
Document Pages: 13 Signatures: 4 Envelope Originator:
Certificate Pages: 3 Initials: 0 Stephanie Murillo
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.166
Record Tracking
Status: Original
4/10/2023 11:42:58 AM
Holder: Stephanie Murillo
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Jae Lee
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 108.83.33.177
Sent: 4/10/2023 11:48:39 AM
Viewed: 4/10/2023 12:15:17 PM
Signed: 4/10/2023 12:15:42 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Timothea Tway
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 4/10/2023 12:15:44 PM
Viewed: 4/10/2023 12:55:38 PM
Signed: 4/10/2023 12:55:45 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 4/10/2023 12:55:46 PM
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Signed: 4/11/2023 9:25:18 AM
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Deborah Hakman
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 76.90.73.20
Signed using mobile
Sent: 4/11/2023 9:25:20 AM
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Signed: 4/11/2023 9:34:49 AM
Electronic Record and Signature Disclosure:
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Signer Events Signature Timestamp
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/11/2023 9:34:51 AM
Viewed: 4/18/2023 9:24:10 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
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(None)
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Adrianne Tarazon
[email protected]
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Electronic Record and Signature Disclosure:
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Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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Envelope Sent Hashed/Encrypted 4/10/2023 11:48:39 AM
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B0785-0001\2805201v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS
AND CDW GOVERNMENT, LLC FOR INFORMATION
TECHNOLOGY CONSULTING SERVICES
NAME OF CONSULTANT: CDW Government, LLC
RESPONSIBLE PRINCIPAL OF
CONSULTANT:
Jason Schwartz, Regional Sales Manager
CONSULTANT'S ADDRESS: 230 N. Milwaukee Avenue
Vernon Hills, IL 60061
CONSULTANT’S E.I.N./TAX I.D. 36-3310735
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer, Chief
Information Officer
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: Not to exceed $2,165,000, as detailed in Exhibit B, Schedule of Rates and Payment
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 -2-
B0785-0001\2805201v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS
AND CDW GOVERNMENT, LLC FOR INFORMATION
TECHNOLOGY CONSULTING SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and CDW Government LLC (hereinafter called "CONSULTANT").
RECITALS
A. CITY desires to have certain services provided as set forth in Exhibit A (the “Scope of Work”), attached hereto and incorporated herein, collectively the “Services”.
B. CONSULTANT represents that it is qualified and able to perform the Services.
AGREEMENT
NOW, THEREFORE, the parties agree as follows:
Section 1. CONSULTANT's Services. CONSULTANT shall perform the Services described in Exhibit A, in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Term of Agreement. This Agreement shall commence on July 1, 2023 and shall terminate on June 30, 2024.
Section 3. Time of Performance. CONSULTANT shall commence its services under this Agreement upon receipt of a duly authorized purchase order from CITY. CONSULTANT shall complete the performance of services by the Termination Date set forth above and/or in conformance with the project timeline established by the City Manager or his designee.
Section 4. Compensation.
(a) Compensation. CITY agrees to compensate CONSULTANT for the services and/or goods provided under this Agreement, and CONSULTANT agrees to accept in full satisfaction for such services, a sum not to exceed the Consideration set forth above and more particularly described in Exhibit B, Schedule and Rates of Payment, attached hereto and incorporated herein.
(b) Expenses. The amount set forth in paragraph (a) shall include reimbursement for all actual and necessary expenditures reasonably incurred in the performance of this Agreement (including, but not limited to, all labor, materials, delivery, tax, assembly, and installation, as applicable). There shall be no claims for additional compensation for reimbursable expenses, unless approved in writing by the Chief Information Officer.
Section 5. Method of Payment. Unless otherwise provided for herein, CONSULTANT shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within 30 days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall pay DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 -3-
B0785-0001\2805201v2.doc
CONSULTANT said Consideration in accordance with the schedule of payment set forth in Exhibit B.
Section 6. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's employees, except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 7. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 8. Responsible Principal(s).
(a) CONSULTANT's Responsible Principal set forth above shall be principally responsible for CONSULTANT's obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 9. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 10. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 11. Interests of CONSULTANT. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 12. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement.
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 -4-
B0785-0001\2805201v2.doc
(3) Workers’ compensation insurance as required by the State of California.
(4) A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONSULTANT agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a B+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with the CITY Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with the CITY Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the CITY as an additional insured.
(f) CONSULTANT shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.
Section 13. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any action brought by an unaffiliated third party either for death or personal injury or for damage to tangible personal property, to the extent that the claim is proximately caused by any person employed by CONSULTANT in the performance of this Agreement or arising out of the work performed by CONSULTANT.
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 -5-
B0785-0001\2805201v2.doc
(b) All duties of CONSULTANT under this Section 12 shall survive termination of the Agreement.
Section 14. Termination.
(a) CITY and CONSULTANT shall have the right to terminate this Agreement for any reason or for no reason upon fifteen calendar days' written notice to CONSULTANT.
CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice.
(b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement.
CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 15. CITY's Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT's Services.
Section 16. Information and Documents/Work Product.
(a) All data, information, documents and drawings prepared for CITY and required to be furnished to CITY in connection with this Agreement shall become the property of CITY, and CITY may use all or any portion of the work submitted by CONSULTANT and compensated by CITY pursuant to this Agreement as CITY deems appropriate. (b) CITY shall have a non-transferable, royalty-free, perpetual license to use all products of consulting, including, without limitation, any copyrightable works, ideas, discoveries, inventions, patents, products, videos, graphics, scripts, or other information (collectively the “Work Product”) developed in whole or in part by CONSULTANT in connection with this Agreement.
Section 17. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 18. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 19. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 -6-
B0785-0001\2805201v2.doc
Section 20. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 21. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
Section 22. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
EXECUTED the _____ day of ____________ 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: CDW GOVERNMENT, LLC
DARIO BERTOCCHI
Director Program Sales
[Signatures continue]
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 -7-
B0785-0001\2805201v2.doc
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
_
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 8 B0785-0001\2805201v2.doc
EXHIBIT A
SCOPE OF SERVICES
CONSULTANT shall provide information technology consulting services (the “Services”) and equipment related to CITY’s computing infrastructure, including hardware, software and related equipment in support of various CITY initiatives. CONSULTANT shall provide the Services as directed by CITY on an as-needed basis including but not limited to:
i. Analyze business requirements and subsequently create high-level technical design documents and related technical specifications for the implementation of SharePoint collaboration services
ii. Install, configure and customize SharePoint services to have documents stored and indexed in a central repository, directly savable to the central repository from office applications, make is easily searchable and sharable among departments with appropriate security.
iii. Install, configure and customize complex computing infrastructure components like servers, storage, networking gear, etc.
iv. Perform sever consolidation services using private and public cloud offerings. v. Perform professional services engagements to address disaster recovery needs, mobile computing, messaging and evaluating new technologies.
For all work to be completed under this Agreement, CONSULTANT shall provide a detailed scope of work subject to the prior written approval of CITY, including detailed deliverables and payment milestones, which shall be signed by both parties and subject to the terms and conditions of this Agreement.
Infectious Disease
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention NonEmergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 9 B0785-0001\2805201v2.doc
EXHIBIT B
SCHEDULE AND RATES OF PAYMENT
CITY shall pay CONSULTANT compensation for scheduled service during normal business hours as set forth in each scope of work submitted by CONSULTANT to CITY and signed by both parties. The total sum paid to CONSULTANT under this Agreement shall not exceed the amount of Two Million One Hundred Sixty-Five Thousand Dollars ($2,165,000.00), as set forth in the purchase orders issued by CITY for all services to be provided pursuant to this Agreement. Said Compensation shall constitute reimbursement of CONSULTANT’s fee for the services as well as the actual cost of any equipment, materials and supplies necessary to provide the services (including labor, materials, delivery, tax, assembly and installation, as applicable) unless otherwise approved in writing by the Chief Information Officer.
CONSULTANT shall submit a monthly itemized statement to CITY for its services performed for the prior month, which shall include documentation setting forth, in detail, a description of the services rendered and the hours of service. CITY shall pay CONSULTANT all undisputed amounts of such billing within thirty (30) days of receipt of the same.
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 10 B0785-0001\2805201v2.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below :
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
ADDRESS B.
C.
COMPANY
(A.B.C.) COVERAGE POLICY NUMBER
EXPIRATION
DATE B.I. LIMITS P.D. AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONSULTANT’s PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKER'S COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Contractor agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days’ written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE : BY :
Authorized Insurance Representative
TITLE :
AGENCY : Address :
DocuSign Envelope ID: 3FEF3742-6861-494D-9FD3-1EED974F6EF2 Certificate Of Completion
Envelope Id: 3FEF37426861494D9FD31EED974F6EF2 Status: Sent Subject: CDW Government, LLC - Agreement for FY2023-24
Source Envelope:
Document Pages: 10 Signatures: 4 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/3/2023 10:50:32 AM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Dario Bertocchi
[email protected]
VP, Contracting Operations
CDW DIRECT LLC
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 165.225.221.44
Sent: 5/3/2023 11:23:49 AM
Viewed: 5/3/2023 11:50:18 AM
Signed: 5/5/2023 11:30:40 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/5/2023 11:30:42 AM
Viewed: 5/5/2023 12:18:23 PM
Signed: 5/5/2023 12:18:36 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/5/2023 12:18:37 PM
Viewed: 5/7/2023 2:05:15 PM
Signed: 5/7/2023 2:05:30 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 76.90.73.20
Signed using mobile
Sent: 5/7/2023 2:05:31 PM
Viewed: 5/7/2023 8:20:07 PM
Signed: 5/7/2023 8:20:23 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/7/2023 8:20:24 PM
Viewed: 5/8/2023 9:50:27 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/3/2023 11:23:49 AM
Payment Events Status Timestamps
1 B0785-0001\2805646v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
EDGESOFT, INC. FOR INFORMATION TECHNOLOGY
CONSULTING SERVICES FOR VARIOUS CITY INITIATIVES
NAME OF CONSULTANT: Edgesoft, Inc.
RESPONSIBLE PRINCIPAL
OF CONSULTANT: Shan Sundar, President
CONSULTANT'S ADDRESS: 1600 Rosecrans Ave.
Media Center, 4th Floor
Manhattan Beach, CA 90266
CONSULTANT’S E.I.N/TAX I.D. NO.: 95-4670285
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer
Chief Information Officer
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: An amount not to exceed
$375,000.00 (includes applicable
taxes) as more fully described in
Exhibit B
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 2 B0785-0001\2805646v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
EDGESOFT, INC. FOR INFORMATION TECHNOLOGY
CONSULTING SERVICES FOR VARIOUS CITY INITIATIVES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "City"), and Edgesoft, Inc., (hereinafter called "Consultant").
RECITALS
A. City desires to have certain services provided as set forth in Exhibit A, attached hereto and incorporated herein by this reference (the "Services").
B. Consultant represents that it is qualified and able to perform the Services in accordance with the terms set forth herein.
AGREEMENT
NOW, THEREFORE, the parties agree as follows:
Section 1. Consultant's Services. Consultant shall provide the consulting services on an “as needed” basis or as mutually agreed to by the parties, relating to City’s web applications and as more particularly described in Exhibit A, in a manner satisfactory to City and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Time of Performance. Consultant shall commence its services under this Agreement upon receipt of a duly authorized purchase order from City. Consultant shall complete the performance of services by the Termination Date set forth above and/or in conformance with the project timeline established by the City Manager or his designee.
Section 3. Compensation. City agrees to compensate Consultant, and Consultant agrees to accept in full satisfaction for the services required by this Agreement the Consideration set forth above and more particularly described in Exhibit B, attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of Consultant's fee for the services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable). City shall pay Consultant said Consideration in accordance with the schedule of payment set forth in Exhibit B.
Section 4. Independent Contractor. Consultant is and shall at all times remain, as to City, a wholly independent contractor. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as herein set forth. Consultant shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City.
Section 5. Assignment and Subcontracting. Consultant shall not assign or attempt to assign any portion of this Agreement, or subcontract any required performance hereunder, without the prior written approval of City. Consultant, however, shall at all times be responsible for the services performed by any subcontractors.
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 3 B0785-0001\2805646v2.doc
Section 6. Responsible Principal(s).
(a) Consultant's Responsible Principal set forth above shall be principally responsible for Consultant's obligations under this Agreement and shall serve as principal liaison between City and Consultant. Designation of another Responsible Principal by Consultant shall not be made without prior written consent of City. (b) City's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of City.
Section 7. Personnel. Consultant represents that it has, or shall secure at its own expense, all personnel required to perform Consultant's services under this Agreement.
Section 8. Interests of Consultant. Consultant affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the services contemplated by this Agreement. No person having any such interest shall be employed by or be associated with Consultant.
Section 9. Insurance.
(a) Consultant shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by Consultant.
(b) Consultant shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, a policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by Consultant in performing the services required by this Agreement. (c) Consultant shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect a policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by City. Further, Consultant agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(d) Consultant agrees to maintain in force at all times during the performance of work under this Agreement workers' compensation insurance as required by law. (e) At all times during the term of this Agreement, Consultant shall maintain on file with the City Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. Consultant shall, prior to commencement of work under this Agreement, file with the City Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the City as an additional insured.
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 4 B0785-0001\2805646v2.doc
(f) Consultant shall provide City with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by Consultant shall be primary to any coverage available to City. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, Consultant shall either reduce or eliminate the deductibles or self-insured retentions with respect to City, or Consultant shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit City’s right to recover against Consultant and its insurance carriers.
Section 10. Indemnification.
(a) Consultant agrees to indemnify, hold harmless and defend City, City Council and each member thereof, and every officer, employee and agent of City, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of Consultant or any person employed by Consultant in the performance of this Agreement. (b) All duties of Consultant shall survive termination or expiration of the Agreement.
Section 11. Termination.
(a) Either party may cancel this Agreement, with or without cause, at any time upon five (5) days written notice to the other party. Consultant agrees to cease all work under this Agreement on or before the effective date of such notice. (b) In the event of termination or cancellation of this Agreement by City, due to no fault or failure of performance by Consultant, Consultant shall be paid full compensation for all services performed by Consultant, in an amount to be determined as follows: For work done in accordance with all of the terms and provisions of this Agreement, Consultant shall be paid an amount equal to the amount of services performed prior to the effective date of termination or cancellation; provided, in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the amount which would be paid Consultant for the full performance of the services required by this Agreement.
Section 12. City’s Responsibility. City shall provide Consultant with all pertinent data, documents, and other requested information as is available for the proper performance of Consultant’s services.
Section 13. Work Product. All products of consulting, including, without limitation, any copyrightable works, ideas, discoveries, inventions, patents, products, videos, graphics, scripts, or other information (collectively, the “Work Product”) developed in whole or in part by Consultant in connection with this Agreement shall be the exclusive property of City.
Upon the request of City, Consultant shall sign all documents requested by City to confirm or DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 5 B0785-0001\2805646v2.doc
perfect the exclusive ownership of City of the Work Product. Any Work Product in the possession of Consultant shall be delivered to the City at least ten (10) days prior to the termination of this Agreement. This section shall survive termination of this Agreement.
Section 14. Information and Documents. All data, information, documents and drawings prepared for City and required to be furnished o City in connection with this Agreement shall become the property of City, and City may use all or any portion of the work submitted by Consultant and compensated by City pursuant to this Agreement as City deems appropriate.
Section 15. Non-Disclosure.
(a) Pursuant to the terms of this Agreement, City has provided, or will provide Consultant with certain information, and/or access to certain information including public safety information (the “Information”), which was or will be obtained by the City pursuant to a License Agreement with a third party, or which is the proprietary information of the City, or which is not publicly known. Consultant, its employees, agents, representatives, contractors and subcontractors shall hold the Information private and confidential, and shall not:
(1) Use the Information, nor cause the Information to be used for any purpose other than in performance of its duties to the City, (2) Participate in the wrongful use, illegal use, or unauthorized disclosure of the Information, or
(3) Sell, release, free trade, assign, or provide access to the Information, directly or indirectly, to third parties. This provision survives termination of Consultant’s duties to the City.
Section 16. Notice. Any notice required by this Agreement shall be deemed received on: (a) the day of delivery if delivered by hand or overnight courier service during regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid, to the addresses set forth above or to such other addresses as the parties may designate in writing.
Section 17. Attorney’s Fees. In the event of litigation between the parties arising out of or connected with this Agreement, the prevailing party in such litigation shall be entitled to recover, in addition to any other amounts, reasonable attorney’s fees and costs of such litigation.
Section 18. Entire Agreement. This Agreement represents the entire integrated agreement between City and Consultant, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both City and Consultant.
Section 19. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 20. Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 6 B0785-0001\2805646v2.doc
provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.
EXECUTED the _____ day of _______________, 20___.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor of the City of
Beverly Hills, California
ATTEST:
(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: EDGESOFT, INC.
SHAN SUNDAR
President
CARLOS PRECIADO
Controller/Secretary
APPROVED AS TO FORM APPROVED AS TO CONTENT
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 8 B0785-0001\2805646v2.doc
EXHIBIT A
SCOPE OF SERVICES
Consultant shall provide information technology consulting services (the “Services”) related to various City Initiatives such as enhancing website usability by integrating multiple new and existing eGov initiatives, which include Customer Service applications (utility billing, business tax, etc.), HR applications (training, payroll, etc.), and others for a single unified web presence, simplified user interface, uniform look and feel, and streamlined processes for City customers and employees. Consultant shall provide the Services as directed by City on an asneeded basis. The Services shall include the following:
A) Information Technology Application Development Services
1. Analysis of business requirements and subsequent creation of high-level technical design documents and detailed technical specifications, in accordance with City architecture standards.
2. Development of application code as necessary, using Java, tomcat, WebSphere and Struts.
3. Unit and system testing of application code as well as execution of implementation activities.
4. Identification, documentation and estimation of technical tasks for projects of varying sizes and levels of complexity.
5. Analysis and identification of technical areas of improvement within existing web applications.
6. Work with internal Information Technology teams to complete project activities, such as infrastructure, architecture and database design.
7. Discovery, solutions development, systems testing, solutions presentations, training, and application support.
8. Work with internal Information Technology teams to work on data mapping and data conversion services.
9. Work with internal Information Technology teams to develop a digital experience portal for the city brining all online city services under one roof.
B) Information Technology Project Management Services
1. Accomplish IT objectives by planning and evaluating project activities.
2. Track, monitor and coordinate active projects.
3. Serve as liaison between IT and various departments related to project activities.
Infectious Disease
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 9 B0785-0001\2805646v2.doc
A. Consultant shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention Non-Emergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. Consultant shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. Consultant shall notify their City Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a City facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact City’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 10 B0785-0001\2805646v2.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
The total sum paid to Consultant under this Agreement shall not exceed the amount of Three Hundred Seventy-Five Thousand Dollars ($375,000), at the rates set forth in this Exhibit and as described in the purchase order issued by City for all services to be provided pursuant to this Agreement. Said Compensation shall constitute reimbursement of Consultant’s fee for the services as well as the actual cost of any equipment, materials and supplies necessary to provide the services (including labor, materials, delivery, tax, assembly and installation, as applicable).
City shall pay Consultant compensation at the following rates per hour for scheduled service during normal business hours.
Resource Category Hourly Rate
Project Manager $ 165.00
Software Architect $ 165.00
Database Architect / DBA $ 150.00
Senior Programmer (Java, .NET, Other) $ 125.00
Programmer (Java, .NET, Other) $ 100.00
Web Designer (Graphics Designer) $ 100.00
Systems Administrator $ 100.00
Data Migration Specialist $ 75.00
Junior Programmer/Analyst $ 65.00
Programmer (offsite) $ 20.00
Consultant shall submit a monthly itemized statement to City for its services performed for the prior month, which shall include documentation setting forth, in detail, a description of the services rendered and the hours of service. City shall pay Consultant all undisputed amounts of such billing within thirty (30) days of receipt of the same.
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 -10-
B0785-0001\2805646v2.doc
EXHIBIT C
This is to certify that the following endorsement is part of the policy(ies) described below:
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
B.
ADDRESS C.
COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER
EXPIRATION
DATE
B.I. LIMITS
P.D.
AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONTRACTOR'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKERS' COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Contractor agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days’ written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE: BY:
Authorized Insurance Representative
TITLE:
AGENCY: ADDRESS:
DocuSign Envelope ID: AEEF9DCC-7A39-4B59-9BCA-6E2DC1D354E9 Certificate Of Completion
Envelope Id: AEEF9DCC7A394B599BCA6E2DC1D354E9 Status: Sent Subject: Edgesoft, Inc. Agreement (FY2023-24)
Source Envelope:
Document Pages: 10 Signatures: 5 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/3/2023 1:28:26 PM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Shan Sundar
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 47.148.197.24
Sent: 5/3/2023 1:36:39 PM
Viewed: 5/3/2023 1:40:18 PM
Signed: 5/5/2023 8:48:02 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carlos Preciado
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 104.175.31.229
Sent: 5/5/2023 8:48:04 AM
Viewed: 5/8/2023 5:24:23 PM
Signed: 5/8/2023 5:24:58 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Drawn on Device
Using IP Address: 172.119.4.175
Signed using mobile
Sent: 5/8/2023 5:25:00 PM
Viewed: 5/8/2023 6:30:39 PM
Signed: 5/8/2023 6:30:59 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 76.90.73.20
Signed using mobile
Sent: 5/8/2023 6:31:02 PM
Viewed: 5/8/2023 6:35:24 PM
Signed: 5/8/2023 6:35:40 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/8/2023 6:35:41 PM
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Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
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B0785-0001\2807075v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND FIRST
TEK, INC. FOR INFORMATION TECHNOLOGY CONSULTING
SERVICES RELATING TO WEB AND MOBILE APPLICATIONS ON AN
AS-NEEDED BASIS
NAME OF CONSULTANT:
First Tek, Inc.
RESPONSIBLE PRINCIPAL OF
CONSULTANT:
Dominic Puma, Account Manager
CONSULTANT'S ADDRESS: 371 Hoes Lane, Suite 201
Piscataway, NJ 08854
CONSULTANT’S E.I.N/TAX I.D. NO.: 22-3786614
CITY'S ADDRESS:
City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer
Chief Information Officer
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION:
Not to exceed $270,000.00
based on the rates set forth in
Exhibit B
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 -2-
B0785-0001\2807075v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND FIRST
TEK, INC. FOR INFORMATION TECHNOLOGY CONSULTING
SERVICES RELATING TO WEB AND MOBILE APPLICATIONS ON AN
AS-NEEDED BASIS
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and First Tek, Inc. (hereinafter called "CONSULTANT").
RECITALS
A. CITY desires to have certain services provided as set forth in Exhibit A (the "Scope of Work"), attached hereto and incorporated herein.
B. CONSULTANT represents that it is qualified and able to perform the Scope of Work.
NOW, THEREFORE, the parties agree as follows:
Section 1. Scope of Work. CONSULTANT shall perform the Scope of Work described in Exhibit A in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Term of Agreement. This Agreement shall commence on July 1, 2022 and shall terminate on June 30, 2023.
Section 3. Time of Performance. CONSULTANT shall commence its services under this Agreement upon receipt of a duly authorized purchase order from CITY in the manner described in Exhibit A. CONSULTANT shall complete the services in conformance with the project timeline established by the City Manager or his designee.
Section 4. Compensation.
(a) If services are requested by CITY, CITY agrees to compensate CONSULTANT, and CONSULTANT agrees to accept in full satisfaction for the services required by this Agreement the Consideration more particularly described in Exhibit B, attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of CONSULTANT's fee for the services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable). In no event shall CONSULTANT be paid more than the yearly maximum Consideration set forth above on the cover page. (b) CONSULTANT shall be entitled to reimbursement only for those expenses expressly set forth in Exhibit B. Any expenses incurred by CONSULTANT which are not expressly authorized by this Agreement will not be reimbursed by CITY.
Section 5. Method of Payment. CONSULTANT shall submit to CITY a detailed invoice (as is further described in Exhibit B), on a monthly basis or less frequently, for the DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 -3-
B0785-0001\2807075v2.doc
services performed pursuant to this Agreement. Within 30 days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice.
Section 6. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's employees, except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 7. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 8. Responsible Principal(s).
(a) CONSULTANT's Responsible Principal set forth above shall be principally responsible for CONSULTANT's obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 9. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 10. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 11. Interests of Consultant. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 12. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 -4-
B0785-0001\2807075v2.doc
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement. (3) A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONSULTANT agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(4) Workers' compensation insurance as required by the State of California. (b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best's Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT's expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with the CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with the CITY’s Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the CITY as an additional insured.
(f) CONSULTANT shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 -5-
B0785-0001\2807075v2.doc
Section 13. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement.
(b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.
Section 14. Termination.
(a) CITY shall have the right to terminate this Agreement for any reason or for no reason upon five calendar days' written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice. (b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement.
CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 15. CITY's Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT's Scope of Work.
Section 16. Information and Documents. All data, information, documents and drawings prepared for CITY and required to be furnished to CITY in connection with this Agreement shall become the property of CITY, and CITY may use all or any portion of the work submitted by CONSULTANT and compensated by CITY pursuant to this Agreement as CITY deems appropriate.
Section 17. Records and Inspections. CONSULTANT shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of 5 years. CITY shall have access, without charge, during normal business hours to such records, and the right to examine and audit the same and to make copies and transcripts therefrom, and to inspect all program data, documents, proceedings and activities.
Section 18. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 -6-
B0785-0001\2807075v2.doc
Section 19. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 20. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
Section 21. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 22. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
Section 23. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
EXECUTED the _____ day of ____________ 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor of the City of
Beverly Hills, California
ATTEST:
(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: FIRST TEK, INC.
SATYAKUMAR BHAVANASI
President and Chief Executive Officer
MARIAM FAISAL
Director, Human Resources and Operations
[Signatures continue]
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 -7-
B0785-0001\2807075v2.doc
APPROVED AS TO FORM APPROVED AS TO CONTENT:
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 8 EXHIBIT A
SCOPE OF WORK
CONSULTANT shall provide CITY with information technology (“IT”) consulting services related to CITY’s web and mobile applications which shall include the following:
i. Analyze business requirements and subsequently create high-level technical design documents and detailed technical specifications for web and mobile applications, in accordance with CITY architecture standards
ii. Develop application code as necessary
iii. Test unit and system application code as well as execute implementation activities iv. Identify, document and estimate the technical tasks of projects of varying sizes and levels of complexity
v. Analyze and identify technical areas of improvement within existing web and mobile applications
vi. Work with internal IT teams to complete project activities, such as infrastructure, architecture and database design
vii. Develop solutions, test systems, present solutions, and provide training and applications support.
(collectively “Services”).
The above Services shall be provided to CITY on an as-needed basis as directed by CITY in the manner set forth herein.
For each requested engagement, CONSULTANT shall provide CITY with a written proposal which shall include (at a minimum) a detailed scope of work, deliverables and payment milestones (“Proposal”). Each Proposal is subject to the written approval of CITY prior to the commencement of work. Upon approval, such Proposal shall be incorporated herein as if set forth in full and the services provided thereunder such Proposal shall be subject to the terms and conditions of this Agreement. CITY shall issue a written authorization to proceed for each accepted Proposal.
Infectious Disease
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention NonEmergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 9 For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 10 EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
For the term of this Agreement, CONSULTANT shall be paid for the Services provided herein at the hourly rates set forth in CONSULTANT’s 2023 Rate Schedule, attached hereto as Attachment 1 to Exhibit B and incorporated herein by this reference. In no event shall the total compensation exceed Two Hundred Seventy Thousand Dollars ($270,000). CONSULTANT may modify the Rate Schedule to become effective no sooner than January 1, 2024 by giving CITY thirty (30) days prior written notice of such modification.
CONSULTANT shall submit a detailed and itemized invoice(s) for the services rendered, which invoice shall include for each fee entry the following information: (i) the date each task is performed; (ii) the identifier of the timekeeper that performed each task (i.e. initials or timekeeper number); (iii) the hours or portion thereof, billed for the task that reflects the actual time spent on each activity; (iv) a clear description of the activity performed (each task must be billed as a separate entry and time should not be embedded); and (v) total fees billed for each entry.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 B0785-0001\2807075v2.doc
ATTACHMENT 1 TO EXHIBIT B
CONSULTANT’S RATE SCHEDULE
Rate Schedule Effective: 2023
Hourly time &materials labor rates are provided for a sample of our resources for 2023.
C/C++ Developer
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design, develop, and maintain complex, real-time, high-performance server technology. Document and build unit tests for your code.
Strong C/C++ skills in an UNIX environment.
Real-world experience with web servers, TCP/IP, HTTP, inter-process communication and multithreading.
Strong understanding of algorithms and software engineering.
IOS/Android/Mobile Developer
Hourly Rate: $108 to $132/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design and implementation of intuitive and responsive user interfaces for touch screen devices.
Delivery of fully featured and reliable APIs for 3rd party developers. Concurrent and multi-threaded application design and implementation. Databases enabled for cross-device synchronization through peer to peer and cloud connectivity solutions.
High quality and high performance 2D graphics rendering pipelines. Specialist skills in developing custom applications for IOS or Android and other platforms.
Experience with 2D and 3D graphics rendering and animation.
Java Developer
Hourly Rate: $78 to 102/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Provide designing, coding, and testing solutions and identifying system deficiencies and suggest technical solutions.
Creating prototypes for business user approval. Documenting application functionality and programming.
Creating and executing unit, integration and system test scripts, manual and automated. Accurately preparing written business correspondence that is coherent, grammatically correct, effective, professional and engaging Demonstrated proficiency in Java 2 Platform Enterprise Edition using Struts, Hibernate, Enterprise Java Beans, Servlets, DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 12 Writ effective, scalable SQL queries and stored procedures. Use Rational Application Developer or another Eclipse base IDE for developing and testing J2EE based applications.
II.
Java Senior Developer
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Perform development in Java and JavaScript, perform development in Java and JavaScript, code review, and provide oversight for the team of developers. Perform code review and provide oversight for the team of developers. Author technical design documentation, provide oversight for development team. Create build packages for delivery to the project QA testers and the customer. Extensive knowledge of Java, JavaScript, Web Services, SQL and Oracle Databases, WebSphere web application development.
Experience in using SVN for code management and JIRA for defect tracking. Assist the project architect with technical design details.
Java Architect
Hourly Rate: $132-$156/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Provides technology expertise to IT activities and responsible to front-end all product related technical discussions with existing clients, prospective customers in creating unique.
Architect, design and developing highly available, scalable and maintainable SOA based enterprise solutions.
Significant experience with development of MVC based Rich Internet Applications Experience with open source frameworks like ExtJS, jQuery, Struts, Spring, Camel, Hibernate, iBatis.
Engage in high value technology consulting with internal team members for strategic planning and development of tactical IT transformation or modernization roadmaps. Build comprehensive and in-depth Intellect platform technical skills across multiple product lines and, work collaboratively with cross-functional product teams, to help drive product and consulting sales.
Enterprise application architecture, design and development experience using Java/J2EE and related technologies.
Strong understanding of object oriented analysis, architecture and design patterns.
PHP Developer
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Maintain and expand software products
Develop extensions to the software as per varying needs Install and maintain open-source Social Network Analysis software on a server and develop code to extend the software’s capability
Gather requirements, develop code, program, test, and maintain several web applications
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 13 Experience and a strong passion for the LAMP (Linux, Apache, and MySQL & PHP) development stack.
Working knowledge of memory objects caching technologies like Memcached. Experience designing, querying, and updating both RDBMS and NoSQL data stores like MySQL and Couchbase.
Ability to design unit tests with PHPUnit and document source with phpDocumentor. Experience of web service development and consumption (SOAP, XML, Feeds, ReST, Etc
III.
Python Developer
Hourly Rate: $108-$120/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Develop and documenting interactive Web applications and automation procedures. Creating, maintaining and updating various Web applications created primarily in Python.
Execute on all new fresh code & work with Product owners and development team to build reusable UI components.
Translate user’s stories into highly usable software solutions. Write clean, maintainable code following best practices (unit testing, source control, continuous integration, automation, design patterns, etc. Debug code and troubleshoot problems.
Collaborate with other developers, testers, and system engineers to ensure quality product enhancements.
HTML5/Javascript Front End Developer
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Writes new software, makes modifications to existing software, or integrates software applications and modules in accordance with agreed upon specifications, created in partnership with others
Contributes to the creation of design. May lead the design of less complex components. Provide technical support to operations or other development teams. Creates, reviews, and maintains all required technical documentation/ manual related to assigned software to ensure supportability and reuse.
Provides wider feedback into performance
Assists in identification and implementation of short-term and long-term solution options, including risk assessments.
Assists with improvements to prevent problems, including problem resolution workflow. Participates in remediation solutions.
Participates in project planning sessions with team members to analyze development requirements, provide design options, and provide work breakdown and estimates of work.
Provides work breakdown and estimates for small software development tasks. Provides timely status updates for areas of individual responsibilities within projects to supervisor
Actively participates in team and status meetings.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 14 Develops software using disciplined software development processes, adhering to team/company standards and software best practice guidelines, and corporate policies.
Ruby on Rails Developer
Hourly Rate: $114-$141.6/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design, develop, and test significant client & middle tier components. Contribute to UI mock-ups.
Contribute to user stories in content, review, and estimation. Work with web development teams, vendors, and partners to define new integrations. Good experience with open source development on Linux based platforms.
IV.
UI/Front-end Developer
Hourly Rate: $84-$108/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Leverage the latest in JavaScript web front-end technologies to build a unique and demanding solution and bring new ways of visualizing and engaging with data. Recommend and develop user interface consistent with user experience design and product requirements.
Drive common UI development architecture and tools.
Design and implement user interface components considering usability, security, performance and customizability.
Coordinate client-server interface design and implementation with server developers. Actively participate in Agile/Scrum development team if needed.
UI/UX Designer
Hourly Rate: $108-$132/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Study users to deeply understand their needs
Create models that form the theoretical foundation for great solutions: workflow diagrams, flowcharts, storyboards, wireframes, sitemaps, personas and other models Collaborate closely with product managers, development leads and other designers Create low-fi sketches, prototypes and wireframes to establish the rough direction Create interactive prototypes for user testing
Test designs with end-users
Create precise, beautiful, hi-fi mock-ups
Write thorough design specifications
Support engineering through the development phase
NET Developer
Hourly Rate: $72-$102/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Work with application architects, lead developers and teams to design and develop robust Microsoft-based enterprise software solutions.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 15 Create proof of concepts for emerging technologies as they apply to the problem space. Assist with identifying and establishing tools, operating environments, design, development standards, and technical documentation as required. Work with other team members during development and implementation of solutions. Support other developers through problem solving by identifying as well as evolving standards, best practices and reusable solutions.
Work with test and quality assurance staff during the development and implementation of enterprise solutions.
Identify ambiguities and gaps in system requirements and liaise with analysts, architects, lead developers and customers to obtain clearer specifications. NET development skills with use of related technologies, concepts and products such as Microsoft Visual Studio 2005 or 2008, .NET Framework, Visual Basic .NET or C# Experience with MS SQL Server (2008 required, 2012 desired) Highly skilled in writing SQL queries
Knowledge of CSS, JavaScript, and JQuery is a plus
V.
NET Senior Developer/Lead
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Experience architecting, installing and configuring .NET solutions in a lead role. Participate in solution design, concept visualization and functional and technical requirements definition and documentation.
Interact with delivery team and clients to understand business requirements and determine how to best leverage technology to support those requirements in developing effective web solutions.
Perform advanced troubleshooting at the application level. Build enhancements within existing software applications and envision future improvements to the architecture.
Define and implement data object models.
Design and development of complex business logic.
Provide subject matter expertise to identify and translate system requirements into technical architecture and design documentation.
NET Architect
Hourly Rate: $114-$138/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design & Develop the overall enterprise architecture frameworks, methodologies, and tools.
Evaluates and creates new tools and techniques to facilitate effective development practices.
Sets the standard for highest quality of work. Provides thought leadership, mentors others, and leads by example.
Act as the technical lead on all projects, help in creating and maintaining technical design artifacts. Anticipates and acts upon issues that arise, providing alternative approaches and solutions.
Establish enterprise architecture and standards.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 16 Proficiency in Microsoft technologies including .Net 4.0, Web API, WCF, Visual Studio 2012, SQL Server, MVC, and custom ASP.Net applications. Articulate complex application designs and develop applications using emerging technologies.
Develop Web services Framework that provides data/services to partners internal & external and mobile devices.
Experience with cloud enablement of business applications is a plus.
SharePoint Developer –
Hourly Rate: $84-$108/Hr
Staff Members in this category would typically do the following and/or have the following skill sets:
Develop reporting dashboards, reporting repositories and workflows. Provide guidance and expertise on topics surrounding strategy and best practices for SharePoint solutions.
Troubleshoot technical and functional issues with the SharePoint software and solutions in a Production Environment.
Work closely with other stakeholders to successfully deliver solutions. Transfer knowledge and technical expertise to other team members and end users. Experience working in a rapid application development environment. Experience developing SharePoint functional specs and design documents. Experience delivering high impact executive level dashboards. SRSS and SASS development.
VI.
SharePoint Administrator
Hourly Rate: $72-$102/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Provide advanced operational administration support for SharePoint Farm, SharePoint Applications, IIS, and SharePoint Windows Systems. SME Expert in SharePoint, IIS and Windows Server administration skills, including SharePoint and IIS installation, configuration, architecture, and advanced troubleshooting experience.
Architect, install, configure, maintain, and optimize SharePoint and ISS environments, and implement new SharePoint technologies.
Provide in house technical support as well as contribute ideas for SharePoint applications in support of Business needs.
Architect and maintenance of the SharePoint Enterprise environment. Resolve SharePoint, IIS, OS and application level problems (debug issues) and client’s support problems.
Perform and automate SharePoint environments and SharePoint applications monitoring.
Design and maintain SharePoint configuration management. Document SharePoint Enterprise environment and application configuration. Create and maintain InfoPath Forms.
Respond to SharePoint server and enterprise application maintenance calls. Plan and implement SharePoint systems installations and upgrades. Develop SharePoint server and Enterprise system standards.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 17 SharePoint Architect
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design, development, and implementation of the project. Work on PoC as needed & owns the technology part of the project. Collaborate with Business to determine requirements.
Develop Technical Architecture and designs for scalable enterprise applications. Actively participate in development and implementation of SharePoint solutions. Mentor junior-level developers in Web technologies, including SharePoint and software development best practices.
Conduct performance and scalability testing, and capacity analysis/planning. Create custom lists and views using SharePoint Designer. Create custom Workflows using SharePoint Designer and Visual Studio. Create BCS’s and external content lists and views using SharePoint Designer. Create and maintain master and layout pages.
Define and Implement taxonomies.
Be an advocate for Best Practice Guidance & Governance.
VII.
QA Analyst
Hourly Rate: $60 -$84/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Identify test scenarios / write required test cases.
Execute testing, manual and automated.
Provide input/feedback to the design and development of new features. Develop and execute automated test cases.
Record defects and follow up on corrections.
Enforcing standard quality processes, making recommendations for improvements. Takes responsibility of quality for the whole sprint team; monitors quality testing of all testers.
Develop test cases, test plans, and scenarios.
Be experienced with quality assurance reporting and tracking software.
QA Lead
Rate: $84-$108/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design and implement test tools and infrastructures that will be utilized across multiple test and development teams.
Provide best practices and leadership consultation on test strategies, methods, and best practices.
Lead the definition, implementation, and maintenance of standard QA processes, methodologies, and templates for use on client deliverables. Build a collaborative working relationship with development, product management, and operations
Define, track, and drive progress towards the quality objectives for client projects or the department as a whole.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 18 Manage multiple release cycles for various projects and ensure successful qualification prior to launch.
GIS Project /Program Manager (Mid-Level)
Hourly Rate: $114-$138/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Executes planning for projects, including development of the project scope, task organization, estimates of effort and other required resources, and schedules necessary to complete the project.
Creates estimate of cost and budget for the project.
Develops and negotiates agreements for services, including scope, fee structure, fee amount, schedule, and all other provisions related to risk sharing/management. Obtains internal input and approvals as required by the company's policies. Executes internal project setup procedures in accordance with the company's policies. Directs, manages and participates in the production of the project deliverables. Performs or participates in some or all of the following tasks: Preliminary studies, plans and cost estimates, selection and contracting with vendors/sub-consultants, designs and plan production, project status/review meetings, specification and contract document development/production and bidding,
Contract award and construction administration oversight.
VIII.
GIS Systems Administrator (Mid-Level)
Hourly Rate: $66 to $90/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Researches, implements, manage and maintain GIS software, network infrastructure, applications and computer systems for the centralized system running production. Provide general system administration within environment performing deployment, installation, and maintenance of enterprise geospatial system based on Esri, Google, OGC, GeoServer, Oracle, Microsoft and/or Citrix platforms. Perform operating system administration, application system administration, database administration, and web administration for local and remote systems. Establish GIS policies, standards, and procedures.
Manages installation, configuration, upgrades, and troubleshooting of geospatial system including databases, software, user applications, and hardware; designs, manages, and monitors network.
GIS Software Developer (Mid-Level)
Hourly Rate: $90 to $114/Hr.
Staff Members in this category would typically do the following and/or have the following skill sets:
Design, create, and maintain software by analyzing, testing, assessing and implementing programming applications based on business priorities and guidance from management.
Assists teams with quickly and reliably debugging and solving the most complicated system issues.
Proficiency in fundamental and advanced application development concepts. Expertise in algorithm analysis and performance tuning.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 19 Assist in the testing process by conducting reviews and analyses, witnessing tests and participating in software certification.
Provide technical expertise and guidance to project teams and software engineers, demonstrating significant creativity and flexibility. Provide guidance to teams and individual software engineers for build and release management.
Develop features across multiple subsystems within the portfolio, including collaboration in requirements definition, prototyping, design, coding, testing and deployment.
IX.
iOS / Android / mobile resources – Offshore team
iOS/Android/Mobile Developer & Senior Developer
Hourly Rate: $36 to $42/Hr. - discounted rate ($24hr.) for CITY Staff Members in this category would typically do the following and/or have the following skill sets:
Design and implementation of intuitive and responsive user interfaces for portable and handheld touch screen devices.
Delivery of fully featured and reliable APIs for 3rd party developers. Concurrent and multi-threaded application design and implementation. Databases enabled for cross-device synchronization through peer to peer and cloud connectivity solutions.
Specialist skills in developing custom native mobile apps for iOS or Android or Windows mobile.
Specialist skills in developing cross-platform mobile apps with Apache Cordvoa API, Phonegap and Titanium platforms using jQuery mobile, JavaScript, HTML5 and CSS. Specialist skills in developing mobile web sites compatible with mobile phones running variety of operating systems
Experience with 2D and 3D graphics rendering and animation. Experience in integrating Social Media such as Facebook, Twitter, Linkedin. Experience in Augmented Reality and location based apps. Experience in OAuth, Security, Encryption, SOAP and RESTful web services. Experience in providing best user experience with Wow! Effect Experience in in-app purchases and in-app advertising iOS/Android/Mobile Tester
Hourly Rate: $30 to $36/Hr. - discounted rate ($24hr.) for CITY Staff Members in this category would typically do the following and/or have the following skill sets:
Writing and executing test cases for mobile apps.
Testing mobile apps for usability, user friendliness and rich user experience as per human interface guidelines and standards.
Testing mobile apps for performance and responsiveness on various modes of networks like 2G, 3G, 4G, and Wi-fi.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9
EXHIBIT C
B0785-0001\2807075v2.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below:
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
B.
ADDRESS C.
COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER
EXPIRATION
DATE B.I.
LIMITS
P.D. AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONTRACTOR'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKERS' COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the CITY shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Contractor agrees to indemnify, hold harmless and defend CITY, its City Council and each member thereof and every officer and employee of CITY from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against CITY, its City Council and each member thereof and any officer or employee of CITY which results directly or indirectly from the wrongful or negligent actions of contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days’ written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE: BY:
Authorized Insurance Representative
TITLE:
AGENCY: ADDRESS:
RM02.DOC REVISED 10/14/96.
DocuSign Envelope ID: F0E869CD-6FAE-44A0-A447-47BD4E1495A9 Certificate Of Completion
Envelope Id: F0E869CD6FAE44A0A44747BD4E1495A9 Status: Sent Subject: First Tek, Inc. Agreement
Source Envelope:
Document Pages: 20 Signatures: 5 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/16/2023 1:35:05 PM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Satyakumar Bhavanasi
[email protected]
President
First Tek, Inc
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 174.206.225.176
Signed using mobile
Sent: 5/16/2023 1:52:56 PM
Viewed: 5/17/2023 11:32:41 AM
Signed: 5/17/2023 11:32:58 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mariam Faisal
[email protected]
Director, HR & Operations
First Tek, Inc.
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 100.1.220.81
Signed using mobile
Sent: 5/17/2023 11:32:59 AM
Resent: 5/17/2023 1:12:11 PM
Viewed: 5/17/2023 1:36:13 PM
Signed: 5/17/2023 1:36:26 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/17/2023 1:36:28 PM
Viewed: 5/17/2023 1:36:55 PM
Signed: 5/17/2023 1:37:06 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.235.180
Sent: 5/17/2023 1:37:07 PM
Viewed: 5/17/2023 2:29:57 PM
Signed: 5/17/2023 2:30:13 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/17/2023 2:30:14 PM
Viewed: 5/18/2023 9:56:45 AM
Signed: 5/18/2023 9:56:55 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/18/2023 9:56:56 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/16/2023 1:52:56 PM
Envelope Updated Security Checked 5/17/2023 1:12:10 PM
Envelope Updated Security Checked 5/17/2023 1:12:10 PM
Envelope Updated Security Checked 5/17/2023 1:12:10 PM
Payment Events Status Timestamps
-1-
B0785-0001\2807029v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
ISSQUARED, INC. FOR NETWORK ENGINEERING SERVICES
NAME OF CONSULTANT: ISSQUARED, Inc.
RESPONSIBLE PRINCIPAL OF
CONSULTANT:
Bala Ramaiah, CEO
CONSULTANT'S ADDRESS: 2659 Townsgate Road, #227
Westlake Village, CA 91361
CITY'S ADDRESS:
City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer, Chief Information
Officer
CONSULTANT’S E.I.N./TAX I.D. NO.: 27-2696689
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: Not to exceed $125,000.00,
as detailed in Exhibit B
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -2-
B0785-0001\2807029v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
ISSQUARED, INC. FOR NETWORK ENGINEERING SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and ISSQUARED, Inc. (hereinafter called "CONSULTANT").
RECITALS
A. CITY desires to have certain services and/or goods provided as set forth in Exhibit A (the “Scope of Work”), attached hereto and incorporated herein.
B. CONSULTANT represents that it is qualified and able to perform the Scope of Work.
AGREEMENT
NOW, THEREFORE, the parties agree as follows:
Section 1. CONSULTANT’s Scope of Work. CONSULTANT shall perform the Scope of Work described in Exhibit A in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Time of Performance. CONSULTANT shall commence its services under this Agreement upon the Commencement Date or upon a written receipt of a notice to proceed from CITY. CONSULTANT shall complete the performance of services by the Termination Date set forth above.
Section 3. Compensation. CITY agrees to compensate CONSULTANT and CONSULTANT agrees to accept in full satisfaction for such services required by this Agreement, the Consideration set forth above and more particularly described in Exhibit B, (“Schedule and Rates of Payment”), attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of CONSULTANT’s fee for the services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable). CITY shall pay CONSULTANT said Consideration in accordance with the schedule of payment set forth in Exhibit B.
Section 4. Method of Payment. Unless otherwise provided for herein, CONSULTANT shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within 30 days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice.
Section 5. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's employees, except as herein set DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -3-
B0785-0001\2807029v1.doc
forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 6. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 7. Responsible Principal(s)
(a) CONSULTANT's Responsible Principal set forth above shall be principally responsible for CONSULTANT's obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 8. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 9. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 10. Interests of CONSULTANT. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 11. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California.
(b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -4-
B0785-0001\2807029v1.doc
(c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with the CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with the CITY’s Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the CITY as an additional insured.
(f) CONSULTANT shall provide CITY with thirty (30) days prior written notice If the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.
Section 12. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement. (b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.
Section 13. Termination.
(a) CITY shall have the right to terminate this Agreement for any reason or for no reason upon five (5) days written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -5-
B0785-0001\2807029v1.doc
(b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement. CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 14. CITY's Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT's Scope of Work.
Section 15. Information and Documents. All data, information, documents and drawings prepared for CITY and required to be furnished to CITY in connection with this Agreement shall become the property of CITY, and CITY may use all or any portion of the work submitted by CONSULTANT and compensated by CITY pursuant to this Agreement as CITY deems appropriate.
Section 16. Records and Inspections. CONSULTANT shall maintain full and accurate records with respect to all matters covered under this Agreement for a period of two years. CITY shall have access, without charge, during normal business hours to such records, and the right to examine and audit the same and to make copes and transcripts Section 17. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 18. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 19. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
Section 20. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement by this reference. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.
Section 21. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 22. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -6-
B0785-0001\2807029v1.doc
Section 23. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
EXECUTED the _____ day of ____________ 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
JULIAN A. GOLD, M.D.
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: ISSQUARED, INC.
JAGAN JATAVALLABHULA
Senior Vice President
SUCHINTH KUMAR
CRO/CFO
[Signatures continue]
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -7-
B0785-0001\2807029v1.doc
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
_______ ____________________________
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
____________________________
DAVID SCHIRMER
Chief Information Officer
____________________________
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -8-
B0785-0001\2807029v1.doc
EXHIBIT A
SCOPE OF WORK
CONSULTANT shall provide the following network engineering services (the “Services”) related to the CITY’s internal, external and remote access data network infrastructure. The Services shall include the following.
Task 1 – Core Juniper MX Internet Router Platform Deployment, Configuration, Configuration Maintenance
(a) CONSULTANT shall coordinate and consult with the CITY’s Network Administrator on significant Internet routing architecture and connectivity designs and design changes as well as Internet routing policy implementation and configurations. (b) CONSULTANT shall provide guidance and insight into Internet routing (BGP) best practices and provide recommendations and solutions to changes in data traffic flows as new requirements develop within the CITY’s Autonomous System and Internet posture. (c) CONSULTANT shall provide recommendations and technical support in the Internet routing platforms hardware, software and firmware base. (d) CONSULTANT shall provide consulting and technical support for all Internet router platform configuration file maintenance including approved changes and records of change management.
(e) CONSULTANT shall make every effort to assist in maintaining the targeted SLM/SLA uptime of 99.999% for all IPv4 and IPv6 DIA carrier circuits as well as inward facing data paths.
(f) CONSULTANT shall monitor and review provided telemetry and performance metrics and reports in order to assist in providing recommendations to changes in routing performance and behaviors.
(g) CONSULTANT shall assist in producing design and configurational documentation along with CITY staff to adequately reflect an accurate representation of overall system design and function in accordance with established CITY standards and practices.
Task 2 – Internal Data Network Switching and Routing Platform Design, Test and Configuration Maintenance
(a) CONSULTANT shall coordinate and consult with the CITY’s Network Administrator and staff on various internal data transport and network switching and routing architecture designs and design changes in support of the CITY’s private internal network. (b) CONSULTANT shall provide guidance and insight into private LAN route/switch best practices and offer recommendations and solutions within the CITY’s internal network route/switch environment for various LAN regions found throughout the CITY.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -9-
B0785-0001\2807029v1.doc
(c) CONSULTANT shall assist in producing design and configuration documentation along with CITY staff to adequately reflect an accurate representation of overall system design and function in accordance with established CITY standards and practices. (d) CONSULTANT shall assist in developing various internal data networking projects and initiatives such as
a. Core internal network router design and deployment
b. IPv6 deployments
c. Multicast routing
d. OSPF to ISIS dynamic routing migration
e. Network management platform deployments
f. PKI infrastructure enhancements
g. Hypervisor and clustering designs
h. Linux and/or Microsoft Server based Directory Services such as Active Directory (AD) and LDAP along with SQL
i. Internal and/or external firewall and IPS deployment and migration j. The evaluation and testing of various network administration and management platforms and appliances.
Task 3 – F5 Server Load Balancer Platform Performance and Configuration Maintenance (a) CONSULTANT shall coordinate and consult with the CITY’s Network Administrator and Systems Architect on the performance and configurational maintenance of the established F5 Server Load Balancer environment.
(b) CONSULTANT shall provide recommendations and technical support in the server load balancer platforms hardware, software and firmware base. (c) CONSULTANT shall provide recommendations and technical support in the server load balancer feature set and overall system performance.
Task 4 – Secure Remote Access Platform Configuration Development, Testing and Support
(a) CONSULTANT shall coordinate and consult with the CITY’s Network Administrator on various remote access solutions in support of the CITY’s private internal network. (b) CONSULTANT shall assist and advise on the effective deployment, use and monitoring of dual-factor authentication methods and encrypted encapsulation techniques such as GRE, SSL and IPsec tunnels.
(c) CONSULTANT shall provide support and configuration maintenance for Juniper model ISG and SRX firewall, Palo Alto firewall and Pulse Secure SSL VPN appliances.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -10-
B0785-0001\2807029v1.doc
Infectious Disease
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention Non-Emergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -11-
B0785-0001\2807029v1.doc
EXHIBIT B
SCHEDULE AND RATES OF PAYMENT
CITY shall pay CONSULTANT compensation at a blended rate of Two Hundred and Fifty Dollars ($250.00) per hour for the Services required by the Agreement. The total sum paid to CONSULTANT under this Agreement shall not exceed the amount of One Hundred Twenty Five Thousand Dollars ($125,000.00), as set forth in the purchase order issued by CITY for the Services to be provided pursuant to this Agreement.
Said Compensation shall constitute reimbursement of CONSULTANT’s fee for the Services as well as the actual cost of any equipment, materials, and supplies necessary to provide the Services (including labor, materials, tax, assembly and installation as applicable.) There shall be no reimbursement for travel related expenses.
CONSULTANT shall submit a monthly itemized statement to CITY for the Services performed for the prior month, which shall include documentation setting forth, in detail, a description of the services rendered and the hours of service. CITY shall pay CONSULTANT all undisputed amounts of such billing within thirty (30) days of receipt of the same.
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 -12-
B0785-0001\2807029v1.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below :
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
ADDRESS B.
C.
COMPANY
(A.B.C.) COVERAGE POLICY NUMBER
EXPIRATION
DATE B.I. LIMITS P.D. AGGREGATE
AUTOMOBILE LIABILITY
GENE AL LIABILITY
PROD CTS/COM LETED
OPERATIONS
BLANKET CONTRACTUAL
CONTRACTOR'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKER'S COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy:Contractor agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectlyfrom the wrongful or negligent actions of Contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE : BY :
Authorized Insurance Representative
TITLE :
AGENCY : Address :
DocuSign Envelope ID: 2BC82436-1F7D-4B27-BDD5-777E097E0B17 Certificate Of Completion
Envelope Id: 2BC824361F7D4B27BDD5777E097E0B17 Status: Sent Subject: ISSQUARED, Inc Agreement for FY2023-24
Source Envelope:
Document Pages: 12 Signatures: 5 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/8/2023 2:32:00 PM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Jagan Jatavallabhula
[email protected]
Sr. Vice President
ISSQUARED, Inc
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 107.184.130.4
Sent: 5/8/2023 2:38:57 PM
Viewed: 5/8/2023 3:53:20 PM
Signed: 5/8/2023 5:06:44 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Suchinth Kumar
[email protected]
Chief Revenue Officer
ISSQUARED Inc.
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 209.107.178.193
Signed using mobile
Sent: 5/8/2023 5:06:45 PM
Viewed: 5/10/2023 8:00:14 AM
Signed: 5/10/2023 8:01:45 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/10/2023 8:01:46 AM
Viewed: 5/10/2023 8:36:27 AM
Signed: 5/10/2023 8:36:36 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 172.116.62.172
Signed using mobile
Sent: 5/10/2023 8:36:38 AM
Viewed: 5/10/2023 10:04:46 AM
Signed: 5/10/2023 10:05:01 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/10/2023 10:05:02 AM
Viewed: 5/10/2023 12:19:58 PM
Signed: 5/10/2023 12:20:03 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/10/2023 12:20:05 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/8/2023 2:38:58 PM
Envelope Updated Security Checked 5/8/2023 3:26:06 PM
Envelope Updated Security Checked 5/8/2023 3:26:06 PM
Payment Events Status Timestamps
-1-
B0785-0001\2807137v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
MAINLINE INFORMATION SYSTEMS, INC. FOR INFORMATION
TECHNOLOGY CONSULTING SERVICES
NAME OF CONSULTANT: Mainline Information Systems, Inc.
RESPONSIBLE PRINCIPAL
OF CONSULTANT: Brian Showman, General Counsel
CONSULTANT'S ADDRESS: 1700 Summit Lake Drive
Tallahassee, FL 32317
CONSULTANT’S E.I.N./TAX I.D.: 59-2960721
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer
Chief Information Officer
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: Not to exceed $1,785,000 (includes travel budget) based on the rates set forth in Exhibit B
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -2-
B0785-0001\2807137v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
MAINLINE INFORMATION SYSTEMS, INC. FOR INFORMATION
TECHNOLOGY CONSULTING SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and Mainline Information Systems, Inc. (hereinafter called "CONSULTANT").
RECITALS
A. CITY desires to have certain services provided as set forth in Exhibit A (the "Scope of Work"), attached hereto and incorporated herein.
B. CONSULTANT represents that it is qualified and able to perform the Scope of Work.
NOW, THEREFORE, the parties agree as follows:
Section 1. Scope of Work. CONSULTANT shall perform the Scope of Work described in Exhibit A in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Term of Agreement. This Agreement shall remain in full force and effect from July 1, 2023 through June 30, 2024.
Section 3. Time of Performance. CONSULTANT shall commence its services under this Agreement upon receipt of a duly authorized purchase order from CITY in the manner described in Exhibit A. CONSULTANT shall complete the services in conformance with the project timeline established by the City Manager or his designee.
Section 4. Compensation.
(a) If services are requested by CITY, CITY agrees to compensate CONSULTANT, and CONSULTANT agrees to accept in full satisfaction for the services required by this Agreement the Consideration more particularly described in Exhibit B, attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of CONSULTANT's fee for the services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable). In no event shall the CONSULTANT be paid more than the yearly maximum Consideration set forth above. (b) CONSULTANT shall be entitled to reimbursement only for those expenses expressly set forth in Exhibit B. Any expenses incurred by CONSULTANT which are not expressly authorized by this Agreement will not be reimbursed by CITY.
Section 5. Method of Payment. CONSULTANT shall submit to CITY a detailed invoice (as is further described in Exhibit B), on a monthly basis or less frequently, for the DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -3-
B0785-0001\2807137v1.doc
services performed pursuant to this Agreement. Within 30 days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice.
Section 6. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's employees, except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 7. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 8. Responsible Principal(s).
(a) CONSULTANT's Responsible Principal set forth above shall be principally responsible for CONSULTANT's obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 9. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 10. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 11. Interests of Consultant. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 12. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -4-
B0785-0001\2807137v1.doc
($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California.
(4) A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONSULTANT agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with CITY’s Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the CITY as an additional insured.
(f) CONSULTANT shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -5-
B0785-0001\2807137v1.doc
Section 13. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement.
(b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.
Section 14. Termination.
(a) CITY shall have the right to terminate this Agreement for any reason or for no reason upon five calendar days' written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice. (b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work done in accordance with the terms of this Agreement at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement. CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 15. CITY’s Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT's Scope of Work.
Section 16. Information and Documents. All data, information, documents and drawings prepared for CITY and required to be furnished to CITY in connection with this Agreement shall become the property of CITY, and CITY may use all or any portion of the work submitted by CONSULTANT and compensated by CITY pursuant to this Agreement as CITY deems appropriate.
Section 17. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 18. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 19. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -6-
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representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
Section 20. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 21. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
Section 22. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
EXECUTED the _____ day of ____________ 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor of the City of
Beverly Hills, California
ATTEST:
(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: MAINLINE INFORMATION
SYSTEMS, INC.
BRIAN SHOWMAN
General Counsel
[Signatures continue]
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE00 -7-
B0785-0001\2807137v1.doc
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE00 -8-
B0785-0001\2807137v1.doc
EXHIBIT A
SCOPE OF WORK
CONSULTANT shall provide CITY with information technology (“IT”) consulting services related to CITY’s client applications such as CITY’s Enterprise storage system, LTO tape system, Axis camera system, IBM systems, and additional data center infrastructure and enterprise systems collectively (the “Services”). The Services shall include the following:
(i) Analyze CITY business requirements in connection with CITY’s client applications.
Create high-level technical design documents and detailed technical specifications, in accordance with CITY architecture standards.
(ii) Provide unit and system testing as well as execution of implementation activities. (iii) Draft individual scopes or work for projects of varying sizes and levels of complexity which details the tasks and provide estimates.
(iv) Analyze and identify technical areas of improvement within existing systems. (v) Work with CITY’s internal IT teams to complete project activities, such as infrastructure, architecture and design.
(vi) Provide systems testing, training and application support. (vii) If CITY identifies an issue or problem that requires consulting services, CONSULTANT shall conduct research, propose one or more solutions, document and present the solutions to CITY so CITY can determine how to proceed (viii) Provide written reports to CITY as required by CITY.
The above Services shall be provided to CITY on an as-needed basis as directed by CITY in the manner set forth herein.
For each requested engagement, CONSULTANT shall provide CITY with a written proposal which shall include (at a minimum) a detailed scope of work, deliverables and payment milestones (“Proposal”). Each Proposal is subject to the written approval of CITY prior to the commencement of work. Upon CITY approval, such Proposal shall be incorporated herein as if set forth in full and the services provided thereunder such Proposal shall be subject to the terms and conditions of this Agreement. CITY shall issue a written authorization to proceed for each accepted Proposal.
Infectious Disease
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention NonEmergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -9-
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B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -10-
B0785-0001\2807137v1.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
For the term of this Agreement, CONSULTANT shall be paid for the Services provided herein at the hourly rate of $207.80. In no event shall the total compensation for the term of this Agreement exceed One Million Seven Hundred EightyFive Thousand Dollars ($1,785,000), which includes a travel budget if authorized by CITY in writing and as described in Attachment 1, CITY’s Travel and Meeting Expense Policy for CITY employees (Administrative Regulation Policy Finance.01 dated 07/01/2022) (“Travel Policy”). The travel budget shall not exceed Thirty Thousand Dollars ($30,000) unless otherwise agreed to in writing by CITY’s Chief Information Officer.
CONSULTANT shall submit a detailed and itemized invoice(s) for the Services rendered, which invoice shall include for each fee entry the following information: (i) the date each task is performed; (ii) the identifier of the timekeeper that performed each task (i.e. initials or timekeeper number); (iii) the hours or portion thereof, billed for the task that reflects the actual time spent on each activity; (iv) a clear description of the activity performed (each task must be billed as a separate entry with specificity with no block billing); and (v) total fees billed for each entry.
Unless provided for in CONSULTANT’s written Proposal, this Agreement provides for no reimbursement of expenses. There will be no travel reimbursement for any local resource. A local resource is defined as CONSULTANT personnel residing within a 100 mile radius from CITY. Eligible reimbursable travel expenses shall be estimated in the Proposal per engagement and are subject to CITY’s prior written approval. Additionally, the maximum reimbursement shall not exceed that allowable under the Travel Policy, Attachment 1.
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -11-
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ATTACHMENT 1 TO EXHIBIT B
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DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -22
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B0785-0001\2807137v1.doc
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 -23-
B0785-0001\2807137v1.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below :
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
ADDRESS B.
C.
COMPANY
(A.B.C.) COVERAGE POLICY NUMBER
EXPIRATION
DATE B.I. LIMITS P.D. AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONTRACTOR'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKER'S COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Contractor agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein.
Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE : BY :
Authorized Insurance Representative
TITLE :
AGENCY : Address :
DocuSign Envelope ID: 4265BD53-3033-4F3B-B9A4-F9473B0CEE009473B0CEE00 Certificate Of Completion
Envelope Id: 4265BD5330334F3BB9A4F9473B0CEE00 Status: Sent Subject: Mainline Information Systems, Inc. Agreement
Source Envelope:
Document Pages: 23 Signatures: 4 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/10/2023 2:19:52 PM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Brian Showman
[email protected]
General Counsel
Mainline Information Systems, Inc.
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 71.220.139.56
Sent: 5/10/2023 2:41:28 PM
Resent: 5/15/2023 2:57:48 PM
Viewed: 5/16/2023 9:08:40 AM
Signed: 5/18/2023 5:55:13 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/18/2023 5:55:16 AM
Resent: 5/19/2023 10:10:01 AM
Viewed: 5/19/2023 10:17:06 AM
Signed: 5/19/2023 10:17:17 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.235.180
Sent: 5/19/2023 10:17:18 AM
Viewed: 5/19/2023 10:49:08 AM
Signed: 5/19/2023 10:49:28 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/19/2023 10:49:30 AM
Viewed: 5/22/2023 10:25:37 AM
Signed: 5/22/2023 10:25:46 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/22/2023 10:25:47 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/10/2023 2:41:28 PM
Payment Events Status Timestamps
B0785-0001\2805665v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
METASOURCE, LLC FOR OPENTEXT KOFAX SUPPORT AND
SERVICES RELATED TO THE CITY’S DOCUMENT AND
RECORDS MANAGEMENT SYSTEM
NAME OF CONSULTANT: MetaSource, LLC
RESPONSIBLE PRINCIPAL
OF CONSULTANT: Steve Cooley, Strategic Account Manager
CONSULTANT'S ADDRESS: 67 West 13490 South, Suite 300
Draper, UT 84020
CONSULTANT’S E.I.N/TAX I.D. NO.: 26-0771758
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer, Chief Information
Officer
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024, unless sooner terminated pursuant to Section 13 of the Agreement
CONSIDERATION: Not to exceed $510,000 based on the costs set forth in Exhibit B
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 2 -
B0785-0001\2805665v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
METASOURCE, LLC FOR OPENTEXT KOFAX SUPPORT AND
SERVICES RELATED TO THE CITY’S DOCUMENT AND
RECORDS MANAGEMENT SYSTEM
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "City"), and MetaSource, LLC (hereinafter called "Consultant").
RECITALS
A. City desires to have certain services provided as set forth in Exhibit A, attached hereto and incorporated herein by this reference (the "Services").
B. Consultant represents that it is qualified and able to perform the Services in accordance with the terms set forth herein.
AGREEMENT
NOW, THEREFORE, the parties agree as follows:
Section 1. Consultant's Services. Consultant shall provide Kofax maintenance and support, document conversion services, and related professional services, as more particularly described in Exhibit A, Scope of Work, in a manner satisfactory to City and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Time of Performance. This Agreement shall commence upon a notice to proceed, and shall terminate on the Termination Date set forth above, unless sooner terminated pursuant to Section 13 of this Agreement.
Section 3. Compensation. City agrees to compensate Consultant, and Consultant agrees to accept in full satisfaction for the services required by this Agreement the Consideration set forth above and more particularly described in Exhibit B, attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of Consultant's fee for the services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable).
Section 4. Method of Payment. Consultant shall submit to City a detailed invoice (as is further described in Exhibit B), on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Within 30 days of receipt of each invoice, City shall pay all undisputed amounts included on the invoice.
Section 5. Independent Contractor. Consultant is and shall at all times remain, as to City, a wholly independent contractor. Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant's employees, except as herein set forth. Consultant shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City.
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 3 -
B0785-0001\2805665v2.doc
Section 6. Assignment and Subcontracting. Consultant shall not assign or attempt to assign any portion of this Agreement, or subcontract any required performance hereunder, without the prior written approval of City. Consultant, however, shall at all times be responsible for the services performed by any subcontractors.
Section 7. Party Representatives.
(a) Consultant: Responsible Principal. The Responsible Principal set forth above shall be principally responsible for Consultant's obligations under this Agreement and shall serve as principal liaison between City and Consultant. Designation of another Responsible Principal by Consultant shall not be made without the prior written consent of City. (b) Consultant’s Onsite Representatives. Consultant shall have at least one competent representative on the project site at all times while work is in progress. At the City’s direction and at the sole discretion of the City, Consultant shall immediately replace any individual who fails to perform the duties required by the work with a qualified, competent replacement that is acceptable to City’s authorized representative. (c) City Representative. The City Manager or his designee shall represent City in the implementation of this Agreement.
Section 8. Personnel. Consultant represents that it has, or shall secure at its own expense, all personnel required to perform Consultant's services under this Agreement.
Section 9. Permits and Licenses. Consultant shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 10. Interests of Consultant. Consultant affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the services contemplated by this Agreement. No person having any such interest shall be employed by or be associated with Consultant.
Section 11. Insurance.
(a) Consultant shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by Consultant.
2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by Consultant in performing the Scope of Work required by this Agreement. 3) Workers' compensation insurance as required by the State of California.
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 4 -
B0785-0001\2805665v2.doc
4) A policy or policies of Professional Liability Insurances (errors and omissions) with minimum limits of One Million Dollars ($1,000,000.00) per claim and in the aggregate for the Services to be performed pursuant to this Agreement. (b) Consultant shall require each of its sub-Consultants to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or polices required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best's Insurance Guide.
(d) Consultant agrees that if it does not keep the aforesaid insurance in full force and effect City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may take out the necessary insurance and pay, at Consultant's expense, the premium thereon.
(e) At all times during the term of this Agreement, Consultant shall maintain on file with the City’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. Consultant shall, prior to commencement of work under this Agreement, file with the City’s Risk Manager such certificate or certificates. The general liability and vehicle liability insurance shall contain an endorsement naming the City as an additional insured.
(f) Consultant shall provide City with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by Consultant shall be primary to any coverage available to City. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, Consultant shall either reduce or eliminate the deductibles or self-insured retentions with respect to City, or Consultant shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit City’s right to recover against Consultant and its insurance carriers.
Section 12. Indemnification.
(a) Consultant agrees to indemnify, hold harmless and defend the City of Beverly Hills, the City Council and each member thereof, and every officer, employee and agent of the City from any claim, liability or financial loss (including without limitation, attorney’s fees and costs) arising out of the acts or omissions of Consultant, its employees, agents, representatives, and/or subcontractors, whether intentional, reckless, negligent, or otherwise wrongful, in the performance of this Agreement.
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 5 -
B0785-0001\2805665v2.doc
(b) Consultant agrees to indemnify, hold harmless and defend the City, the City Council and each member thereof, every officer, employee and agent of the City from and against any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any claim that the technology and services provided by Consultant under this Agreement infringes upon any copyright, trade secret, trademarks, patent or other proprietary or intellectual property right of any third party.
(c) All duties of Consultant shall survive termination or expiration of the Agreement.
Section 13. Termination.
(a) City may cancel this Agreement, with or without cause, at any time upon five (5) calendar days written notice to Consultant. Consultant agrees to cease all work under this Agreement on or before the effective date of such notice. (b) In the event of termination or cancellation of this Agreement by City, due to no fault or failure of performance by Consultant, Consultant shall be paid full compensation for all services performed by Consultant, in an amount to be determined as follows: For work done in accordance with all of the terms and provisions of this Agreement, Consultant shall be paid an amount equal to the amount of services performed prior to the effective date of termination or cancellation; provided, in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the amount which would be paid Consultant for the full performance of the services required by this Agreement.
Section 14. City’s Responsibility. City shall provide Consultant with all pertinent data, documents, and other requested information as is available for the proper performance of Consultant’s services.
Section 15. Information and Documents. All data, information, documents and drawings prepared for City and required to be furnished to City in connection with this Agreement shall become the property of City, and City may use all or any portion of the work submitted by Consultant and compensated by City pursuant to this Agreement as City deems appropriate.
Section 16. Records Retention and Examination. Consultant shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by City under the Agreement. Consultant shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of City, including the City Manager or designee, free of charge. Consultant shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as City deems necessary. If records are not made available within the County of Los Angeles, Consultant shall pay City’s travel, hotel and meal costs to the location where the records are maintained. Consultant must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.
Section 17. Non-Disclosure.
(a) Pursuant to the terms of this Agreement, City has provided, or will provide Consultant with certain information, and/or access to certain information (the “Information”), DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 6 -
B0785-0001\2805665v2.doc
which was or will be obtained by the City pursuant to a License Agreement with a third party, or which is the proprietary information of the City, or which is not publicly known. Consultant, its employees, agents, representatives, contractors and subcontractors shall hold the Information private and confidential, and shall not:
(i) Use the Information, nor cause the Information to be used for any purpose other than in performance of its duties to the City, (ii) Participate in the wrongful use, illegal use, or unauthorized disclosure of the Information, or
(iii) Sell, release, free trade, assign, or provide access to the Information, directly or indirectly, to third parties. This provision survives termination of Consultant’s duties to the City.
Section 18. Notice. Any notice required by this Agreement shall be deemed received on: (a) the day of delivery if delivered by hand or overnight courier service during regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid, to the addresses set forth above or to such other addresses as the parties may designate in writing.
Section 19. Attorney’s Fees. In the event of litigation between the parties arising out of or connected with this Agreement, the prevailing party in such litigation shall be entitled to recover, in addition to any other amounts, reasonable attorney’s fees and costs of such litigation.
Section 20. Precedence. In case of conflict between any of the Exhibits attached hereto and the terms of this Agreement, this Agreement shall take precedence over the Exhibits.
Section 21. Entire Agreement. This Agreement represents the entire integrated agreement between City and Consultant, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both City and Consultant.
Section 22. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 23. Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be valid under applicable law. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions shall nevertheless continue in full force and effect.
Section 24. No Third Party Beneficiaries. This Agreement and the obligations hereunder are not intended to benefit any party other than City and Consultant, except as expressly provided otherwise herein. No entity not a signatory to this Agreement shall have any rights or causes of action against any party to this Agreement as a result of that party’s performance or non-performance under this Agreement, except as expressly provided otherwise herein.
[Signatures follow]
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 7 -
B0785-0001\2805665v2.doc
EXECUTED this_____ day of _______________, 202__.
CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
JULIAN A. GOLD, M.D.
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)
HUMA AHMED
City Clerk
COMPANY NAME: METASOURCE, LLC
________________________________
RANDY POWELL
Vice President
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 8 -
B0785-0001\2805665v2.doc
EXHIBIT A
SCOPE OF WORK
Consultant shall provide the following services related to the City’s Documents and Records Management System (or “system”) as set forth in this Exhibit and City’s Request for Proposals (Bid No. 12-25) to the City’s full satisfaction:
TASK 1: Document Conversion Services: Consultant shall provide document conversion services, which shall be provided on an as needed basis, as determined by City representatives.
(a) Consultant’s duties shall include provision of all necessary discovery, sample testing, image adjustment, labor, hardware, equipment, software, validation, quality control, and release to complete full document conversion services into the City’s Document and Records Management system.
(b) Consultant shall provide high quality scanning services at 200 DPI resolution for various document types and sizes, as directed by City staff.
TASK 2: Professional Services: Consultant shall provide Kofax maintenance support, software customizations, engineering, integrations, and application development services to maximize the performance of the records management system. (a) Consultant shall provide the following professional services as requested by the City:
i. Provide detailed technical specifications, develop code, and other necessary technical tasks to automate and integrate AX applications with various City software applications.
ii. Provide discovery, solutions deployment, application testing, validation and support. iii. Develop application code and perform the integration necessary for ‘public access’ applications.
iv. Create departmental AX applications.
v. Provide various application services to optimize City department applications and workflows.
(b) The following tasks shall be provided with respect to all Professional Services requests received from authorized City staff:
i. Project Management: Consultant shall present a comprehensive project plan and project budget, detailing time and resources required to accomplish the requested tasks. Consultant shall employ professional project management software such as Microsoft Project.
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 9 -
B0785-0001\2805665v2.doc
ii. Documentation: Consultant shall develop documentation to support the City’s business processes. At a minimum, Consultant shall provide the City with the following:
1. User documentation
2. Configuration documentation
3. Interface documentation
4. System administration manuals
5. Application software tutorials
6. System documentation
All user documentation, including application and interface documentation, help documentation and software tutorials should be available online and accessible from within the relevant application. Additionally, Consultant shall provide sufficient copies of each type of user documentation.
iii. Testing: Consultant shall provide adequate provisions for functional, performance and reliability testing. City requires Consultant involvement in the development and execution of all test plans to ensure that the customizations and integrations deliver the expected results.
iv. Training: Consultant shall provide the following as needed types of training programs:
1. Administrator training that includes all knowledge transfer activities necessary to enable City staff to configure, tailor, monitor and administer the technical and functional aspects of system.
2. End user training that includes the use of a “train-the-trainer” approach accompanied by computer-based training, both web-based and onsite.
All training materials shall be provided in both electronic and hard copy formats for unlimited duplication by City. Training materials shall reflect the specific functionality of the system in City and all training sessions shall include specific skills required to support the functionality of the City’s system.
Infectious Disease
A. Consultant shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention Non-Emergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. Consultant shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. Consultant shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 10 -
B0785-0001\2805665v2.doc
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D - 11 -
B0785-0001\2805665v2.doc
EXHIBIT B
COMPENSATION AND PAYMENT
City shall compensate Consultant in an amount not to exceed Five Hundred Ten Thousand Dollars ($510,000) at the rates set forth in this Exhibit. In no event shall the total amount exceed Five Hundred Ten Thousand Dollars ($510,000).
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D -
12-
B0785-0001\2805665v2.doc
DocuSign Envelope ID: CDC66B51-896F-4209-AAC7-FF2D66FAED5D Certificate Of Completion
Envelope Id: CDC66B51896F4209AAC7FF2D66FAED5D Status: Sent Subject: MetaSource LLC Agreement
Source Envelope:
Document Pages: 12 Signatures: 4 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/11/2023 11:14:30 AM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Randy Powell
[email protected]
Vice President
MetaSource, LLC
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 65.130.180.159
Sent: 5/11/2023 11:28:22 AM
Viewed: 5/11/2023 2:16:27 PM
Signed: 5/11/2023 2:22:45 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/11/2023 2:22:47 PM
Viewed: 5/11/2023 2:28:29 PM
Signed: 5/11/2023 2:28:37 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.235.180
Sent: 5/11/2023 2:28:38 PM
Viewed: 5/11/2023 4:48:07 PM
Signed: 5/11/2023 4:48:24 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 97.90.225.164
Signed using mobile
Sent: 5/11/2023 4:48:25 PM
Viewed: 5/15/2023 5:43:17 AM
Signed: 5/15/2023 5:43:25 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/15/2023 5:43:27 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
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Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/11/2023 11:28:22 AM
Payment Events Status Timestamps
1 B0785-0001\2807058v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND VIDEO
TO IP CONSULTING SERVICES, INC. RELATED TO THE CITY’S IP
VIDEO SYSTEMS
NAME OF CONSULTANT: Video to IP Consulting Services, Inc.
RESPONSIBLE PRINCIPAL OF
CONSULTANT:
Timothy Conwell, President/Principal Consultant
CONSULTANT'S ADDRESS: 12813 129th Avenue N
Largo, FL 33774
CITY'S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer, Chief Information Officer
CONSULTANT’S E.I.N./TAX I.D.: 35-2465511
COMMENCEMENT DATE: July, 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: An amount not to exceed $125,000, as detailed in Exhibit B
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 2 B0785-0001\2807058v1.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND VIDEO
TO IP CONSULTING SERVICES, INC. RELATED TO THE CITY’S IP
VIDEO SYSTEMS
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called "CITY"), and Video to IP Consulting Services, Inc. (hereinafter called "CONSULTANT").
RECITALS
A. CITY desires to have certain services provided as set forth in Exhibit A (the "Scope of Work"), attached hereto and incorporated herein by this reference (the “Services”).
B. CONSULTANT represents that it is qualified and able to perform the Services in accordance with the terms set forth herein.
NOW, THEREFORE, the parties agree as follows:
Section 1. CONSULTANT's Services. CONSULTANT shall perform the Services as described in Exhibit A in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions.
Section 2. Time of Performance. CONSULTANT shall commence its services under this Agreement upon issuance of a duly authorized purchase order from CITY.
CONSULTANT shall complete the performance of services by the Termination Date set forth above.
Section 3. Compensation. CITY agrees to compensate CONSULTANT and CONSULTANT agrees to accept in full satisfaction for the Services required by this Agreement, the Consideration set forth above and more particularly described in Exhibit B, (“Schedule and Rates of Payment”), attached hereto and incorporated herein by this reference. Said Consideration shall constitute reimbursement of CONSULTANT’s fee for the Services as well as the actual cost of any equipment, materials, and supplies necessary to provide the services (including all labor, materials, delivery, tax, assembly, and installation, as applicable). CITY shall pay CONSULTANT said Consideration in accordance with the schedule of payment set forth in Exhibit B. There shall be no reimbursement for travel related expenses.
Section 4. Method of Payment. Unless otherwise provided for herein, CONSULTANT shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within thirty (30) days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall pay CONSULTANT said Consideration in accordance with the schedule of payment set forth in Exhibit B.
Section 5. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent CONSULTANT. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's employees, DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 3 B0785-0001\2807058v1.doc
except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 6. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 7. Responsible Principal(s)
(a) CONSULTANT's Responsible Principal set forth above shall be principally responsible for CONSULTANT's obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY's Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 8. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 9. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 10. Interests of CONSULTANT. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 11. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
(2) If CONSULTANT uses a vehicle in performing Scope of Work CONSULTANT shall provide proof of vehicle insurance which meets minimum liability requirements of the State of California.
(3) Workers' compensation insurance as required by the State of California.
(b) CONSULTANT shall require each of its sub-consultants to maintain insurance coverage which meets all of the requirements of this Agreement.
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 4 B0785-0001\2807058v1.doc
(c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with the CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with the CITY’s Risk Manager such certificate or certificates.
The general liability and vehicle liability insurance shall contain an endorsement naming the CITY as an additional insured.
(f) CONSULTANT shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against Consultant and its insurance carriers.
Section 12. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, its elected officials, officers, agents and employees, from any claim, liability or financial loss (including, without limitation, attorney’s fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement. (b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.
Section 13. Termination.
(a) CITY shall have the right to terminate this Agreement for any reason or for no reason upon five (5) days written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice.
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 5 B0785-0001\2807058v1.doc
(b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement.
CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 14. CITY's Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT's Scope of Work.
Section 15. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party's regular business hours or by facsimile before or during the receiving party's regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 16. Records Retention and Examination. CONSULTANT shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by CITY under the Agreement. CONSULTANT shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of CITY, including the City Manager or designee, free of charge. CONSULTANT shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as CITY deems necessary. If records are not made available within the County of Los Angeles, CONSULTANT shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CONSULTANT must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.
Section 17. Attorney's Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 18. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
Section 19. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement by this reference. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.
Section 20. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 6 B0785-0001\2807058v1.doc
Section 21. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
Section 22. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
EXECUTED the _____ day of ____________ 201___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD., M.D.
City Manager
ATTEST:
(SEAL)
HUMA AHMED
City Clerk
CONSULTANT: VIDEO TO IP
CONSULTING SERVICES, INC.
TIMOTHY CONWELL
President and Chief Financial Officer
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
LAURENCE S. WIENER
City Attorney
NANCY HUNT-COFFEY
City Manager
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 7 B0785-0001\2807058v1.doc
EXHIBIT A
SCOPE OF WORK
CONSULTANT shall provide information technology consulting services related to CITY’s computing infrastructure, including hardware, software and related equipment in support of the CITY’s IP video systems. CONSULTANT shall provide the Services as directed by CITY on an as-needed basis. The Services shall include the following:
(i) Consult and review of best practices for IP video convergence; (ii) Plan and implement IP video based network infrastructure; (iii) Provide best practices guidelines for video evidence storage and retrieval; (iv) Provide short term and long term project coordination; (v) Draft individual scopes of work for projects of varying sizes and levels of complexity which details the tasks and provide cost estimates;
(vi) Analyze and identify technical areas of improvement within existing systems; (vii) Provide systems testing, training and application support. (viii) If CITY identifies an issue or problem that requires consulting services, CONSULTANT shall conduct research, propose one or more solutions, document and present the solutions to CITY in writing so CITY can determine how to proceed. (ix) Provide written reports to CITY as required by CITY.
The Services shall be provided to CITY on an as-needed basis as directed by CITY in the manner set forth herein. For each requested engagement, CONSULTANT shall provide CITY with a written proposal which shall include (at a minimum) a detailed scope of work, deliverables, compensation and payment milestones (“Proposal”). Each Proposal is subject to the prior written approval of CITY. Upon approval, such Proposal shall be incorporated herein as if set forth in full and the Services provided thereunder such Proposal shall be subject to the terms and conditions of this Agreement. CITY shall issue a written authorization to proceed for each accepted Proposal.
Infectious Disease
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention NonEmergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 8 B0785-0001\2807058v1.doc
B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 9 B0785-0001\2807058v1.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
CITY shall pay CONSULTANT compensation at a blended rate of One Hundred and Thirty Dollars ($130.00) per hour for scheduled service during normal business hours. The total sum paid to CONSULTANT shall not exceed the amount of One Hundred Twenty-Five Thousand Dollars ($125,000.00), as set forth in the purchase order issued by CITY for all the Services to be provided pursuant to this Agreement.
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC 10 B0785-0001\2807058v1.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below :
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
ADDRESS B.
C.
COMPANY
(A.B.C.) COVERAGE POLICY NUMBER
EXPIRATION
DATE B.I. LIMITS P.D. AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONSULTANT'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKER'S COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Consultant agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of Consultant's officers, employees, agents or others employed by Consultant while engaged by Consultant in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days’ written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein. Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE : BY :
Authorized Insurance Representative
TITLE :
AGENCY : Address :
DocuSign Envelope ID: B7A7AE63-DF30-45FF-8825-81AE93C531DC Certificate Of Completion
Envelope Id: B7A7AE63DF3045FF882581AE93C531DC Status: Sent Subject: Video to IP Consulting Services Inc. Agreement Source Envelope:
Document Pages: 10 Signatures: 4 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/9/2023 7:50:19 AM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Timothy Conwell
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 38.142.32.54
Sent: 5/9/2023 7:55:44 AM
Viewed: 5/9/2023 10:32:42 AM
Signed: 5/9/2023 10:38:46 AM
Electronic Record and Signature Disclosure:
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David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/9/2023 10:38:47 AM
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Signed: 5/9/2023 12:12:48 PM
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Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 76.90.73.20
Sent: 5/9/2023 12:12:51 PM
Viewed: 5/9/2023 1:08:22 PM
Signed: 5/9/2023 1:08:39 PM
Electronic Record and Signature Disclosure:
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Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/9/2023 1:08:40 PM
Viewed: 5/9/2023 2:17:04 PM
Signed: 5/9/2023 2:17:10 PM
Electronic Record and Signature Disclosure:
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Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/9/2023 2:17:11 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
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Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
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Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
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Adrianne Tarazon
[email protected]
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(None)
Electronic Record and Signature Disclosure:
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Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
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Megan Grilley
[email protected]
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(None)
Electronic Record and Signature Disclosure:
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Michelle Ramos-Vergara
[email protected]
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B0785-0001\2808851v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
UPTOWN SERVICES, LLC FOR INFORMATION TECHNOLOGY
CONSULTING SERVICES RELATED TO NETWORK
INFRASTRUCTURE
NAME OF CONSULTANT: Uptown Services, LLC
RESPONSIBLE PRINCIPAL OF CONSULTANT: Neil V. Shaw, President CONSULTANT’S ADDRESS: 7324 Cortez Lane
Boulder, CA 80303
Attention: Neil Shaw, President
CONSULTANT’S E.I.N./TAX I.D. NO.: 84-1559241
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: David Schirmer, Chief
Information Officer
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024
CONSIDERATION: Not to exceed $350,000 (including
reimbursable expenses) as detailed in
Exhibit B, Schedule of Payment and Rates
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
2 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
UPTOWN SERVICES, LLC FOR INFORMATION TECHNOLOGY
CONSULTING SERVICES RELATED TO NETWORK
INFRASTRUCTURE
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and Uptown Services, LLC, (hereinafter called “CONSULTANT”).
RECITALS
A. CITY desires to have certain services and/or goods provided as set forth in Exhibit A (the “Scope of Work”), attached hereto and incorporated herein.
B. CONSULTANT represents that it is qualified and able to perform the Scope of Work.
NOW, THEREFORE, the parties agree as follows:
Section 1. Scope of Work.
CONSULTANT shall perform the Scope of Work described in Exhibit A in a manner satisfactory to CITY and consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. CITY shall have the right to order, in writing, changes in the Scope of Work. Any changes in the Scope of Work by CONSULTANT must be made in writing and approved by both parties. The cost of any change in the Scope of Work must be agreed to by both parties in writing.
Section 2. Time of Performance.
CONSULTANT shall commence its services under this Agreement upon the Commencement Date on the cover page or upon a written receipt of a notice to proceed from CITY. CONSULTANT shall complete the performance of services by the Termination Date set forth on the cover page.
Section 3. Compensation.
(a) Compensation
CITY agrees to compensate CONSULTANT for the services and/or goods provided under this Agreement, and CONSULTANT agrees to accept in full satisfaction for such services, a sum not to exceed the Consideration set forth above and more particularly described in Exhibit B, attached hereto and incorporated herein, based on the rates set forth in Exhibit B. (b) Expenses
CONSULTANT shall be entitled to reimbursement only for those expenses expressly set forth in Exhibit B. Any expenses incurred by CONSULTANT which are not expressly authorized by this Agreement will not be reimbursed by CITY.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
3 (c) Additional Services. CITY may from time to time require CONSULTANT to perform additional services not included in the Scope of Work. Such requests for additional services shall be made by CITY in writing and agreed upon by both parties in writing.
Section 4. Method of Payment. CITY shall pay CONSULTANT said Consideration in accordance with the method and schedule of payment set forth in Exhibit B.
Section 5. Independent Contractor. CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of CONSULTANT’s employees, except as herein set forth. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 6. Assignment. This Agreement shall not be assigned in whole or in part, by CONSULTANT without the prior written approval of CITY. Any attempt by CONSULTANT to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 7. Responsible Principal(s)
(a) CONSULTANT’s Responsible Principal set forth on the cover page shall be principally responsible for CONSULTANT’s obligations under this Agreement and shall serve as principal liaison between CITY and CONSULTANT. Designation of another Responsible Principal by CONSULTANT shall not be made without prior written consent of CITY. (b) CITY’s Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 8. Personnel. CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT’s Scope of Work under this Agreement. All personnel engaged in the work shall be qualified to perform such Scope of Work.
Section 9. Permits and Licenses. CONSULTANT shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of services under this Agreement, including a business license.
Section 10. Interests of CONSULTANT. CONSULTANT affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the Scope of Work contemplated by this Agreement. No person having any such interest shall be employed by or be associated with CONSULTANT.
Section 11. Insurance.
(a) CONSULTANT shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of Two Million Dollars ($2,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONSULTANT.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
4 (2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits of One Million Dollars ($1,000,000) per occurrence combined single limit, covering any vehicle utilized by CONSULTANT in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California.
(4) Professional Liability Insurance
A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or self-insured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONSULTANT agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONSULTANT shall require each of its sub-contractors to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) CONSULTANT agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONSULTANT shall maintain on file with CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit C, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. CONSULTANT shall, prior to commencement of work under this Agreement, file with CITY’s Risk Manager such certificate or certificates. The general liability insurance shall contain an endorsement naming the CITY as an additional insured. (f) The general liability and vehicle liability policies required under this Agreement shall contain an endorsement providing that the policies cannot be canceled or reduced except on thirty (30) days prior written notice to CITY, and specifically stating that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in the Agreement.
(g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, CONSULTANT shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONSULTANT shall procure a bond guaranteeing payment of losses and expenses.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
5 (i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.
Section 12. Indemnification.
(a) CONSULTANT agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorneys fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT or any person employed by CONSULTANT in the performance of this Agreement. (b) All duties of CONSULTANT shall survive termination or expiration of the Agreement.
Section 13. Termination.
(a) CITY shall have the right to terminate this Agreement for any reason or for no reason upon thirty (30) calendar days’ written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement on or before the effective date of such notice. (b) In the event of termination or cancellation of this Agreement by CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONSULTANT be entitled to receive more than the amount that would be paid to CONSULTANT for the full performance of the services required by this Agreement. CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
Section 14. CITY’s Responsibility. CITY shall provide CONSULTANT with all pertinent data, documents, and other requested information as is available for the proper performance of CONSULTANT’s Scope of Work.
Section 15. Information and Documents. All data, information, documents and drawings prepared for CITY and required to be furnished to CITY in connection with this Agreement shall become the property of CITY, and CITY may use all or any portion of the work submitted by CONSULTANT and compensated by CITY pursuant to this Agreement as CITY deems appropriate.
Section 16. Records Retention and Examination. CONSULTANT shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by CITY under the Agreement. CONSULTANT shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of CITY, including the City Manager or designee, free of charge. CONSULTANT shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as CITY deems necessary. If records are not made available within the County of Los Angeles, CONSULTANT shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CONSULTANT must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
6 Section 17. Nondiscrimination by CONSULTANT. In the performance of this Agreement, CONSULTANT assures that no person shall, on the basis of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement or under any project, program or activity supported by the Agreement, as required by Title VI of the Civil Rights Act of 1964, as amended, the Civil Rights Restoration Act of 1987, and Federal Executive Order 12898 (Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations). CONSULTANT shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, and shall take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.
Section 18. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party’s regular business hours or by facsimile before or during the receiving party’s regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 19. Attorney’s Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney's fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 20. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and CONSULTANT, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and CONSULTANT.
Section 21. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.
Section 22. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 23. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.
Section 24. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
7 EXECUTED the day of 20___, at Beverly Hills,
California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor
ATTEST:
HUMA AHMED
City Clerk
CONSULTANT:
NEIL V SHAW
President
APPROVED AS TO FORM: APPROVED AS TO CONTENT
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
DAVID SCHIRMER
Chief Information Officer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB 8 B0785-0001\2808851v2.doc
EXHIBIT A
SCOPE OF WORK
I. SCOPE OF WORK
CONSULTANT shall perform the following services in support of CITY’s fiber network:
Outside Plant Field Engineering – Design camera and other enpoint applications as directed by CITY staff.
Inside Plant Engineering – Design and implement final inside plant configurations for Coldwater, Rexford, La Cienega, and Roxbury sites.
Installation Coordination – Collaborate with IT and Public Works staff to direct the required contract resources for a variety of network installation tasks. Materials Management – Developing bill of materials for endpoint nstallations and ongoing tracking of materials, devices and equipment.
System Repair Management – Tier 1 contact for system outages and repairs. Facilities Locates – Ongoing location of CITY network assets tied to Dig Alert notices as it relates to new construction activity in CITY.
General Network Planning – Ongoing planning efforts related to the GPON platform life cycle including, but not limited to software updates, equipment change-outs and system retirements.
Network Documentation – Documentation of system characteristics based on certain changes and modifications to the GPON network throughout the backbone, distribution and inside plant systems.
General Project Support – Support provided by CONSULTANT Principals Neil Shaw and Dave Stockton on weekly project calls, oversight of Randy Maestas, CONSULTANT Construction Manager activities and other targeted tasks assigned by CITY’s Project Manager.
II. INFECTIOUS DISEASE
A. CONSULTANT shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention NonEmergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. CONSULTANT shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310-285- 1073.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
9 EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONSULTANT for the services set forth in this Agreement in an amount not to exceed Three Hundred Fifty Thousand Dollars ($350,000) (including reimbursable expenses) at the rates described in the following fee schedule:
Contracted Staffing Rates and Monthly Fee:
Tasks FY2023 / 2024
General Project Support by Principals Neil
Shaw and Dave Stockton
$5,000 per month
Full time hourly field support by Randy Maestas $135 per hour Estimated Annual Fees Not to Exceed $350,000
CONSULTANT shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within thirty (30) days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall pay CONSULTANT said Consideration in accordance with the schedule of payment set forth in this Exhibit.
CITY will reimburse CONSULTANT for certain CITY Project Manager pre-approved expenses reasonably incurred in the performance of the Agreement which includes travel expenses (in accordance with CITY’s Travel Policy, attached as Attachment 1 to this Exhibit B),and certain materials and equipment.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785-0001\2808851v2.doc
10 ATTACHMENT 1 TO EXHIBIT B
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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11 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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12 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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13 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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14 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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15 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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16 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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17 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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18 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB B0785
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19 DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB
EXHIBIT C
B0785-0001\2808851v2.doc
EXHIBIT C
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below:
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
B.
ADDRESS C.
COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER
EXPIRATION
DATE
B.I. LIMITS
P.D.
AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONSULTANT'S PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKERS' COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: CONSULTANT agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of CONSULTANT's officers, employees, agents or others employed by CONSULTANT while engaged by CONSULTANT in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein.
Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE: BY:
Authorized Insurance Representative
TITLE:
AGENCY: ADDRESS:
RM02.DOC REVISED 10/14/96.
DocuSign Envelope ID: E8667829-B913-4132-B712-A76A74396BCB Certificate Of Completion
Envelope Id: E8667829B9134132B712A76A74396BCB Status: Sent Subject: Uptown Services LLC Agreement
Source Envelope:
Document Pages: 20 Signatures: 4 Envelope Originator:
Certificate Pages: 3 Initials: 0 Fred Gaines Jr
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.164
Record Tracking
Status: Original
5/9/2023 10:07:51 AM
Holder: Fred Gaines Jr
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Neil V. Shaw
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 73.229.150.5
Sent: 5/9/2023 10:17:34 AM
Viewed: 5/9/2023 11:04:06 AM
Signed: 5/9/2023 11:04:43 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Schirmer
[email protected]
cio
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.165
Sent: 5/9/2023 11:04:45 AM
Viewed: 5/11/2023 8:52:51 AM
Signed: 5/11/2023 8:52:59 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman For
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 166.199.97.57
Signed using mobile
Sent: 5/11/2023 8:53:01 AM
Viewed: 5/11/2023 2:10:09 PM
Signed: 5/11/2023 2:10:24 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/11/2023 2:10:26 PM
Viewed: 5/11/2023 3:50:20 PM
Signed: 5/11/2023 3:50:27 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/11/2023 3:50:30 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold, M.D.
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
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Adrianne Tarazon
[email protected]
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(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
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Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/9/2023 10:17:34 AM
Payment Events Status Timestamps
B0785-0001\2808204v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
PARKER-ANDERSON LEARNING CENTER FOR
AFTERSCHOOL INSTRUCTION THROUGH THE CITY’S
COMMUNITY SERVICES DEPARTMENT
NAME OF VENDOR: Parker-Anderson Learning Center
VENDOR’S ADDRESS: 16526 Arminta St.
Van Nuys, CA 91406
Attention: Mara Lux, Director of Operations
VENDOR’S E.I.N/TAX I.D. NO.: Sole Proprietor
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Stephanie Harris, Director of
Community Services
COMMENCEMENT DATE: July 1, 2023
TERMINATION DATE: June 30, 2024, unless extended pursuant to Section 2
CONSIDERATION: Not to Exceed:
Fiscal Year (“FY”) 2023-24: $300,000.00
FY 2024-25: $300,000.00, if extended
pursuant to Section 2
FY 2025-26: $300,000.00, if extended
pursuant to Section 2
Total not to exceed: $900,000.00 at the
rates set forth in section 3 of the Agreement
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 2
B0785-0001\2808204v2.doc
AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
PARKER-ANDERSON LEARNING CENTER FOR
AFTERSCHOOL INSTRUCTION THROUGH THE CITY’S
COMMUNITY SERVICES DEPARTMENT
THIS AGREEMENT is made as of the Commencement Date set forth above, by and between the City of Beverly Hills, a municipal corporation (hereinafter called “CITY”), and Parker-Anderson Learning Center, an instructor (hereinafter called “VENDOR”).
RECITALS
A. CITY desires to have certain services provided (the “Services”) as set forth in Exhibit A, attached hereto and incorporated herein.
B. VENDOR represents that it is qualified and able to perform the Services.
NOW, THEREFORE, the parties agree as follows:
Section 1. VENDOR’s Services.
(a) VENDOR shall perform the Scope of Services described in Exhibit A, attached hereto and incorporated herein, to the full satisfaction of CITY. (b) VENDOR shall acquire, repair and maintain at its sole cost and expense such equipment as VENDOR requires for its use to conduct the services required by this Agreement.
(c) VENDOR shall supply at its sole cost and expense any instructional materials, supplies, handouts, books and photocopying VENDOR may require for the conduct of the services required by this Agreement.
(d) VENDOR is solely responsible for the hiring, training, supervision and compensation of substitutes or assistants required for the conduct of the services under this Agreement.
Section 2. Time of Performance. VENDOR shall commence its Services under this Agreement upon the Commencement Date. VENDOR shall perform the Services on or by the Termination Date set forth on the cover page hereof. The City Manager or her designee may extend the time of performance in writing for two additional one-year terms or such other term not to exceed two years from the date of termination pursuant to the same terms and conditions of this Agreement.
Section 3. Compensation.
(a) In Person Class/Camp. CITY shall pay VENDOR at the rate of eighty percent (80%) of an amount to be based on the CITY resident rate multiplied by the number of registrants of the class and/or camp provided by VENDOR for CITY under this Agreement.
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 3
B0785-0001\2808204v2.doc
(b) Virtual Camp/Class. CITY shall pay VENDOR at the rate of eighty-five percent (85%) of an amount to be based on the CITY resident rate multiplied by the number of registrants of the virtual class and/or camp provided by VENDOR for CITY under this Agreement. (c) Pre-Recorded Classes. VENDOR shall be compensated Fifty Dollars ($50.00) for each thirty (30) minute video recorded, One Hundred Dollars ($100.00) for each sixty (60) minute video, and Two Hundred Dollars ($200.00) for ninety (90) minutes of content for any combination of thirty (30) and/or sixty (60) minute videos. VENDOR will not be compensated for exceeding thirty or sixty minutes of video content. CITY shall determine the number of videos required for each session and the schedule of recordings. (d) CITY shall make one (1) payment at the end of each session to VENDOR upon receipt of an itemized statement on a form acceptable to CITY for VENDOR’s services performed. CITY shall pay VENDOR the amount of such billing within thirty (30) days of receipt of same.
(e) If VENDOR’s minimum enrollment is not met prior to the first class, classes will be canceled and all of the participants will received a refund of their fees. If VENDOR cancels classes within the first three (3) days of the session, VENDOR will forfeit all compensation.
Section 4. Independent Contractor. VENDOR is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of VENDOR or any of VENDOR’s employees, except as herein set forth. VENDOR shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of CITY.
Section 5. Assignment. This Agreement shall not be assigned in whole or in part by VENDOR without the prior written consent of CITY. Any attempt by VENDOR to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect.
Section 6. Responsible Principal.
(a) VENDOR’s Responsible Principal set forth above shall be principally responsible for VENDOR's obligations under this Agreement and shall serve as principal liaison between CITY and VENDOR. Designation of another Responsible Principal by VENDOR shall not be made without the prior written consent of CITY.
(b) CITY’s Responsible Principal shall be the City Manager or his designee set forth above who shall administer the terms of the Agreement on behalf of CITY.
Section 7. Personnel.
(a) VENDOR represents that all of the services required under this Agreement shall be performed by VENDOR. VENDOR further represents that it is qualified to perform such services.
(b) If services under this Agreement involve minors under the age of 18, VENDOR and VENDOR’s personnel shall be fingerprinted by the CITY Police Department in order to conduct a State Department of Justice (“DOJ”) background check prior to VENDOR performing services under this Agreement. CITY shall waive the administrative cost of fingerprinting and shall pay the DOJ fees. If VENDOR or any VENDOR personnel have been convicted of a DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 4
B0785-0001\2808204v2.doc
misdemeanor or felony involving moral turpitude according to the DOJ report, CITY may terminate this Agreement immediately.
Section 8. Interests of VENDOR. VENDOR affirms that it presently has no interest and shall not have any interest, direct or indirect, which would conflict in any manner with the performance of the services contemplated by this Agreement. No person having any such interest shall be employed by or be associated with VENDOR.
Section 9. Insurance.
(a) VENDOR shall at all times during the term of this Agreement carry, maintain, and keep in full force and effect, insurance as follows:
(1) A policy or policies of Comprehensive General Liability Insurance, with minimum limits of One Million Dollars ($1,000,000) for each occurrence, combined single limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by VENDOR.
(2) A policy or policies of Comprehensive Vehicle Liability Insurance covering personal injury and property damage, with minimum limits as required by the state of California per occurrence combined single limit, covering any vehicle utilized by VENDOR in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California.
(b) VENDOR shall require each of its sub-contractors to maintain insurance coverage which meets all of the requirements of this Agreement. (c) The policy or policies required by this Agreement shall be issued by an insurer admitted in the State of California and with a rating of at least a A+;VII in the latest edition of Best’s Insurance Guide.
(d) VENDOR agrees that if it does not keep the aforesaid insurance in full force and effect CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at ’s VENDOR’S expense, the premium thereon.
(e) At all times during the term of this Agreement, VENDOR shall maintain on file with the CITY’s Risk Manager a certificate or certificates of insurance on the form set forth in Exhibit B, attached hereto and incorporated herein, showing that the aforesaid policies are in effect in the required amounts. VENDOR shall, prior to commencement of work under this Agreement, file with the CITY’s Risk Manager such certificate or certificates. The general liability insurance shall contain an endorsement naming the CITY as an additional insured. (f) VENDOR shall provide CITY with thirty (30) days prior written notice if the policies required under this Agreement will be canceled or reduced. All of the policies required under this Agreement shall state that the coverage contained in the policies affords insurance pursuant to the terms and conditions as set forth in this Agreement.
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 5
B0785-0001\2808204v2.doc
(g) The insurance provided by VENDOR shall be primary to any coverage available to CITY. The policies of insurance required by this Agreement shall include provisions for waiver of subrogation.
(h) Any deductibles or self-insured retentions must be declared to and approved by CITY. At the option of CITY, VENDOR shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or VENDOR shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against VENDOR and its insurance carriers.
Section 10. Indemnification. VENDOR agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any claim, liability or financial loss (including, without limitation, attorneys fees and costs) arising from any intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of VENDOR or any person employed by VENDOR in the performance of this Agreement.
Section 11. Termination.
(a) CITY may cancel this Agreement at any time upon five (5) days written notice to VENDOR. VENDOR agrees to cease all work under this Agreement on or before the effective date of such notice.
(b) VENDOR may cancel this Agreement at any time upon five (5) days written notice to CITY. After such effective date, VENDOR shall continue providing, to the conclusion of the session, any course and/or camp that began prior to the effective date of termination. Such performance shall be subject to the terms of this Agreement. (c) In the event of termination or cancellation of this Agreement by CITY or VENDOR, due to no fault or failure of performance by VENDOR, VENDOR shall be paid full compensation for all services performed by VENDOR, in an amount to be determined as follows:
For work done in accordance with all of the terms and provisions of this Agreement, VENDOR shall be paid an amount equal to the amount of services performed prior to the effective date of termination or cancellation; provided, in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the amount which would be paid VENDOR for the full performance of the services required by this Agreement. (d) Notwithstanding the above, if there is an event or circumstance beyond the reasonable control of CITY, such as a natural or man-made emergency or disaster including, without limitation, fire, earthquake, tsunami, declared local, statewide or national emergency, pandemic such as COVID-19, terrorism, and/or any event or circumstance involving other public health, safety or welfare considerations, this Agreement may be terminated by CITY immediately with written notice to VENDOR. In the event of termination under this subsection, VENDOR shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall VENDOR be entitled to receive more than the amount that would be paid to VENDOR for the full performance of the services required by this Agreement. VENDOR shall have no other claim against CITY by reason of such termination, including any claim for compensation.
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 6
B0785-0001\2808204v2.doc
Section 12. Records Retention and Examination. VENDOR shall retain, protect, and maintain in an accessible location all records and documents, including paper, electronic, and computer records, with respect to all matters covered under this Agreement for five (5) years after receipt of final payment by CITY under the Agreement. VENDOR shall make all such records and documents available for inspection, copying, or other reproductions, and auditing by authorized representatives of CITY, including the City Manager or designee, free of charge. VENDOR shall make available all requested data and records at reasonable locations within the County of Los Angeles at any time during normal business hours, and as often as CITY deems necessary. If records are not made available within the County of Los Angeles, VENDOR shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. VENDOR must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.
Section 13. Nondiscrimination by VENDOR. In the performance of this Agreement, VENDOR assures that no person shall, on the basis of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, be excluded from participation in, be denied the benefits of, or be otherwise subjected to discrimination under this Agreement or under any project, program or activity supported by the Agreement, as required by Title VI of the Civil Rights Act of 1964, as amended, the Civil Rights Restoration Act of 1987, and Federal Executive Order 12898 (Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations). VENDOR shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information, sexual orientation or other basis prohibited by law, and shall take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, religious creed, sex, gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation.
Section 14. Notice. Any notices, bills, invoices, etc. required by this Agreement shall be deemed received on (a) the day of delivery if delivered by hand during the receiving party’s regular business hours or by facsimile before or during the receiving party’s regular business hours; or (b) on the second business day following deposit in the United States mail, postage prepaid to the addresses set forth above, or to such other addresses as the parties may, from time to time, designate in writing pursuant to this section.
Section 15. Attorney’s Fees. In the event that either party commences any legal action or proceeding to enforce or interpret the provisions of this Agreement, the prevailing party in such action shall be entitled to reasonable attorney’s fees, costs and necessary disbursements, in addition to such other relief as may be sought and awarded.
Section 16. Entire Agreement. This Agreement represents the entire integrated agreement between CITY and VENDOR, and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be amended only by a written instrument signed by both CITY and VENDOR.
Section 17. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 7
B0785-0001\2808204v2.doc
between the express provisions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.
Section 18. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.
Section 19. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than VENDOR.
Section 20. Severability. Invalidation of any provision contained herein or the application thereof to any person or entity by judgment or court order shall in no way affect any of the other covenants, conditions, restrictions, or provisions hereof, or the application thereof to any other person or entity, and the same shall remain in full force and effect.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the ______ day of _____________________, 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
JULIAN A. GOLD, M.D.
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)
HUMA AHMED
City Clerk
VENDOR:
_____________________________
MARA LUX
Director of Operations
APPROVED AS TO FORM:
_________________________________
LAURENCE S. WIENER
City Attorney
[Signatures continue]
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.3MAY23.V882 8
B0785-0001\2808204v2.doc
APPROVED AS TO CONTENT:
_________________________________
STEPHANIE HARRIS
Director of Community Services
________________________________
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.25JULY22.V882 -9-
B0785-0001\2808204v2.doc
EXHIBIT A
SCOPE OF SERVICES
VENDOR shall provide in-person and/or virtual afterschool enrichment class, summer camps, and other programs as requested by CITY’s Department of Community Services at/for all Beverly Hills Unified School District (the “DISTRICT”) elementary school sites or various CITY parks, and in accordance with a schedule mutually agreed upon by the parties in writing. VENDOR shall provide instruction for two elementary schools for grades TK - 5th. VENDOR shall provide site coordinators at each DISTRICT elementary school site. VENDOR shall be responsible of picking up children at dismissal times, transitioning children from classroom to classroom, and general oversight of program participants.
VENDOR has experience and training in providing the services and instruction outlined in this Scope of Services. CITY lacks this experience and training and is not qualified to determine the methods and means to be employed in providing such services. CITY is only interested in the results to be achieved. As a result, VENDOR shall be solely responsible for determining the outline and content of instruction provided under this Agreement. VENDOR shall be solely responsible for determining the instructional methods and means to be used for all instruction under this Agreement and in determining manner by which services will be provided.
VENDOR shall provide instruction for after-school classes and/or summer camp activities which shall occur at locations and on a schedule approved by CITY in writing. The schedule is subject to change by CITY, which may reschedule or cancel any or all classes at its sole discretion. Other than as necessary to meet the needs of students and program participants, VENDOR shall set its own schedule, hours (including any time for preparation) and location of work.
VENDOR retains the right to provide similar services, including recreation classes, for other cities, special districts or private entities or to provide its services directly to the general public.
CITY reserves the right to hire additional vendors who provide the same or similar classes as described in this Agreement.
Prior to the advertising of a class in a CITY brochure or flyer, VENDOR shall notify CITY in writing of the minimum and maximum number of registrants for each class provided through CITY’s Community Services department. CITY reserves the right to cancel classes as provided in this Exhibit, or terminate the Agreement pursuant to section 11 of the Agreement if CITY cannot provide appropriate accommodations for VENDOR’s classes. VENDOR shall also observe all city, state, and federal regulations including fire code regulations such as complying with the maximum occupancy requirements of the room/facility utilized by VENDOR in performing the services required by the Agreement.
Materials Fees
If VENDOR requires a materials fee, an itemized list of materials along with the projected cost of each item shall be provided to CITY staff in writing for pre-approval prior to the advertising of the materials fee. Any increase to the materials fee shall be pre-approved by CITY staff in writing, and shall not be more than 5% of the fee previously advertised. Materials fees shall never be used to supplement VENDOR’s profits, compensation, or be used for any purpose other than to purchase materials listed on the pre-approved materials list. If classes are cancelled for any reason, the materials fee shall be reimbursed by VENDOR to the participants in full. If materials DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.25JULY22.V882 -10-
B0785-0001\2808204v2.doc
have been purchased at the time of cancellation, VENDOR shall provide a partial refund and provide an itemized list of items (with receipts) purchased to CITY staff for approval.
CITY’s registration office (“BH Reg”) will be registered as a non-paid participant in every course to ensure VENDOR’s receipt of “Rec1” email communications. BH Reg’s registration will not affect VENDOR’s compensation under the Agreement. VENDOR may use the Rec1 system information for purposes of the class or camp which is the subject of the Agreement. VENDOR is prohibited from using or disseminating the information contained in the Rec1 system for any other purpose. VENDOR may collect contact information from participants. CITY will not provide participant contact information to VENDOR for any reason.
CITY Brochure and Advertising:
VENDOR shall provide CITY with classes/programs to be publicized in CITY’s Community Services department quarterly brochure within CITY’s production schedule. VENDOR is responsible for submitting, on a quarterly basis, VENDOR’s updated class information to be advertised in the brochure. Failure to do so within the production schedule provided by CITY staff to VENDOR in writing will result in class information not being advertised in the brochure. If feasible, CITY staff will provide VENDOR with a draft of the brochure to confirm accuracy of the information. VENDOR shall respond and inform CITY staff of any changes within the provided brochure production schedule. Information that is not confirmed by the VENDOR within the production schedule will be subject to CITY staff edits which may not guarantee accuracy.
All promotional materials such as flyers, postcards, etc. shall be created by CITY, subject to the prior written approval of CITY, and include CITY’s shield prior to dissemination to the public. VENDOR shall not use CITY’s shield for any other purpose.
Early Education, Adult and Senior classes/programs:
Adult and/or senior class flyers will be produced by CITY for a new class or classes that are unable to meet their class minimum enrollment for that session; those classes are guaranteed to receive 100, 8 ½ x 11, printed flyers of advertisement. Additional flyer production is not guaranteed and will be at the discretion of CITY staff.
Youth and Teen classes/programs:
In addition to the quarterly brochure, youth and teen class/program promotion will also be included in a youth/teen class program offering booklet that is produced by CITY three times a year and will be distributed to School DISTRICT school sites. No additional printed flyers will be produced.
Virtual Camps.
If requested by CITY in writing, VENDOR shall provide real-time online instruction on an online platform such as, Zoom, Go to Meeting, or Google Classroom. Passwords, log in information, websites, and/or any materials necessary to participate in class shall be provided to CITY’s Recreation Supervisor, Recreation Coordinator, Registration staff, and all of the enrolled participants via email the Friday before class is scheduled to begin. If class begins more than 15 minutes late due to any unforeseen issues such as technological issues, the time must be made up at the end of class without exception.
Recorded Classes for Streaming
VENDOR shall provide recorded class instruction per the CITY’s guidelines. VENDOR shall provide their own equipment necessary for the production of the video. The CITY will use the video at its discretion on CITY owned platforms and will not be distributed otherwise. The CITY DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.25JULY22.V882 -11-
B0785-0001\2808204v2.doc
will own all of the rights to the video. Compensation will be determined based on Section 3 of this Agreement.
Communication with DISTRICT
VENDOR shall not communicate with any DISTRICT staff regarding CITY’s policies and procedures. VENDOR shall communicate any issues or concerns to CITY’s designee (Coordinator, Recreation Supervisor or Senior Recreation Supervisor). If VENDOR is approached by DISTRICT staff regarding any issues pertaining to VENDOR’s program, VENDOR shall direct any and all inquiries to CITY’s designee. VENDOR shall never act as an agent, liaison or representative of CITY, or make any decisions on behalf of CITY.
Reservation of Space
CITY works to reserve space at CITY facilities for VENDOR’s use that will accommodate the projected number of participants. However, due to shared spaces and other limitations, VENDOR shall abide by the occupancy limits set by CITY’s Fire Department and as posted in the particular space occupied.
Code of Conduct
CITY promotes civility and positive human relations in all aspects of community life. All vendors are obligated to uphold CITY’s civility practice by demonstrating respect and positive civic behavior while performing services under the Agreement.
Emergencies
VENDOR shall follow all CITY protocols to ensure the safety of all participants, CITY employees, DISTRICT employees, patrons, and all others on program sites. In the event of an emergency, VENDOR shall contact CITY and the registrant provided emergency contact immediately. For purposes of this Agreement, “emergency” shall include, without limitation, injury to a child, building hazard(s), natural disasters, theft of property, lost child, and any illness of a child. In the event of parent complaints, VENDOR shall contact CITY immediately. Within an hour of the incident, VENDOR shall email CITY staff a report detailing the emergency situation and/or parent complaints, the parties involved, what steps were taken and any follow up steps and/or procedures (if applicable) needed.
Infectious Disease
A. VENDOR shall be required to know and adhere to the California Occupational Safety and Health Act of 1973 (“CalOSHA”) COVID-19 Prevention Non-Emergency Regulations, the California Department of Public Health orders and all state, federal and local regulations regarding COVID-19 and other infectious diseases that may pose a risk to public health.
B. VENDOR shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.
C. VENDOR shall notify their CITY Responsible Principal and the Risk Manager immediately upon learning that an employee who was working onsite at a CITY facility has been diagnosed with COVID-19 or any infectious disease.
For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 CS.JT.25JULY22.V882 -12-
B0785-0001\2808204v2.doc
EXHIBIT B
CERTIFICATE OF INSURANCE
This is to certify that the following endorsement is part of the policy(ies) described below:
NAMED INSURED COMPANIES AFFORDING COVERAGE
A.
B.
ADDRESS C.
COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER
EXPIRATIO
N
DATE
B.I.
LIMITS
P.D. AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED
OPERATIONS
BLANKET CONTRACTUAL
CONTRACTOR'S
PROTECTIVE
PERSONAL INJURY
EXCESS LIABILITY
WORKERS' COMPENSATION
It is hereby understood and agreed that the City of Beverly Hills, its City Council and each member thereof and every officer and employee of the City shall be named as joint and several assureds with respect to claims arising out of the following project or agreement:
It is further agreed that the following indemnity agreement between the City of Beverly Hills and the named insured is covered under the policy: Contractor agrees to indemnify, hold harmless and defend City, its City Council and each member thereof and every officer and employee of City from any and all liability or financial loss resulting from any suits, claims, losses or actions brought against and from all costs and expenses of litigation brought against City, its City Council and each member thereof and any officer or employee of City which results directly or indirectly from the wrongful or negligent actions of contractor's officers, employees, agents or others employed by Contractor while engaged by Contractor in the (performance of this agreement) construction of this project.
It is further agreed that the inclusion of more than one assured shall not operate to increase the limit of the company's liability and that insurer waives any right of contribution with insurance which may be available to the City of Beverly Hills.
In the event of cancellation or material change in the above coverage, the company will give 30 days written notice of cancellation or material change to the certificate holder.
Except to certify that the policy(ies) described above have the above endorsement attached, this certificate or verification of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policies listed herein.
Notwithstanding any requirement, term, or condition of any contract or other document with respect to which this certificate or verification of insurance may be issued or may pertain, the insurance afforded by the policies described herein is subject to all the terms, exclusions and conditions of such policies.
DATE: BY:
Authorized Insurance Representative
TITLE:
AGENCY: ADDRESS:
RM02.DOC REVISED 10/14/96.
DocuSign Envelope ID: 7A8CAE61-42D0-4643-ADB6-57DC07CEEA10 Certificate Of Completion
Envelope Id: 7A8CAE6142D04643ADB657DC07CEEA10 Status: Sent Subject: Complete with DocuSign: Parker-Anderson CAO.11MAY23.V882.pdf Source Envelope:
Document Pages: 12 Signatures: 4 Envelope Originator:
Certificate Pages: 2 Initials: 0 Joana Torres
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.167
Record Tracking
Status: Original
5/11/2023 4:56:44 PM
Holder: Joana Torres
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Deborah Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.235.180
Sent: 5/11/2023 5:06:42 PM
Viewed: 5/11/2023 5:09:00 PM
Signed: 5/11/2023 5:09:38 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Mara Lux
[email protected]
Parker-Anderson
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 76.214.68.66
Sent: 5/11/2023 5:09:39 PM
Resent: 5/15/2023 5:55:28 PM
Resent: 5/16/2023 11:41:28 AM
Viewed: 5/16/2023 11:41:52 AM
Signed: 5/16/2023 12:11:50 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/16/2023 12:11:52 PM
Viewed: 5/17/2023 7:40:40 AM
Signed: 5/17/2023 7:40:49 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Stephanie Harris
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.167
Sent: 5/16/2023 12:11:52 PM
Viewed: 5/16/2023 2:05:12 PM
Signed: 5/16/2023 2:06:08 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Cindy Owens
[email protected]
Policy & Management Analyst
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/17/2023 7:40:51 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian Gold
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Michelle Ramos-Vergara
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/11/2023 5:06:42 PM
Payment Events Status Timestamps
Attachment 3
1 B0785-0001\2809522v2.doc
AMENDMENT NO. 3 TO AN AGREEMENT BETWEEN THE CITY OF
BEVERLY HILLS AND SAFE SIDEWALKS INCORPORATED DBA
PRECISION CONCRETE CUTTING (FORMERLY PRECISION
CONCRETE CUTTING) FOR SIDEWALK SURVEY INSPECTION AND
ON-CALL TRIP HAZARD REMOVAL
NAME OF CONTRACTOR: Safe Sidewalks Incorporated dba Precision Concrete Cutting (Formerly Precision Concrete
Cutting)
RESPONSIBLE PRINCIPAL OF CONTRACTOR: Gary Beneduci, Treasurer CONTRACTOR’S ADDRESS: 5737 Kanan Road, #718
Agoura Hills, CA 91301
Attention: Gary Beneduci, Treasurer
CONTRACTOR’S E.I.N/TAX I.D. NO.: 27-0772951
CITY’S ADDRESS: City of Beverly Hills
345 Foothill Road
Beverly Hills, CA 90210
Attention: Director of Public Works
COMMENCEMENT DATE: January 13, 2020
TERMINATION DATE: June 30, 2021 (original termination date) June 30, 2022 (as extended pursuant to Section 2
by letter dated June 15, 2021)
June 30, 2023 (as extended pursuant to Section 2
by letter dated May 12, 2022)
June 30, 2024 (as extended pursuant to Section 2
by letter dated March 30, 2023)
CONSIDERATION: Original Agreement:
Not to exceed $ 50,000.00, as more particularly
described in Exhibit B
Amendment No. 1:
Not to exceed an additional $250,000.00, as more
particularly described in Exhibit B
Amendment No. 2:
Fiscal Year (FY) 21/22 an additional not to exceed
$17,787.00;
FY 22/23 not to exceed an additional $560,000.00
as more particularly described in Exhibit B
DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C 2 B0785-0001\2809522v2.doc
Amendment No. 3:
Not to exceed an additional $750,000.00, as more
particularly described in Exhibit B
Total Not to Exceed $1,627,787.00, as more
particularly described in Exhibit B
DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C 3 B0785-0001\2809522v2.doc
AMENDMENT NO. 3 TO AN AGREEMENT BETWEEN THE CITY OF
BEVERLY HILLS AND SAFE SIDEWALKS INCORPORATED DBA
PRECISION CONCRETE CUTTING (FORMERLY PRECISION
CONCRETE CUTTING) FOR SIDEWALK SURVEY INSPECTION AND
ON-CALL TRIP HAZARD REMOVAL
This Amendment No. 3 is to that certain Agreement between the City of Beverly Hills (hereinafter called "CITY"), and Safe Sidewalks Incorporated dba Precision Concrete Cutting (Formerly Precision Concrete Cutting) (hereinafter called "CONTRACTOR") dated December 26, 2019 and identified as Contract No. 675-19, as amended by Amendment No. 1, dated October 13, 2020 and identified as Contract No. 556-20, as amended by Amendment No. 2, dated July 19, 2022, and identified as Contract No. 477-22 (“Agreement”).
RECITALS
A. CITY entered into a written agreement with CONTRACTOR to provide sidewalk survey inspection and on-call trip hazard removal, which was previously amended.
B. CITY and CONTRACTOR desire to further amend the Agreement to extend the Termination Date and increase the Consideration to compensate CONTRACTOR for continued services.
NOW, THEREFORE, the parties agree as follows:
Section 1. The CONSIDERATION is hereby amended as set forth on the cover page.
Section 2. The TERMINATION DATE is hereby amended as set forth on the cover page.
Section 3. Section 2, “Time of Performance” shall be amended and restated as follows:
“Section 2. Time of Performance.
CONTRACTOR shall commence its services under this Agreement upon the Commencement Date or upon a receipt of a written notice to proceed from CITY. CONTRACTOR shall complete the performance of services by the Termination Date set forth above.
DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C 4 B0785-0001\2809522v2.doc
The City Manager or his designee may extend the time of performance in writing for one additional one-year term or such other term not to exceed one year from the date of termination pursuant to the same terms and conditions of this Agreement.”
Section 4. Exhibit B, “SCHEDULE OF PAYMENT AND RATES,” shall be amended and restated as attached hereto and incorporated herein.
Section 5. Except as specifically amended by previous amendments and this Amendment No. 3, the remaining provisions of the Agreement shall remain in full force and effect.
EXECUTED the day of 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor
ATTEST:
__________________________(SEAL)
HUMA AHMED
City Clerk
CONTRACTOR: Safe Sidewalk Incorporated dba
Precision Concrete Cutting (Formerly Precision
Concrete Cutting)
SOO HOON WANG BENEDUCI
President
GARY BENEDUCI
Chief Executive Officer/Treasurer
[Signatures continue]
DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C 5 B0785-0001\2809522v2.doc
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
_____________________________ _______________________________ LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
_______________________________
SHANA E. EPSTEIN
Director of Public Works
DAREN GRILLEY
Assistant Director of Public Works/City Engineer
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C 6 B0785-0001\2809522v2.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
Original and Amendment No. 1:
CITY shall compensate CONTRACTOR for the satisfactory performance of the work described in this Agreement in an amount not to exceed Three Hundred Thousand Dollars ($300,000.00).
Amendment No. 2: CITY shall compensate CONTRACTOR for Fiscal Year 2021/2022, an additional amount not to exceed Seventeen Thousand Seven Hundred Eighty-Seven Dollars ($17,787.00).
CITY shall compensate CONTRACTOR for the performance of services under the Agreement for FY 2022/2023 in an additional amount not to exceed Five Hundred Sixty Thousand Dollars ($560,000.00).
Amendment No. 3: CITY shall compensate CONTRACTOR an additional amount not to exceed Seven Hundred Fifty Thousand Dollars ($750,000.00).
In no event shall the total amount paid to CONTRACTOR under the Agreement exceed One Million Six Hundred Twenty-Seven Thousand Seven Hundred Eighty-Seven Dollars ($1,627,787.00) including labor, materials, equipment and tax at the rates set forth in this Exhibit.
RATES THROUGH JUNE 30, 2022:
SIDEWALK INSPECTION
The rate paid to CONTRACTOR for sidewalk inspection services shall be $125.00 per hour for each of the Business Corridor districts requiring an estimated 60 man hours to complete the task.
ESTIMATED INSPECTION
TRIP HAZARD REMOVAL BY SAW CUTTING SIDEWALK CUTTING
PRICE CALCULATION METHOD:
The fee paid to CONTRACTOR for removal services shall be $30 per inch-foot for each qualified sidewalk trip hazard identified and removed as listed in the sidewalk inspection report approved by CITY.
Inch-feet shall be calculated by multiplying the average depth of the cut by the width of the cut (1.8 slope or as noted in Scope of work, Item 10).
Example: If a joint is cut 1” on one side and is tapered to 0” on the other of a full 4” width of the sidewalk, it shall be calculated as follows:
1” + 0” x 4’ = 2 inch-feet @ $ 30 per inch-foot = $ 60.00 2 DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C 7 B0785-0001\2809522v2.doc
RATES EFFECTIVE JULY 1, 2022:
SIDEWALK INSPECTION $137.50/hour
SIDEWALK REMOVAL BY CUTTING $33.00 per inch foot
RATES EFFECTIVE JULY 1, 2023:
SIDEWALK INSPECTION $137.50 per hour
SIDEWALK REMOVAL BY CUTTING $49.00 per inch foot
CONTRACTOR shall submit to CITY a detailed invoice, on a bi-weekly basis for the services performed pursuant to this Agreement with documentation provided and approved by CITY’s Project Manager. This shall include, without limitation, cut depth, length, width, location, and inch-foot calculations. Within thirty (30) days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice.
DocuSign Envelope ID: BA8C35D1-5886-4824-8D7A-F0EDD454757C Certificate Of Completion
Envelope Id: BA8C35D1588648248D7AF0EDD454757C Status: Sent Subject: Complete with DocuSign: Safe Sidewalks Inc (675-19) Amendment No. 3 Source Envelope:
Document Pages: 7 Signatures: 6 Envelope Originator:
Certificate Pages: 3 Initials: 0 Erin Justus
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.169
Record Tracking
Status: Original
5/12/2023 7:54:51 AM
Holder: Erin Justus
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 97.90.225.164
Signed using mobile
Sent: 5/12/2023 8:12:06 AM
Viewed: 5/15/2023 5:42:01 AM
Signed: 5/15/2023 5:42:07 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Gary Beneduci
[email protected]
CEO and Treasurer
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 172.222.138.190
Sent: 5/15/2023 5:42:09 AM
Viewed: 5/15/2023 10:06:49 AM
Signed: 5/15/2023 10:07:24 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Soo Hoon Wang Beneduci
[email protected]
Admin Manager
Precision Concrete Cutting
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 172.222.138.190
Sent: 5/15/2023 5:42:09 AM
Viewed: 5/15/2023 9:42:27 AM
Signed: 5/15/2023 9:43:18 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 172.91.169.172
Signed using mobile
Sent: 5/15/2023 10:07:26 AM
Resent: 5/16/2023 7:34:57 AM
Viewed: 5/16/2023 9:41:46 AM
Signed: 5/16/2023 9:42:04 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Daren Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 98.151.143.15
Signed using mobile
Sent: 5/16/2023 9:42:05 AM
Viewed: 5/16/2023 10:10:03 AM
Signed: 5/16/2023 10:10:30 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Shana E. Epstein
[email protected]
Director of Public Works
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.169
Sent: 5/16/2023 10:10:32 AM
Viewed: 5/16/2023 1:53:17 PM
Signed: 5/16/2023 1:54:40 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Logan Phillippo
[email protected]
Real Property Development Manager
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/16/2023 1:54:42 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/12/2023 8:12:06 AM
Payment Events Status Timestamps
1 B0785-0001\2803961v1.doc
AMENDMENT NO. 1 TO THE AGREEMENT BETWEEN THE CITY
OF BEVERLY HILLS AND GRISWOLD INDUSTRIES DBA CLAVAL FOR CLA-VAL VALVES ROUTINE MAINTENANCE
SERVICES
NAME OF CONTRACTOR: Griswold Industries dba Cla-Val
RESPONSIBLE PRINCIPAL Mke Trosper, Project Manager/Principal Agent OF CONTRACTOR:
CONTRACTOR'S ADDRESS: 1701 Placentia Avenue
Costa Mesa, CA 92627
Attention: Mke Trosper, Project Manager/Principal
Agent
CONTRACTOR’S E.I.N./TAX I.D. NO.: 95-1717422
CITY'S ADDRESS: City of Beverly Hills
345 Foothill Road
Beverly Hills, CA 90210
Attention: Director of Public Works
COMMENCEMENT DATE: August 1, 2022
TERMINATION DATE: June 30, 2023 (original termination date) June 30, 2024 (extended pursuant to this
Amendment No. 1), unless extended pursuant to
Section 2 of this Agreement
CONSIDERATION: Original Agreement: Not to exceed $81,785.00; contingency for additional services not to exceed
$8,178.50
Amendment No. 1: Not to exceed an additional
$60,000.00
Total Not to Exceed: $149,963.50 (includes
contingency)
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE 2 B0785-0001\2803961v1.doc
AMENDMENT NO. 1 TO THE AGREEMENT BETWEEN THE CITY
OF BEVERLY HILLS AND GRISWOLD INDUSTRIES DBA CLAVAL FOR CLA-VAL VALVES ROUTINE MAINTENANCE
SERVICES
This Amendment No. 1 is to that certain Agreement between the City of Beverly Hills (hereinafter called "CITY"), and Griswold Industries dba Cla-Val (hereinafter called "CONTRACTOR") dated September 13, 2022, and identified as Contract No. 570-22 (“Agreement”).
RECITALS
A. CITY and CONTRACTOR entered into a written agreement for annual preventative maintenance services at CITY control valve installations within CITY’s water system.
B. CITY and CONTRACTOR desire to amend the Agreement to extend the termination date, increase the consideration to compensate CONTRACTOR for its services during the extended term, and amend Exhibit B of the Agreement to reflect the new consideration amount.
NOW, THEREFORE, the parties agree as follows:
Section 1. The Consideration shall be amended as set forth above.
Section 2. The Termination Date shall be amended as set forth above.
Section 3. Exhibit B, “Schedule of Payment and Rates”, shall be amended as attached hereto and incorporated herein.
Section 4. Except as specifically amended by this Amendment No. 1, the remaining provisions of the Agreement shall remain in full force and effect.
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE 3 B0785-0001\2803961v1.doc
EXECUTED the _____ day of __________________, 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
JULIAN A. GOLD, M.D.
Mayor
ATTEST:
______________________(SEAL)
HUMA AHMED
City Clerk
CONTRACTOR: Griswold Industries dba
Cla-Val
JOHN LINK
Executive Vice President
DAVID KOEBLITZ
Chief Financial Officer
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
SHANA E. EPSTEIN
Director of Public Works
ROBERT WELCH
Utilities General Manager
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE 4 B0785-0001\2803961v1.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONTRACTOR for the satisfactory performance of the work described in this Agreement in a total amount not to exceed One Hundred Forty-One Thousand Seven Hundred Eighty-Five Dollars ($141,785.00), including labor, taxes, and expenses based on the rates below.
A contingency in an amount not to exceed Eight Thousand One Hundred Seventy-Eight Dollars and Fifty Cents ($8,178.50) is for additional, unforeseen, and unanticipated work outside the Scope of Work described in Exhibit A and shall not be undertaken without the express direction by CITY in writing. Compensation for said additional work shall be mutually agreed upon by CITY and CONTRACTOR in writing.
In no event shall this Agreement total exceed One Hundred Forty-Nine Thousand Nine Hundred Sixty-Three Dollars and Fifty Cents ($149,963.50).
SCHEDULE OF FEES
CITY shall compensate CONTRACTOR at the rates below. CONTRACTOR may submit new billing rates for review and subject to the writtten approval of CITY to take effect no sooner than June 30, 2024.
Item Item Description UM Unit Price
1 Maintain 12" Altitude Valve including labor, equipment, service truck, access, inspection, cleaning, testing,
calibration, report logging and communication with
City management for the unit price of each.
EA
$930.00
2 Maintain 10" Altitude Valve including labor, equipment, service truck, access, inspection, cleaning, testing,
calibration, report logging and communication with
City management for the unit price of each.
EA
$620.00
3 Maintain 10" Check Valve including labor, equipment,
service truck, access, inspection, cleaning, testing,
calibration, report logging and communication with
City management for the unit price of each.
EA
$620.00
4 Maintain 10" Combo Pressure Reducing/Relief Valve
including labor, equipment, service truck, access,
inspection, cleaning, testing, calibration, report logging and communication with City management for the unit
price of each.
EA
$620.00
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE 5 B0785-0001\2803961v1.doc
Item Item Description UM Unit Price
5 Maintain 8" Combo Pressure Reducing/Relief Valve
including labor, equipment, service truck, access,
inspection, cleaning, testing, calibration, report logging and communication with City management for the unit
price of each.
EA
$620.00
6 Maintain 4" Combo Pressure Reducing/Relief Valve
including labor, equipment, service truck, access,
inspection, cleaning, testing, calibration, report logging and communication with City management for the unit
price of each.
EA
$620.00
7 Maintain 12" Flow Control Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$930.00
8 Maintain 10" Flow Control Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
9 Maintain 12" Pressure Reducing Valve including labor, equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$930.00
10 Maintain 10" Pressure Reducing Valve including labor, equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
11 Maintain 8" Pressure Reducing Valve including labor, equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
12 Maintain 6" Pressure Reducing Valve including labor, equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
13 Maintain 4" Pressure Reducing Valve including labor, equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE 6 B0785-0001\2803961v1.doc
Item Item Description UM Unit Price
14 Maintain 12" Pressure Relief Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$930.00
15 Maintain 8" Pressure Relief Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
16 Maintain 6" Pressure Relief Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
17 Maintain 4" Pressure Relief Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
18 Maintain 2" Pressure Relief Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$465.00
19 Maintain 8" Pump Control Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$930.00
20 Maintain 6" Pump Control Valve including labor,
equipment, service truck, access, inspection, cleaning, testing, calibration, report logging and communication
with City management for the unit price of each.
EA
$620.00
21 Extra labor, equipment, service truck for 1 Man -
Prevailing Wage
HR
$165.00
22 Extra labor, equipment, service truck for 2 Man -
Prevailing Wage
HR
$310.00
23 Travel to and from City per day
EA
$520.00
24 Control and instrumentation specialist
HR
$165.00
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE 7 B0785-0001\2803961v1.doc
Item Item Description UM Unit Price
25 Shop Labor
HR
$230.00
26 Overtime - addition to above rates
HR
$410.00
27 Electrician HR N/A
28 Confined Space Entry HR included
29 Mark up on materials
% 28% off List
Price, No mark up
CONTRACTOR shall submit to CITY a detailed invoice, on a monthly basis or less frequently, for the services performed pursuant to this Agreement. Each invoice shall itemize the services rendered during the billing period and the amount due. Within 30 days of receipt of each invoice, CITY shall pay all undisputed amounts included on the invoice. CITY shall pay CONTRACTOR said Consideration in accordance with the schedule of payment set forth in this Exhibit.
DocuSign Envelope ID: A1D5E670-4292-4F7C-B97D-DBE8F835F4AE Certificate Of Completion
Envelope Id: A1D5E67042924F7CB97DDBE8F835F4AE Status: Sent Subject: Complete with DocuSign: Griswold Industries dba Cla-Val (570-22) - Amendment No. 1 Source Envelope:
Document Pages: 7 Signatures: 6 Envelope Originator:
Certificate Pages: 3 Initials: 0 Erin Justus
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.169
Record Tracking
Status: Original
5/4/2023 9:44:46 AM
Holder: Erin Justus
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/4/2023 9:57:31 AM
Viewed: 5/4/2023 12:16:47 PM
Signed: 5/4/2023 12:16:52 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
David Koeblitz
[email protected]
CFO
Griswold Industries
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 66.183.246.16
Signed using mobile
Sent: 5/4/2023 12:16:54 PM
Resent: 5/5/2023 7:34:35 AM
Viewed: 5/7/2023 9:17:11 AM
Signed: 5/7/2023 9:19:07 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
John Link
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 69.75.184.205
Sent: 5/4/2023 12:16:54 PM
Viewed: 5/4/2023 2:40:54 PM
Signed: 5/4/2023 2:41:11 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 166.196.75.3
Signed using mobile
Sent: 5/7/2023 9:19:08 AM
Viewed: 5/7/2023 11:09:27 AM
Signed: 5/7/2023 11:09:43 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Robert Welch
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.169
Sent: 5/7/2023 11:09:45 AM
Resent: 5/8/2023 7:46:58 AM
Viewed: 5/8/2023 3:47:32 PM
Signed: 5/8/2023 3:47:38 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Shana E. Epstein
[email protected]
Director of Public Works
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.169
Sent: 5/8/2023 3:47:40 PM
Resent: 5/9/2023 7:32:57 AM
Resent: 5/10/2023 7:33:34 AM
Resent: 5/11/2023 8:07:51 AM
Viewed: 5/11/2023 2:10:56 PM
Signed: 5/11/2023 2:11:20 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Logan Phillippo
[email protected]
Real Property Development Manager
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/11/2023 2:11:21 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 5/4/2023 9:57:31 AM
Payment Events Status Timestamps
1 B0785-0001\2801187v2.doc
AMENDMENT NO. 2 TO THE AGREEMENT BETWEEN THE CITY
OF BEVERLY HILLS AND UTOPIA WORLDWIDE, INC. FOR
YEAR-ROUND CITYWIDE DECORATIVE LIGHTING AND
HOLIDAY DÉCOR
NAME OF CONTRACTOR: Utopia Worldwide, Inc.
RESPONSIBLE PRINCIPAL Norman Kahn, Chief Executive Officer OF CONTRACTOR:
CONTRACTOR'S ADDRESS: 4111 W. Alameda Avenue, Suite 504 Burbank, CA 91505
Attention: Norman Kahn, Chief Executive Officer
CONTRACTOR’S E.I.N./TAX I.D. NO.: 81-2494453
CITY'S ADDRESS: City of Beverly Hills
345 Foothill Road
Beverly Hills, CA 90210
Attention: Director of Public Works
COMMENCEMENT DATE: July 1, 2022
CONSIDERATION: Original Agreement: Not to exceed $3,000,000 Amendment No. 1: No Additional Consideration
Amendment No. 2: Not to exceed an additional
$3,000,000
Total Not to Exceed: $6,000,000
TERMINATION DATE: June 30, 2023 (original termination date) June 30, 2024 (as extended by this Amendment No.
2)
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 2 B0785-0001\2801187v2.doc
AMENDMENT NO. 2 TO THE AGREEMENT BETWEEN THE CITY
OF BEVERLY HILLS AND UTOPIA WORLDWIDE, INC. FOR
YEAR-ROUND CITYWIDE DECORATIVE LIGHTING AND
HOLIDAY DÉCOR
This Amendment No. 2 is to that certain Agreement between the City of Beverly Hills (hereinafter called "CITY"), and Utopia Worldwide, Inc. (hereinafter called "CONTRACTOR") dated June 14, 2022, and identified as Contract No. 351-22, as amended by Amendment No. 1, dated August 8, 2022, and identified as Contract No. 507-22 (“Agreement”).
RECITALS
A. CITY entered into a written agreement with CONTRACTOR to provide year-round citywide decorative lighting and holiday décor services, which was previously amended.
B. CITY and CONTRACTOR desire to further amend the Agreement to extend the Termination Date, increase the Consideration to compensate CONTRACTOR for the extended term, and amend Exhibit C and Exhibit D of the Agreement to reflect the new Consideration amount.
NOW, THEREFORE, the parties agree as follows:
Section 1. The Consideration shall be amended as set forth on the cover page.
Section 2. The Termination Date shall be amended as set forth on the cover page.
Section 3. Exhibit C, “Compensation”, and Exhibit D, “Schedule of Payment”, shall be amended and restated as attached hereto and incorporated herein.
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 3 B0785-0001\2801187v2.doc
Section 4. Except as specifically amended by this Amendment No. 2 and previous amendments, the remaining provisions of the Agreement shall remain in full force and effect.
EXECUTED the _____ day of __________________, 20___, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
JULIAN A. GOLD, M.D.
Mayor
ATTEST:
______________________(SEAL)
HUMA AHMED
City Clerk
CONTRACTOR: Utopia Worldwide, Inc.
NORMAN KAHN
CEO and CFO
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
_______________________ ____________________________
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
____________________________
SHANA E. EPSTEIN
Director of Public Works
____________________________
DAREN GRILLEY
Assistant Director of Public Works/
City Engineer
____________________________
SHARON L’HEUREUX DRESSEL
Risk Manager
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 4 B0785-0001\2801187v2.doc
EXHIBIT C
COMPENSATION
For the work described in Exhibit A of this Agreement, CITY shall compensate CONTRACTOR in an amount not to exceed Six Million Dollars ($6,000,000.00). Attachment 1 to Exhibit C, attached hereto and incorporated herein, details the expenses associated solely with Holiday Décor. All other funding will be utilized for the citywide twinkle light program, Gobo lighting on City Hall, and other as-needed lighting including lighting needs associated with City Hall, if requested and approved by CITY in writing.
I. Year-Round Citywide Lights Maintenance Services and Additional Services CONTRACTOR shall submit an itemized statement to CITY for its services performed on a form approved by CITY. The statement shall include documentation setting forth, in detail, a description of the services rendered and the equipment provided. CITY shall pay CONTRACTOR the undisputed amount of such billing within thirty (30) days of receipt of same.
II. Holiday Decor and Program Management and annual replacement of Twinkle Lights
For the work associated with the Holiday Decor and Program Management items listed in Exhibit A, CITY shall compensate CONTRACTOR for the satisfactory performance of all services, including the management fee, in an amount of One Million Five Hundred Twenty Thousand Five Hundred and Five Dollars ($1,520,505.00), as further described in Attachment 1 to Exhibit C, and shall be based on the bids provided to CITY from CONTRACTOR from the Program Vendors.
CONTRACTOR shall obtain permission from CITY in writing prior to purchasing any replacement items where the cost exceeds the amount of funding listed in Attachment 1 to Exhibit C. CITY acknowledges expenses for Holiday Décor and Program Management may exceed One Million Five Hundred Twenty Thousand Five Hundred and Five Dollars ($1,520,505.00) and reserves all rights to pre-approve any purchase that will exceed this amount.
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 5 B0785-0001\2801187v2.doc
ATTACHMENT 1 TO EXHIBIT C
BUDGET ESTIMATE, FEES AND RATES
Year-Round Citywide Decorative Lighting and Holiday Decorations Program Item Description 2023 Estimate
Year-Round Warm white LED light maintenance $ 90,000
Year-round City Hall Lighting and gobo projections $ 50,000 Annual replacement of warm white LED lights $ 415,000
Holiday décor on La Cienega Blvd. and S. Beverly Dr. (colored lights, canopy)
$ 250,000
Garland and bows - existing $ 58,000
S. Santa Monica Blvd. - snowflakes $ 28,000
City Hall - palms and tree decoration $ 17,000
Gobo projection for holiday $ 4,500
N. Canon Drive Street Spans $ 98,500
Beverly Drive Street Spans $ 98,500
Lily Pond Glowing Reeds Audio and Light Show $ 110,000
Christmas Tree and Menorah at Beverly Garden Park $ 15,000 Banner Lighting (435 fixtures) $ 35,000
Santa and Reindeer Display $ 75,000
Background Audio $ 28,500
Beverly Canon Gardens $ 150,000
SUBTOTAL $1,523,000
Individual Tree Pricing:
Cost to procure and wrap (1) Short Palm tree $ 379.00
Cost to procure and wrap (1) Tall Palm tree $ 479.00
Cost to procure and wrap (1) Ficus tree $ 347.00
Cost to procure and wrap (1) small decorative tree trunk $ 267.00 Remainder of the budget to cover additional services as approved by CITY.
Project Management Fee:
Holiday Décor and year-round decorations have project management fees incorporated into the cost. For additional services, CONTRACTOR will include a $400 flat fee for Project Management.
Hourly Rates:
Staff Position: Rate
Producer $110
Project Manager $90
Technical Manager $85
Lighting Tech $75
Graphic Designer $65
Production Coordinator $55
Production Assistant $40
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 6 B0785-0001\2801187v2.doc
EXHIBIT D
SCHEDULE OF PAYMENT
CONTRACTOR shall be paid in accordance with the following payment schedule:
1. Within thirty (30) days of execution of this Agreement, CONTRACTOR shall be paid the INITIAL payment in the amount of Fifty Percent (50%) of the costs associated with the Holiday Decorations only, which shall include procurement and project management costs.
Upon CITY’s written approval of additional services, CONTRACTOR shall be allowed an INITIAL payment in the amount of Sixty-Five Percent (65%) of the approved costs associated with the additional services.
2. Within ten (10) business days of CONTRACTOR submitting invoice to CITY regarding commencement of installation of all Holiday Elements, CONTRACTOR shall be paid the COMMENCEMENT payment in the amount of Twenty Percent (20%) of the costs associated with the Holiday Decor and Program Management only.
3. Within ten (10) business days of CONTRACTOR submitting invoice to CITY regarding completion of installation of all Holiday Elements, CONTRACTOR shall be paid the COMPLETION OF INSTALLATION payment in the amount of Twenty Percent (20%) of the costs associated with the Holiday Decor and Program Management only. CITY authorized additional services shall be allowed a COMPLETION OF INSTALLATION payment in the amount of Twenty-Five Percent (25%) of the approved costs associated with the additional services.
4. Within ten (10) business days of CONTRACTOR submitting invoice to CITY regarding de-installation of all Holiday Elements, CONTRACTOR shall be paid the FINAL payment in the amount of the remainder of the actual costs associated with the Holiday Decor and Program Management and additional services only.
5. CONTRACTOR shall submit an itemized statement monthly to CITY for maintenance and non-holiday services. Documentation for each invoice shall include details and a description of work performed on each date and include an itemized list of purchases.
6. Within ten (ten) business days of CONTRACTOR submitting an invoice to CITY regarding the year-round Citywide Decorative Lighting annual LED twinkle light change-out, CONTRACTOR shall be paid the INITIAL payment in the amount of Fifty Percent (50%) of the costs associated with this work only. Documentation must detail the current tree count and provide the timeline for the work.
7. Within ten (10) business days of CONTRACTOR submitting an invoice to CITY regarding the year-round Citywide Decorative Lighting annual LED twinkle light change-out, CONTRACTOR shall be paid the FINAL payment in the amount of the remainder of the of the actual costs associated with the LED twinkle light change-out only.
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 7 B0785-0001\2801187v2.doc
8. CONTRACTOR shall submit an itemized statement to CITY for its services performed during the milestone payment schedule set forth above, which shall include documentation setting forth a detailed description of the services rendered. Documentation should include details and description of work performed and itemized list of purchases for each element. CONTRACTOR acknowledges that CITY funds are released on a check schedule, which may vary from month-to-month.
Payment Schedule:
Item Timeline Amount
Holiday Upon contract execution 50%
Commencement 20%
Completion of installation 20%
Completion of removal 10%
Holiday Additional Services Upon written approval 65%
Completion of Installation 25%
Completion of Removal 10%
Maintenance and non-holiday
items
Monthly Invoice 100%
Year-round citywide decorative
lighting annual LED twinkle
light change-out
Upon written approval 50%
Upon completion 50%
DocuSign Envelope ID: 3EF7E463-7719-481F-B74C-10547AF51C07 Certificate Of Completion
Envelope Id: 3EF7E4637719481FB74C10547AF51C07 Status: Sent Subject: Complete with DocuSign: Utopia Worldwide, Inc. (351-22) Amendment No. 2 Source Envelope:
Document Pages: 7 Signatures: 5 Envelope Originator:
Certificate Pages: 3 Initials: 0 Erin Justus
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.169
Record Tracking
Status: Original
4/27/2023 7:42:06 AM
Holder: Erin Justus
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 4/27/2023 7:53:51 AM
Viewed: 4/27/2023 8:29:51 AM
Signed: 4/27/2023 8:29:57 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Norman Kahn
[email protected]
CEO
Utopia Worldwide Inc
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 68.5.146.175
Sent: 4/27/2023 8:29:59 AM
Viewed: 4/27/2023 2:08:25 PM
Signed: 4/27/2023 2:08:51 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 172.116.62.172
Signed using mobile
Sent: 4/27/2023 2:08:53 PM
Viewed: 4/27/2023 2:25:42 PM
Signed: 4/27/2023 2:25:58 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Daren Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.169
Sent: 4/27/2023 2:26:00 PM
Viewed: 4/27/2023 2:42:41 PM
Signed: 4/27/2023 2:42:46 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Shana E. Epstein
[email protected]
Director of Public Works
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.169
Sent: 4/27/2023 2:42:49 PM
Viewed: 4/27/2023 2:44:56 PM
Signed: 4/27/2023 2:45:34 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Logan Phillippo
[email protected]
Real Property Development Manager
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/27/2023 2:45:36 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Carbon Copy Events Status Timestamp
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/27/2023 7:53:51 AM
Payment Events Status Timestamps
1 B0785-0001\2779821v1.doc
AMENDMENT NO. 4 TO THE AGREEMENT BETWEEN THE
CITY OF BEVERLY HILLS AND AAA FLAG & BANNER
MANUFACTURING COMPANY, INC. FOR BANNER AND
SIGNAGE FABRICATION AND INSTALLATION SERVICES FOR
THE METRO PURPLE LINE EXTENSION PROJECT
NAME OF CONTRACTOR: AAA Flag & Banner Manufacturing Company, Inc.
RESPONSIBLE PRINCIPAL Craig Furst, President
OF CONTRACTOR:
CONTRACTOR'S ADDRESS: AAA Flag & Banner
8966 National Boulevard
Los Angeles, CA 90034
Attention: Craig Furst, President
CITY'S ADDRESS: City of Beverly Hills
345 Foothill Road
Beverly Hills, CA 90210
Attention: Shana Epstein, Director of Public Works
COMMENCEMENT DATE: June 5, 2018
TERMINATION DATE: June 5, 2019 (original termination date) June 5, 2020 (amended pursuant to Amendment
No. 1)
June 30, 2021 (amended pursuant to Amendment
No. 2)
June 30, 2022 (as extended pursuant to Section 2
by letter dated April 19, 2021)
June 30, 2023 (as extended pursuant to Section 2
by letter dated May 10, 2022)
Upon satisfactory completion of all services
required under this Agreement as determined by
CITY (amended pursuant to Amendment No. 4)
CONSIDERATION: Original Agreement:
Not to exceed $170,000.00
Amendment No. 1: Not to exceed:
FY 18-19 - $73,635.00
FY 19-20 - $345,000.00
Amendment No. 2: Not to exceed:
FY 20-21 - $255,365.00
Amendment No. 3: No additional consideration
Amendment No. 4: Not to exceed:
FY 23-26 - $310,000
Total Not to Exceed: $1,154,000.00 (for any and
all fiscal years)
DocuSign Envelope ID: 6C183434-ACCC-4368-9634-DEA1C457B3A3 2 B0785-0001\2779821v1.doc
AMENDMENT NO. 4 TO THE AGREEMENT BETWEEN THE
CITY OF BEVERLY HILLS AND AAA FLAG & BANNER
MANUFACTURING COMPANY, INC. FOR BANNER AND
SIGNAGE FABRICATION AND INSTALLATION SERVICES FOR
THE METRO PURPLE LINE EXTENSION PROJECT
This Amendment No. 4 is to that certain Agreement between the City of Beverly Hills (hereinafter called "CITY"), and AAA Flag & Banner Manufacturing Company, Inc. (hereinafter called "CONTRACTOR") dated June 5, 2018 and identified as Contract No. 305-18, as amended by Amendment No. 1, dated April 2, 2019 and identified as Contract No. 151-19, as amended by Amendment No. 2, dated April 21, 2020 and identified as Contract No. 174-20, as amended by Amendment No. 3, dated March 22, 2021 and identified as Contract No. 74-21 (collectively, the “Agreement”).
RECITALS
A. CITY and CONTRACTOR entered into the Agreement for banner and signage fabrication and installation services for the Metro Purple Line Extension Project (the “Project”), which was previously amended.
B. CITY and CONTRACTOR desire to further amend the Agreement to extend the termination date through the end of the Project, increase the consideration and compensate CONSULTANT for additional services.
NOW, THEREFORE, the parties agree as follows:
Section 1. The Termination Date shall be amended as set forth on the cover page.
Section 2. The Consideration is hereby amended as set forth on the cover page.
Section 3. Exhibit B, “Schedule of Payment and Rates”, is hereby amended as attached hereto and incorporated herein.
DocuSign Envelope ID: 6C183434-ACCC-4368-9634-DEA1C457B3A3 3 B0785-0001\2779821v1.doc
Section 4. Except as specifically amended by this Amendment No. 4 and prior amendments, the remaining provisions of the Agreement shall remain in full force and effect.
EXECUTED the ___ day of ______________, 20__, at Beverly Hills, California.
CITY OF BEVERLY HILLS
A Municipal Corporation
ATTEST:
______________________(SEAL)
HUMA AHMED
City Clerk
CONTRACTOR: AAA Flag & Banner
Manufacturing Company, Inc.
CRAIG FURST
President
GENE LESNIAK
CFO
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
______________________________ ___________________________________ LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
SHANA E. EPSTEIN
Director of Public Works
___________________________________
DAREN GRILLEY
Assistant Director of Public Works
City Engineer
___________________________________
SHARON L'HEUREUX DRESSEL
Risk Manager
JULIAN A. GOLD, M.D.
Mayor
DocuSign Envelope ID: 6C183434-ACCC-4368-9634-DEA1C457B3A3 4 B0785-0001\2779821v1.doc
EXHIBIT B
SCHEDULE OF PAYMENT AND RATES
Schedule of Rates and Payment
CITY shall compensate CONTRACTOR for the satisfactory performance of the work described in this Agreement in an amount not to exceed One Million One Hundred Fifty-Four Thousand Dollars ($1,154,000.00) at the rates set forth in this Exhibit or as mutually agreed upon by the parties in writing.
All pricing includes:
1) Post-installation maintenance such as smoothing or straightening during the period in which the materials are displayed as needed;
2) Proper storage of materials in a safe and weather-proof area for potential reuse (unless reuse is not applicable); and
3) Comprehensive inspection and cleaning of all materials after removal from storage and prior to re-installation.
Schedule of Rates between July 1, 2023 and June 30, 2026 VINYL BANNERS PER JOB – 7 OZ. BLACK BACK:
12,000 SQUARE FEET $2.25 PER SQUARE FOOT
9,000 – 11,999 SQUARE FEET $2.75 PER SQUARE FOOT
LESS THAN 9,000 SQUARE FEET $3.00 PER SQUARE FOOT
CITY POLE BANNER PRICING BY QUANTITY:
1 TO 15 $197.50 EACH
16 TO 50 $177.50 EACH
51 AND ABOVE $167.50 EACH
POLE BANNER INSTALLATION:
INSTALL 1-10 $990.00 FLAT
INSTALL 11-15 $89.50 EACH
INSTALL 16-25 $79.50 EACH
INSTALL 26-50 $74.50 EACH
INSTALL 51-99 $67.50 EACH
INSTALL 100 PLUS $57.50 EACH
REFLECTIVE WAYFINDING SIGNS
30” X 42” ALUMINIUM $212.50 EACH
MESH BANNERS PER JOB:
12,000 SQUARE FEET $2.50 PER SQUARE FOOT
9,000 – 11,999 SQUARE FEET $3.00 PER SQUARE FOOT
Less than 9,000 SQUARE FEET $3.25 PER SQUARE FOOT
DocuSign Envelope ID: 6C183434-ACCC-4368-9634-DEA1C457B3A3 5 B0785-0001\2779821v1.doc
LABOR:
MINIMUM SERVICE CALL $550.00
2 MAN CREW – 2 HOUR MINIMUM $285.00 PER HOUR
INSTALL 12,000 SQUARE FEET $1.00 PER SQUARE FOOT
INSTALL 9,000 – 11,999 SQUARE FEET $1.50 PER SQUARE FOOT INSTALL LESS THAN 9,000 SQUARE FEET $2.00 PER SQUARE FOOT
SWAP (REMOVE AND INSTALL)
12,000 SQUARE FEET $1.50 PER SQUARE FOOT
9,000 – 11,999 SQUARE FEET $2.25 PER SQUARE FOOT
LESS THAN 9,000 SQUARE FEET $3.00 PER SQUARE FOOT
Note:
1) Pre-quoted labor pricing may change due to weather conditions, street blockages, instruction changes on site and unforeseen conditions that may result in crew delays.
2) Removal service only remains hourly.
COLOR TESTS:
2’ x 3’ COLOR TESTS $75.00 EACH
LARGER SIZES (APPROX. 3’ X 5’) $150.00 EACH
SIDEWALK SANDWICH BOARD BANNER PILLOWCASES:
MINIMUM ORDER QUANTITY 5 $62.50 EACH
Qty 1 $150.00 EACH
Qty 2-4 $87.50 EACH
CONTRACTOR may price odd sizes or yield losses at a higher rate, dependent upon the job specifications provided by CITY.
CONTRACTOR’s turnaround time is typically four (4) to five (5) business days.
Minimum production charge is $195.00 per substrate.
CONTRACTOR shall submit an itemized statement to CITY for its services performed which shall include documentation setting forth in detail a description of the services rendered and the rates charged. CITY shall pay CONTRACTOR the amount of such undisputed billing within thirty (30) days of receipt of same.
DocuSign Envelope ID: 6C183434-ACCC-4368-9634-DEA1C457B3A3 Certificate Of Completion
Envelope Id: 6C183434ACCC43689634DEA1C457B3A3 Status: Sent Subject: Complete with DocuSign: AAA Flag & Banner Mfg Co (305-18) - Amendment No. 4 (rev) Source Envelope:
Document Pages: 5 Signatures: 6 Envelope Originator:
Certificate Pages: 3 Initials: 0 Erin Justus
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
IP Address: 198.245.189.169
Record Tracking
Status: Original
4/19/2023 8:09:47 AM
Holder: Erin Justus
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Sharon L'Heureux Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 4/19/2023 8:15:19 AM
Viewed: 4/21/2023 10:48:37 AM
Signed: 4/21/2023 10:50:07 AM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Craig Furst
[email protected]
CEO & President
Security Level: Email, Account Authentication
(None) Signature Adoption: Drawn on Device
Using IP Address: 166.194.143.65
Signed using mobile
Sent: 4/21/2023 10:50:09 AM
Viewed: 4/21/2023 12:50:52 PM
Signed: 4/21/2023 12:51:04 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Gene Lesniak
[email protected]
Chief Financial Officer
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 12.110.192.178
Sent: 4/21/2023 10:50:10 AM
Viewed: 4/21/2023 1:33:45 PM
Signed: 4/21/2023 1:34:04 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Deborah R. Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 168.194.90.146
Signed using mobile
Sent: 4/21/2023 1:34:06 PM
Viewed: 4/21/2023 2:10:36 PM
Signed: 4/21/2023 2:10:55 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Signer Events Signature Timestamp
Daren Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 172.115.89.82
Signed using mobile
Sent: 4/21/2023 2:10:56 PM
Viewed: 4/21/2023 3:44:03 PM
Signed: 4/21/2023 3:44:10 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Shana E. Epstein
[email protected]
Director of Public Works
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.169
Sent: 4/21/2023 3:44:12 PM
Viewed: 4/21/2023 3:46:52 PM
Signed: 4/21/2023 3:50:13 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Logan Phillippo
[email protected]
Real Property Development Manager
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 4/21/2023 3:50:15 PM
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Julian A. Gold
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Huma Ahmed
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Carbon Copy Events Status Timestamp
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Dorina Mohan
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Megan Grilley
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:
Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 4/19/2023 8:15:19 AM
Payment Events Status Timestamps