Item E-10 Agenda Report — Beverly Hills City Council, June 17, 2025 (part 2 of 3)

II. INFECTIOUS DISEASE
A. CONTRACTOR 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. CONTRACTOR shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.

C. CONTRACTOR 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.

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EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONTRACTOR for the satisfactory completion of services as detailed in Exhibit A, for a total amount not to exceed Two Hundred Fifty Thousand Dollars ($250,000.00) during the term of the Agreement at the rates and costs set forth in this Exhibit B.

Compensation shall be based on the following standard rates for Fiscal Year 2025-2026 and commencing July 1, 2026 may be subject to annual Consumer Price Index (CPI) increases if the Agreement is extended beyond Fiscal Year 2025-2026 pursuant to Section 2 of the Agreement:

Concerts Package:

Concerts Package: Not to exceed One Thousand Nine Hundred Fifty Dollars ($1,950.00) per weekly concert for audio production package.

Art Show Package: Not to exceed Four Thousand Sixty Dollars ($4,060.00) per art show, covering one (1) load-in day and two (2) performance days, with strike after event completion for audio production package.

Catskills Package: Not to exceed Five Thousand Two Hundred Dollars ($5,200.00) per weekly performance, covering one (1) load-in day and two (2) performance days, with strike after event completion for audio production package.

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Equipment and labor fees will be charged on an as-needed basis according to the rates outlined below for Fiscal Year 2025–2026. CONTRACTOR may modify the rates annually, effective July 1st, by providing CITY with thirty (30) days prior written notice of the changes. In no event shall the new rates take effect before July 1, 2026.

For all other CITY events, rates shall be subject to the mutual written agreement of CITY’s Director of Community Services or their designee and CONTRACTOR at least two (2) weeks prior to the event.

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 servicesrendered 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 CONTRACTOR said Consideration in accordance with the schedule of payment set forth in this Exhibit.

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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 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.

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.

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: 9AEF12A4-9B66-4EA6-ACC2-4A226564B95D Certificate Of Completion
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Certificate Pages: 3 Initials: 0 Michelle Guillermo
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455 N. Rexford Drive
Beverly Hills, CA 90210
[email protected]
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Stephanie Harris
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City of Beverly Hills
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Anthony Rodstein
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Sharon Dressel
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1 B0785-0001\3110702v2.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

THE MAPLE COUNSELING CENTER FOR VARIOUS MENTAL

HEALTH SERVICES
NAME OF CONSULTANT: The Maple Counseling Center
RESPONSIBLE PRINCIPAL OF CONSULTANT: Varina Bleil, Chief Executive Officer CONSULTANT’S ADDRESS: 1945 S. La Cienega Blvd.

Los Angeles, CA 90034
Attention: Varina Bleil, Chief Executive
Officer
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Gregory W. Barton, Fire Chief
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2026
CONSIDERATION: Not to exceed $291,000.00
Fire Department-H.S.: $185,000.00
Fire Department-EMS: $35,000.00
Fire Department-Admin.: $36,000.00
Human Resources Dept.: $35,000.00
Docusign Envelope ID: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 2 B0785-0001\3110702v2.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

THE MAPLE COUNSELING CENTER FOR VARIOUS MENTAL

HEALTH SERVICES
THIS AGREEMENT is made and entered into in the City of Beverly Hills by and between the City of Beverly Hills, a municipal corporation ("CITY"), and The Maple Counseling Center, a non-profit corporation ("CONSULTANT").

R E C I T A L S
WHEREAS, CITY desires to fund programs and services that benefit the residents of the CITY and programs which represent CITY’s commitment to regional social and human service efforts;
WHEREAS, CITY desires to provide funds for the fiscal year 2025-2026 to support the operation within CITY of a valuable entity which provides community mental health services; and
WHEREAS, CONSULTANT is a non-profit corporation that provides affordable mental health services for individuals, couples, families, and groups to persons in CITY("Project").

NOW, THEREFORE, in consideration of the mutual covenants of the parties hereto, it is agreed as follows:

Section 1. Fund Authorization. CITY authorizes the sum of Two Hundred Ninety-One Thousand Dollars ($291,000.00) to be paid to CONSULTANT for the fiscal year 2025- 2026. Payments shall be made to CONSULTANT as outlined in Exhibit A, attached hereto and incorporated herein. Each payment is contingent upon CONSULTANT compliance with the terms of this Agreement.

Section 2. Use of Funds. CONSULTANT shall use the funds to provide lowcost, individual, group and senior counseling for the Beverly Hills community in accordance with the Scope of Services set forth in Exhibit B, attached hereto and incorporated herein.

Section 3. Reports. Prior to the release of additional payment(s), CONSULTANT shall furnish comprehensive progress reports to the Human Services Administrator (hereinafter “Administrator”) on the form set forth in Exhibit C attached hereto and incorporated herein, as to the progress of the Project including an accounting of specific Project activities, changes to Project and the benefit to residents, visitors and/or employees of CITY.

The reports shall be furnished to the Administrator in accordance with Exhibit A.

Section 4. Assignments. This Agreement shall not be assigned by CONSULTANT without the prior written consent of CITY.

Section 5. Independent Contractor Relationship. At all times during the term of this Agreement, CONSULTANT shall be an independent Contractor and CONSULTANT, its officers, employees, and agents shall not be employees of CITY.

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Section 6. 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 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 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 Scope of Work required by this Agreement. (c) CONSULTANT agrees to maintain in force at all times during the performance of work under this Agreement workers’ compensation and employer’s liability insurance as required by law. If CONSULTANT represents that it is not required by law to maintain workers' compensation insurance coverage, CONSULTANT shall sign an affidavit to this effect on a form approved by CITY.
(d) CONSULTANT shall at all times during the term of this Agreement maintain 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. (e) CONSULTANT shall require each of its sub-consultants or subconsultantss to maintain insurance coverage which meets all of the requirements of this Agreement. (f) 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 Insurance Guide.
(g) 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.
(h) 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 D, 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 policy of insurance required by this Agreement shall contain an endorsement naming the CITY as an additional insured. All of the 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 this Agreement.

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(i) 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.
(j) 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.
(k) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONSULTANT and its insurance carriers.

Section 7. 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 under this section shall survive termination or expiration of the Agreement.

Section 8. Term and Termination.
(1) The term of this Agreement shall be twelve (12) months commencing upon the execution date unless terminated earlier or extended as provided herein. (2) Termination for Convenience: CITY may terminate this Agreement, in whole or in part, at any time by written notice to CONSULTANT when it is in CITY’s best interest. (3) 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 reimbursed for services provided under the Agreement up to the effective date of termination. CONSULTANT shall have no other claim against CITY by reason of such termination, including any claim for compensation.
(4) Opportunity to Cure: CITY in its sole discretion may, in the case of a termination for breach or default, allow CONSULTANT three (3) days in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions.

If CONSULTANT fails to remedy to CITY’s satisfaction the breach or default of any of the terms, covenants, or conditions of the Agreement within three (3) days after receipt by CONSULTANT of written notice from CITY setting forth the nature of said breach or default, CITY shall have the right to terminate the Agreement without any further obligation to CONSULTANT. Any such termination for default shall not in any way operate to preclude CITY from also pursuing all available remedies against CONSULTANT and its sureties for said breach or default.

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(5) Waiver of Remedies: In the event that CITY elects to waive its remedies for any breach by CONSULTANT of any covenant, term or condition of this Agreement, such waiver by CITY shall not limit CITY’s remedies for any succeeding breach of that or of any other term, covenant, or condition of this Agreement.

Section 9. 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 Fire Chief 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 10. NondiscriminationbyCONSULTANT. 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 11. 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 12. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any discrepancy between the express or implied subject matters of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail.

Section 13. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.

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Section 14. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.

Section 15. 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 this day of , 20__, in the CITY of Beverly Hills, California.

CITY OF BEVERLY HILLS,
a municipal corporation
SHARONA R. NAZARIAN, PsyD
Mayor, City of Beverly Hills
ATTEST:
(SEAL)

HUMA AHMED
City Clerk
CONSULTANT: THE MAPLE
COUNSELING CENTER, a non-profit
corporation

VARINA BLEIL
Chief Executive Officer

HARRY KRAUSHAAR
Treasurer
APPROVED AS TO FORM: APPROVED AS TO CONTENT:
______________________________
LAURENCE S. WIENER NANCY HUNT-COFFEY
City Attorney City Manager
[Signatures continue]
Docusign Envelope ID: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 7 B0785-0001\3110702v2.doc
______________________________
GREGORY W. BARTON
Fire Chief
______________________________

SHELLEY OVROM
Director of Human Resources
______________________________
SHARON L’HEUREUX DRESSEL
Risk Manager
______________________________

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 8 B0785-0001\3110702v2.doc

EXHIBIT A

SCOPE OF WORK
CONSULTANT shall perform the following services:

I.) Fire Department-Human Services (“H.S.”)

1. Meet the mental health/counseling needs of people of all ages, with specialized programs offered to couples, families, and older adults.

2. Offer emergency intervention programs, including services that support CITY residents, employees of businesses, and CITY ‘first responder’ personnel following a tragic event.

3. Provide municipal employees with ongoing support and educational programs.

4. Provide counseling and other support services for students in the local schools.

5. Implement programs to respond to community needs.

II.) Fire Department-Emergency Medical Services (EMS)

1. Purpose. CITY Fire Department’s (“BHFD”) Nurse Practitioner Program (“NPP”) aims to expand its multidisciplinary approach to patient care by incorporating specialty clinical psychological services to support persons at home and throughout the community.

2. Program. CONSULTANT and CITY will partner to provide clinical psychological services to patients cared for by the NPP. The partnership will include the following:
 The NPP will refer potential patients to CONSULTANT, for CONSULTANT to consider provision of clinical psychological services.
 Appropriate patient referral/s to CONSULTANT will be based on pre-determined criteria which CONSULTANT will provide to the BHFD in writing.  CONSULTANT will provide psychological services to referred patients according to CONSULTANT policies, /procedures and professional /standards of care.  CONSULTANT shall provide CITY and NPP personnel a list with descriptions of available psychological services that may be shared with potential patients.

Costs, and discussions thereof, for CONSULTANT consults, care, and/or services shall be the responsibility of the patient and CONSULTANT. o Any questions posed to the NPP regarding payment to CONSULTANT for Clinical Psychological Services will be directed to CONSULTANT personnel to address. CONSULTANT will provide the NPP in writing with language and a process on how the financial related questions are to be forwarded to CONSULTANT.
 Clinical psychological services may be provided within patient homes and/or CONSULTANT clinical offices and/or via tele-health platforms as determined appropriate by CONSULTANT.

Docusign Envelope ID: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 9 B0785-0001\3110702v2.doc
 If clinical psychological services are arranged to be provided in a patient’s home, any necessary assistance required of the BHFD will be coordinated between CONSULTANT and NPP personnel.
 CONSULTANT services will be performed by a CONSULTANT intern under the direct supervision of a licensed Clinical Supervisor.
 CONSULTANT to collaborate with the BHFD to create patient outcome metrics in order to report on patients’ clinical assessment, progress, and referral linkages.  CONSULTANT shall immediately report in writing any observed patient medical condition/s directly to the NPP personnel.

III.) Fire Department-Administration (Admin.)

1. Provide short-term therapy for all BHFD staff and their eligible dependents living within their home.
 Therapeutic options will include individual (all ages), couples, and family therapy. Individuals will be entitled to receive up to ten (10) confidential sessions at no cost to the client(s)

2. Assess the mental health needs of referred client(s) during intake. Following intake.
 Staff will be assigned to the most appropriate therapist for his/her/their clinical need(s). This will include in-house pre-licensed therapists and licensed therapists outside the organization when clinically needed.

3. Provide the following services through its Briskin | Wilder Welcome Center:
 Consultation upon request with BHFD supervisors regarding the mental health needs of BHFD employees.
 Consultation with BHFD employees involved in critical incidents following the occurrences; to include assessment and referral to appropriate mental health care as needed.

4. Provide programmatic collateral for distribution to BHFD employees (e.g. brochures, flyers, and other support materials) in electronic and/or print form as desired, upon request.

5. Attend any health fairs, as requested by BHFD, to help familiarize the community with these available services.

IV.)Human Resources Department
A. CONSULTANT shall provide counseling services at the Maple Counseling Center ("TMCC") to CITY employees and their family members, including Police Department personnel. Services at TMCC shall include individual and group counseling sessions.

If applicable, CONSULTANT shall bill the insurance company of the service user for the appropriate services rendered. Unpaid balances not covered by the service user's insurance company shall not be collected by CONSULTANT.

B. CONSULTANT shall provide referrals to a substance use treatment program to any CITY employee who tests positive for the use of illegal drugs or use of alcohol on the job. Treatment for substance abuse may include discussing treatment with a Docusign Envelope ID: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 10 B0785-0001\3110702v2.doc
medical review doctor and/or counseling at TMCC, and referrals to community resources, inpatient or outpatient programs.

C. CONSULTANT shall provide CITY services under CONSULTANT's Maple Response Network, including follow-up crisis debriefing for Police personnel as well as other CITY staff either at City Hall or through a virtual secure video platform to be approved by CITY in writing.

D. CONSULTANT shall provide to CITY four (4) workshops and training programs annually. The date, time and topic of these workshops and trainings will be determined by CITY's Human Resources Department in conjunction with CONSULTANT.

E. CONSULTANT shall provide to CITY a phone number where CITY employees and their family membersPolice Department personnel, can speak with a counselor during CONSULTANT's normal hours of operation. Calls received outside CONSULTANT's normal hours of operation shall be returned within twenty-four (24) hours.

F. CONSULTANT shall provide CITY with written quarterly reports summarizing CITY's usage of CONSULTANT services as well as the number and type of workshops and trainings conducted for CITY. Quarterly reports shall be submitted directly to the Assistant Director of Administrative Services -- Human Resources.

Docusign Envelope ID: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 11 B0785-0001\3110702v2.doc

EXHIBIT B

SCHEDULE OF PAYMENTS AND RATES
Fire Department-H.S.:

CITY shall compensate CONSULTANT for the services required by the Agreement in an amount not to exceed One Hundred Eighty-Five Thousand Dollars ($185,000.00) for Fiscal Year 2025-2026.

Fire Department-Emergency Medical Services (EMS):

CITY shall compensate CONSULTANT for the services required by the Agreement in an amount not to exceed Thirty-Five Thousand Dollars ($35,000.00) for Fiscal Year 2025-2026.

Fire Department-Administration:

CITY shall compensate CONSULTANT for the services required by the Agreement in an amount not to exceed Thirty-Six Thousand Dollar ($36,000.00), paid in monthly installments of Three-Thousand Dollars ($3,000.00) per month for Fiscal Year 2025-2026.

Human Resources Department:

CITY shall compensate CONSULTANT for the services required by the Agreement in an amount not to exceed Thirty Five Thousand Dollars ($35,000.00) for Fiscal Year 2025-2026.

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.

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: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 12 B0785-0001\3110702v2.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 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.

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: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 Certificate Of Completion
Envelope Id: 7F4AE26D-C657-443B-9B83-C9111D7B5B78 Status: Sent Subject: Complete with Docusign: CLEAN Agreement - The Maple Counseling Center 2025-2026 Source Envelope:

Document Pages: 12 Signatures: 7 Envelope Originator:

Certificate Pages: 4 Initials: 0 Michael Liongson
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: 198.245.189.162
Record Tracking
Status: Original
5/21/2025 3:21:25 PM
Holder: Michael Liongson
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Varina Bleil
[email protected]
CEO
Security Level: Email, Account Authentication
(None) Signature Adoption: Drawn on Device
Using IP Address: 74.62.217.18
Sent: 5/21/2025 3:44:03 PM
Viewed: 5/21/2025 5:06:12 PM
Signed: 5/21/2025 5:06:39 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Harry Kraushaar
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address:
2600:1700:99c0:384f:7d10:ebcc:b6af:ed9b
Sent: 5/21/2025 5:06:42 PM
Resent: 5/27/2025 8:16:30 AM
Viewed: 5/27/2025 9:50:56 AM
Signed: 5/27/2025 9:51:20 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Gregory W. Barton
[email protected]
Fire Chief
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.162
Sent: 5/27/2025 9:51:22 AM
Viewed: 5/27/2025 10:51:27 AM
Signed: 5/27/2025 10:51:57 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Shelley Ovrom
[email protected]
Director of Human Resources
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 5/27/2025 10:51:58 AM
Resent: 5/27/2025 3:21:01 PM
Resent: 5/28/2025 5:43:48 AM
Viewed: 5/28/2025 10:08:34 AM
Signed: 5/28/2025 10:54:27 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: 5/28/2025 10:54:30 AM
Viewed: 5/28/2025 11:12:20 AM
Signed: 5/28/2025 11:12:37 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: 208.87.233.201
Sent: 5/28/2025 11:12:40 AM
Resent: 5/28/2025 12:12:20 PM
Resent: 5/28/2025 12:29:24 PM
Resent: 5/28/2025 12:34:44 PM
Viewed: 5/28/2025 12:35:21 PM
Signed: 5/28/2025 12:35:43 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/28/2025 12:35:45 PM
Resent: 5/29/2025 9:53:21 AM
Viewed: 5/29/2025 11:48:31 PM
Signed: 5/29/2025 11:48:37 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
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
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Sent: 5/29/2025 11:48:38 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Karen Gutierrez
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 5/29/2025 11:48:40 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Sharona R. Nazarian
[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 5/21/2025 3:44:04 PM
Envelope Updated Security Checked 5/21/2025 4:11:08 PM
Envelope Updated Security Checked 5/21/2025 4:11:08 PM
Envelope Updated Security Checked 5/21/2025 4:11:08 PM
Envelope Updated Security Checked 5/21/2025 4:11:08 PM
Envelope Updated Security Checked 5/21/2025 4:11:09 PM
Envelope Updated Security Checked 5/21/2025 4:11:09 PM
Envelope Updated Security Checked 5/21/2025 4:11:09 PM
Envelope Updated Security Checked 5/21/2025 4:11:09 PM
Envelope Summary Events Status Timestamps
Envelope Updated Security Checked 5/28/2025 12:34:43 PM Payment Events Status Timestamps
1 B0785-0001\3103574v5.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

BET TZEDEK DBA BET TZEDEK LEGAL SERVICES FOR PRO

BONO LEGAL SERVICES TO RESIDENTS OF BEVERLY HILLS
NAME OF CONTRACTOR: Bet Tzedek DBA Bet Tzedek Legal Services RESPONSIBLE PRINCIPAL OF CONTRACTOR: Henrissa Bassey, Directing Attorney CONTRACTOR’S ADDRESS: 3250 Wilshire Blvd., 13th Floor
Los Angeles, CA 90010
Attention: Henrissa Bassey, Directing
Attorney
CONTRACTOR’S E.I.N/TAX I.D. NO.: 23-7304205
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Gregory W. Barton, Fire Chief
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2026
CONSIDERATION: Total Not to Exceed $220,000.00 Senior
Legal Services Program and Housing
Rights Legal Services, as further described
in Exhibit B
Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 2 B0785-0001\3103574v5.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

BET TZEDEK DBA BET TZEDEK LEGAL SERVICES FOR PRO

BONO LEGAL SERVICES TO RESIDENTS OF BEVERLY HILLS
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and Bet Tzedek DBA Bet Tzedek Legal Services (hereinafter called “CONTRACTOR”).

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. CONTRACTOR represents that it is qualified and able to perform the Scope of Work.

NOW, THEREFORE, the parties agree as follows:

Section 1. CONTRACTOR’s Scope of Work. CONTRACTOR 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 request, in writing, changes in the Scope of Work. Upon such reqeust, CONTRACTOR shall have thirty (30) days to accept or decline the change(s). Any changes in the Scope of Work, if accepted by CONTRACTOR, 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.

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.

Section 3. Compensation.
(a) Compensation. CITY agrees to compensate CONTRACTOR for the services and/or goods provided under this Agreement, and CONTRACTOR 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.
(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.
(c) Additional Services. CITY may from time to time request CONTRACTOR to perform additional services not included in the Scope of Work. Upon such request, CONTRACTOR shall have 30 days to accept or decline the request for additional services. Such Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 3 B0785-0001\3103574v5.doc
requests for additional services shall be made by CITY in writing and, if accepted by CONTRACTOR, agreed upon by both parties in writing.

Section 4. Method of Payment. CITY shall pay CONTRACTOR said Consideration in accordance with the method and schedule of payment set forth in Exhibit B.

Section 5. Independent Contractor. CONTRACTOR 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 CONTRACTOR or any of CONTRACTOR’s employees, except as herein set forth. CONTRACTOR 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 CONTRACTOR without the prior written approval of the City Manager. Any attempt by CONTRACTOR 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) CONTRACTOR’s Responsible Principal set forth above shall be principally responsible for CONTRACTOR’s obligations under this Agreement and shall serve as principal liaison between CITY and CONTRACTOR. Designation of another Responsible Principal by CONTRACTOR 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. CONTRACTOR represents that it has, or shall secure at its own expense, all personnel required to perform CONTRACTOR’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. CONTRACTOR 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 CONTRACTOR. CONTRACTOR 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 CONTRACTOR.

Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 4 B0785-0001\3103574v5.doc
(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 CONTRACTOR 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, CONTRACTOR agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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, CONTRACTOR shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONTRACTOR shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONTRACTOR and its insurance carriers.

Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 5 B0785-0001\3103574v5.doc
Section 12. Indemnification.
(a) CONTRACTOR 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 CONTRACTOR or any person employed by CONTRACTOR in the performance of this Agreement.
(b) All duties of CONTRACTOR under this section 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 CONTRACTOR. CONTRACTOR 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 CONTRACTOR, CONTRACTOR shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONTRACTOR be entitled to receive more than the amount that would be paid to CONTRACTOR for the full performance of the services required by this Agreement. CONTRACTOR 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 CONTRACTOR with all pertinent data, documents, and other requested information as is available for the proper performance of CONTRACTOR’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 CONTRACTOR and compensated by CITY pursuant to this Agreement as CITY deems appropriate.

Section 16. Records Retention and Examination. CONTRACTOR 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. CONTRACTOR 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.

CONTRACTOR 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, CONTRACTOR shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CONTRACTOR must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.

Notwithstanding the above, information protected by attorney-client privilege, attorney work product doctrine, or professional responsibility rules regarding client confidentiality shall be strictly protected against disclosure, absent the relevant client’s informed written consent.

Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 6 B0785-0001\3103574v5.doc
Section 17. Nondiscrimination by CONTRACTOR. In the performance of this Agreement, CONTRACTOR 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). CONTRACTOR 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 CONTRACTOR, 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 CONTRACTOR.

Section 21. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any discrepancy between the express or implied subject matters 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 CONTRACTOR.

Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 7 B0785-0001\3103574v5.doc
EXECUTED the day of 20___, at Beverly Hills,
California.

CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
SHARONA R. NAZARIAN, PsyD
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)

HUMA AHMED
City Clerk
CONTRACTOR:

DIEGO CARTAGENA
President

NORMAN BULLOCK
Chief Financial & Operating Officer
APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
APPROVED AS TO CONTENT:

NANCY HUNT-COFFEY
City Manager
GREGORY W. BARTON
Fire Chief
[Signatures continue]
Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 8 B0785-0001\3103574v5.doc
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 9 B0785-0001\3103574v5.doc

EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
CONTRACTOR proposes to continue their presence in CITY and expand their ability to reach all eligible residents in need. CONTRACTOR shall provide free housing rights and senior legal services to eligible CITY residents. Program components include:

Legal Services: Free legal services include brief advice and counsel, advocacy, and limited and full scope representation through the following program areas:
 Housing Rights Legal Services: In January 2017, when CITY revised the Rent Stabilization Ordinance, the need for pro bono housing rights legal services grew. CONTRACTOR fills this need by addressing the following tenant-focused legal issues:

1. Housing conditions and habitability

2. Rights and Responsibilities under CITY’s Municipal Code (including the rent stabilization sections at Title 4, Chapters 5 and 6)

3. Tenant-Landlord Issues (e.g., rent payment, rent increases security deposit issues, lease violations and tenancy terminations)

4. Eviction defense
 Senior Legal Services: CONTRACTOR focuses on legal interventions that improve seniors’ economic security, safety, and quality of life, including:

1. Public Benefits (state and federal programs, improper denials, reductions, terminations, and overpayments of benefits including Social Security, Medi-Cal, In Home Supportive Services KinGAP/guardianships, and veteran benefits)

2. Family Caregiver Services (conservatorships, guardianships, long-term care planning such as wills, power of attorney, advance healthcare directives)

3. Elder Abuse Services

4. Holocaust Survivor Services

5. Foreclosure Prevention
Legal Clinics: Legal clinics are held at Roxbury Park Community Center once per month.

Providing/Receiving Referrals: CITY's Human Services Division and Rent Stabilization Program frequently make referrals to CONTRACTOR. In turn, CONTRACTOR refers constituents to appropriate social services and supports as needed.

B. CONTRACTOR 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: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 10 B0785-0001\3103574v5.doc
C. CONTRACTOR 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: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 11 B0785-0001\3103574v5.doc

EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONTRACTOR for the satisfactory performance of the work described in this Agreement in an amount not-to-exceed Two Hundred and Twenty Thousand Dollars ($220,000.00) at the rates provided in Attachment 1 to this Exhibit B.

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 thirty (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: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 12 B0785-0001\3103574v5.doc
ATTACHMENT 1 TO EXHIBIT B
Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 13 B0785-0001\3103574v5.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 C.

COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER

EXPIRATION
DATE
B.I. LIMITS
P.D.

AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED

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.

DATE: BY:

Authorized Insurance Representative
TITLE:

AGENCY: ADDRESS:

RM02.DOC REVISED 10/14/96.

Docusign Envelope ID: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 Certificate Of Completion
Envelope Id: 17637686-5E66-4CB3-9D97-F6C6E8BD8BF4 Status: Sent Subject: Complete with Docusign: CLEAN - Agreement_Bet Tzedek FY 2025-2026 Source Envelope:

Document Pages: 13 Signatures: 6 Envelope Originator:

Certificate Pages: 3 Initials: 0 Michael Liongson
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: 198.245.189.162
Record Tracking
Status: Original
5/21/2025 3:46:01 PM
Holder: Michael Liongson
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Diego Cartagena
[email protected]
President & CEO
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 192.111.92.15
Sent: 5/21/2025 4:01:20 PM
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Signed: 5/27/2025 3:50:52 PM
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Norman Bullock
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 192.111.92.13
Sent: 5/27/2025 3:50:54 PM
Viewed: 5/27/2025 5:09:21 PM
Signed: 5/27/2025 5:09:35 PM
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Gregory W. Barton
[email protected]
Fire Chief
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.162
Sent: 5/27/2025 5:09:37 PM
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Signed: 5/27/2025 5:10:20 PM
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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: 5/27/2025 5:10:23 PM
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Signed: 5/28/2025 11:17:36 AM
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Deborah R. Hakman for
[email protected]
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(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.233.201
Sent: 5/28/2025 11:17:39 AM
Resent: 5/28/2025 12:12:16 PM
Resent: 5/28/2025 12:29:28 PM
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Viewed: 5/28/2025 12:36:15 PM
Signed: 5/28/2025 12:36:33 PM
Electronic Record and Signature Disclosure:

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Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/28/2025 12:36:35 PM
Viewed: 5/29/2025 7:56:39 AM
Signed: 5/29/2025 7:56:45 AM
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Nancy Hunt-Coffey
[email protected]
Security Level: Email, Account Authentication
(None)
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Sharona R. Nazarian
[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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Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Sent: 5/29/2025 7:56:47 AM
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Karen Gutierrez
[email protected]
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(None)
Sent: 5/29/2025 7:56:48 AM
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Keith Sterling
[email protected]
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(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[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
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1 B0785-0001\3101178v2.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

JEWISH FAMILY SERVICES OF LOS ANGELES FOR

HOMECARE SUPPORT SERVICES FOR SENIORS
NAME OF CONTRACTOR: Jewish Family Services of Los Angeles RESPONSIBLE PRINCIPAL OF CONTRACTOR: Sylvia LaMalfa, Senior Vice President of Programs
CONTRACTOR’S ADDRESS: 330 N. Fairfax Ave.

Los Angeles, CA 90036
Attention: Sylvia LaMalfa, Senior Vice
President of Programs
CITY’S ADDRESS: CITY of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Gregory W. Barton, Fire Chief
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2026
CONSIDERATION: Not to exceed $505,000.00 in accordance
with the Budget set forth in Exhibit B
Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 2 B0785-0001\3101178v2.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

JEWISH FAMILY SERVICES OF LOS ANGELES FOR

HOMECARE SUPPORT SERVICES FOR SENIORS
THIS AGREEMENT is made by and between the CITY of Beverly Hills (hereinafter called “CITY”), and Jewish Family Services of Los Angeles (hereinafter called “CONTRACTOR”).

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. CONTRACTOR represents that it is qualified and able to perform the Scope of Work.

NOW, THEREFORE, the parties agree as follows:

Section 1. CONTRACTOR’s Scope of Work. CONTRACTOR 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 CONTRACTOR 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.

Section 3. Compensation.
(a) Compensation.

CITY agrees to compensate CONTRACTOR for the services and/or goods provided under this Agreement, and CONTRACTOR 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.
(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: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 3 B0785-0001\3101178v2.doc
(c) Additional Services.

CITY may from time to time require CONTRACTOR 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 CONTRACTOR said Consideration in accordance with the method and schedule of payment set forth in Exhibit B.

Section 7. Responsible Principal(s).
(a) CONTRACTOR’s Responsible Principal set forth above shall be principally responsible for CONTRACTOR’s obligations under this Agreement and shall serve as principal liaison between CITY and CONTRACTOR. Designation of another Responsible Principal by CONTRACTOR 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 11. Insurance.
(a) CONTRACTOR 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 Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 4 B0785-0001\3101178v2.doc
limit, against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONTRACTOR.
(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 CONTRACTOR 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, CONTRACTOR agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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, CONTRACTOR shall either reduce or eliminate the Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 5 B0785-0001\3101178v2.doc
deductibles or self-insured retentions with respect to CITY, or CONTRACTOR 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 CONTRACTOR and its insurance carriers.

Section 12. Indemnification.
(a) CONTRACTOR 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 CONTRACTOR or any person employed by CONTRACTOR in the performance of this Agreement.
(b) All duties of CONTRACTOR under this section shall survive termination or expiration of the Agreement.

CONTRACTOR shall have no other claim against CITY by reason of such termination, including any claim for compensation.

CONTRACTOR 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, Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 6 B0785-0001\3101178v2.doc
CONTRACTOR shall pay CITY’s travel, hotel and meal costs to the location where the records are maintained. CONTRACTOR must include this provision in all subcontracts made in connection with this Agreement. This provision shall survive the termination of the Agreement.

Section 17. Nondiscrimination by CONTRACTOR. In the performance of this Agreement, CONTRACTOR 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). CONTRACTOR 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 22. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.

Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 7 B0785-0001\3101178v2.doc
Section 23. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONTRACTOR.

EXECUTED the day of 20___, at Beverly Hills,
California.

CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
SHARONA R. NAZARIAN, PsyD
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)

HUMA AHMED
City Clerk
CONTRACTOR:

ELI VEITZER
Chief Executive Officer

AARON LEON
Chief Financial Officer
APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
APPROVED AS TO CONTENT:

NANCY HUNT-COFFEY
City Manager
[Signatures Continue]
Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 8 B0785-0001\3101178v2.doc
GREGORY W. BARTON
Fire Chief
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 9 B0785-0001\3101178v2.doc

EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
CONTRACTOR shall provide care management for older adults residing in CITY to maintain their independent living in the community by continuing the existing Beverly Hills Care Management Program. Services provided include the following care management: comprehensive assessments, development of individualized care plans, information and referrals, service coordination, home visits and monitoring emergency response services, supportive counseling, community education, telephone reassurance, homecare support services, and activity programs at the Jona Goldrich Multipurpose Center.

CONTRACTOR 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, CONTRACTOR shall be solely responsible for determining the outline and content of services provided under this Agreement. CONTRACTOR shall be solely responsible for determining the service methods and means to be used for all services under this Agreement and in determining the manner by which services will be provided.

PURPOSE AND BENEFICIARIES
The purpose of the project is to provide a comprehensive approach to the physical and mental health care of frail CITY adults age 55 years of age and older (“seniors” or “clients”), assisting them to remain in their homes and thereby avoiding premature institutionalization. The program will mainly benefit low- and moderate-income seniors.

CONTENT AND OPERATION
CONTRACTOR will provide, under the supervision of CITY, all labor, administrative support, community outreach, determination of eligibility, facilities, and documentation necessary for development and implementation of a senior case management program for CITY seniors in all Census Tracts in CITY, including Census Tracts 7006, 7007, 7008, 7009.01, 7009.02 and 7010.

The program will consist of assessing clients' needs, preparing care plans, coordinating service delivery and follow-up to ensure adequate care delivery, and monitoring of changing client needs.

The following activities will be included in the Scope of Services provided by CONTRACTOR under the Agreement to CITY.

A. Community Outreach
A written plan for community outreach and program publicity shall be developed by CONTRACTOR.

Any/all public information materials shall be submitted for review to CITY's Human Services Administrator, or his designee, with written approval of the content and method of distribution required prior to release.

Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 10 B0785-0001\3101178v2.doc
Print Media Releases: print media releases such as flyers, brochures, press releases, etc., will be prepared, printed, and distributed online and through the mail to the news and community affairs media and to public and private community service centers in the area.

Cable Television: public information releases for Community Cable TV, or other nonprint media, may be developed at the request of CITY.

Presentations: a program of presentations designed to engender awareness of the program in groups whose members may be potential beneficiaries, such as the Beverly Hills Active Adult Club, or who may be able to further communicate the availability of the program, such as the City Council, tenant groups, apartment and homeowners' associations, geriatric, and patient discharge units of area hospitals, etc., shall be developed and implemented.

B. Provision of Services, Determination of Eligibility, Development of a Care Plan and Follow-Up
Telephone services shall be provided at CONTRACTOR’s Jona Goldrich Multipurpose Center office five days a week, Monday through Thursday from 8:30 a.m. to 5:00 p.m. at the identified address and telephone number and Friday from 8:30 a.m. to 3:30 p.m. Potential applicants who make inquiries about the program shall be counseled in the applicant’s home, over the telephone, or in person at CONTRACTOR’s Jona Goldrich Multipurpose Center office. Potential applicants will be counseled about the nature of the program and advised of eligibility requirements and all pertinent applications and other procedures. Informational materials shall be mailed upon request.

Eligible applicants shall be limited to people who are CITY residents at the time they apply to the program and who are 55 years of age or older. Proof of a client's age and residency must be in the client's file. Proof may consist of a copy of identification indicating age plus a copy of a utility bill showing the client's name and address, or an affidavit signed by the social worker that the client meets the eligibility criteria. Income levels shall be determined by information provided by the applicant on the intake/application form. The intake form shall be submitted by CONTRACTOR for review by CITY’s Human Services Division Staff per their request.

The caseworkers (geriatric social worker) shall provide case management services on behalf of CITY, handling cases involving CITY residents. The two primary caseworkers must have a Master’s Degree in Social Work (MSW) or be a Marriage and Family Therapist (MFT) and preferably licensed in their field or working toward that license. Additionally, a Bachelors (BA) level Farsi-speaking social worker, who is supervised by a Licensed Clinical Social Worker (LCSW) will be available to serve the Persian Community to ensure that all CITY residents receive services which demonstrates language capability and cultural sensitivity. The caseworker shall complete an intake form for each interested, eligible CITY senior. A psychosocial assessment of the client shall be made at the caseworker's discretion.

The caseworker shall develop a care plan outlining the client's circumstances and the services to be provided by CITY, or by other service providers to which the client will be referred. The care plan shall be developed and implemented with the fullest participation of the client's family members as is appropriate and possible. The caseworker will visit the client's home as frequently as warranted, and it is expected that at least one visit to the client's home will occur during the needs assessment process, unless the Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 11 B0785-0001\3101178v2.doc
circumstances prevent in-home visits. Specific services that shall be provided by CONTRACTOR as part of the care plan shall include but not be limited to:
 Arranging and coordinating personal care assistance in the home;  Arranging and coordinating housekeeping assistance in the home;  Assistance with mail and other correspondence;
 Arranging home delivered meals;
 Communication with family members;
 Referrals to, and consultation with, professionals as appropriate, including, but not limited to medical, dental, legal, etc.;
 Linkage with transportation services as appropriate;
 Linkage with social activities;
 Arranging for telephone reassurance, or friendly visitors;  Arranging aid in household moving in the event of eviction, possibly including referral to the County Adult Protective Services;  Referrals for more extensive counseling services;
 Housing assistance services.

C. High Risk Intervention Team
For CITY residents who are at risk of eviction from their current residence or who pose a safety risk to themselves or the community because of mental illness or cognitive impairment, CONTRACTOR will provide intensive person-centered supportive services that address the complex issues faced by these vulnerable older adults. An experienced CONTRACTOR case manager will conduct a thorough biopsychosocial assessment of the older adult, identify risk factors, personal resources, and comprehensive needs. The case manager will convene the team, which may include the client’s physician, health care professionals, family members and representatives from relevant CITY departments (i.e.

Police, Fire, Community Services, Housing, Building and Safety). Together the team will devise a plan to address the client’s safety in the least restrictive environment possible.

This will be a time-limited, high intensity service; after 8 weeks CONTRACTOR shall consult with CITY staff to determine if the situation has stabilized.

D. Homecare Support Services/Emergency Purchase of Services In addition to the above essential services, CONTRACTOR shall provide the following services, which shall include, but are not limited to:
 Providing homecare to assist clients who experience difficulties getting through their day to provide support so that clients can Age in Place and remain independent and safe within the community – reducing the risk of premature institutionalization.
 Expanding the food voucher program to meet the increasing needs of the community.
 Coordinating home repair services to ensure the safety of frail clients who do not qualify for other available resources.
 Arranging for additional taxi vouchers to assist clients with transportation resources to medical and other needed appointments.
 Offering assistance, based on significant need, with Medical and Dental assistance for seniors.
 One time only rent assistance to ensure housing retention and prevent evictions and reduce the risk of homelessness.

Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 12 B0785-0001\3101178v2.doc
 One time only financial assistance with utilities and assist with development of a sustainability plan to reduce the risk of further debt which directly impacts housing retention.
 One time only assistance with moving expenses to assist clients who will be relocating to affordable and sustainable housing such as a lower cost apartment or to an assisted living/or nursing home.
 Professional assistance with excessive cluttering and unsanitary living situations. Identification of clients at risk for losing housing as a result of cluttering and hoarding and make interventions which may include coordination of assistance from an organizing specialist or assistance with deep cleaning and clutter/trash removal. This also prevents possible evictions due to such conditions.
 Holiday assistance with food and needed household or personal items to approximately 40 clients without family or funds.
 Additional assistance for identified Holocaust survivors who have either exhausted their services through the Claims Conference or who may not be eligible for Claims Conference funds but who require assistance with homecare and other services.

E. Emergency Services
CONTRACTOR is not an emergency service provider but shall make every effort to avert crises before they occur through close monitoring of case management clients. Clients shall be provided with a list of emergency telephone numbers and caseworkers shall refer clients in need of emergency services to the appropriate agencies.

CITY funds shall provide at least thirty (30) Emergency Response System (ERS) units. An ERS unit is a device that is in the senior's home, and through the telephone, is connected to a central emergency location. If the senior needs emergency medical assistance, he or she can simply press a button that is worn by the senior on a bracelet or necklace. The ERS will summon an ambulance to assist the senior.

The caseworker is responsible for follow-up of the care plan to ensure that services, as specified in the plan, are performed for the client. Follow-up may include seeing that appointments are kept, prescriptions filled, housekeeping services adequately discharged, etc.

If the program does not appear to meet the needs of a person being interviewed, that person shall be referred to appropriate service agencies.

F. Bilingual Services
In recognition of the substantial population of Persian seniors and their families who live in CITY and find it particularly difficult to access services due to language difficulties, the Jona Goldrich Farsi/English-speaking BA level caseworker, who is supervised by an LCSW, will provide supportive services that are culturally appropriate and bilingual.

G. Documentation and Reports
Quarterly fiscal reports, including a quarterly statement, and documentation of expenditures for the preceding months, shall be submitted to CITY by the fifteenth working day of each month following the end of the quarter on forms approved by CITY. All expenditures must be fully documented by receipt, time records, invoices, canceled Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 13 B0785-0001\3101178v2.doc
checks, bank statements, and other appropriate records which fully and completely disclose the amount and nature of the expenditure. This includes indicating the number of hours per pay period that each employee works on behalf of CITY and the amount charged to CITY account for each of these employees.

Quarterly program reports shall be submitted to CITY by the ninth working day of each month and shall include a narrative summary and the following information for each new or newly recertified client:

Client Identification Number
Census Tract (screened for CITY residency)
Age
Sex
Ethnicity and` Race
Household Income Category (Low, Very Low, Above Low)
Number of Persons in household
Owner or Renter
Client Status (new or recertified) Referral
Source
Clients shall be classified as "new," or "recertified." "Recertified" will be used to signify those ongoing clients renewed each July to ensure income eligibility. All clients who have not been "terminated" will be considered current clients. Clients who are "terminated" and subsequently seek services shall be considered new clients.

The quarterly program report shall include a monthly client service form indicating the frequency and nature of services provided to clients. The form and categories of services shall be developed with and reviewed for approval by CITY Human Services Administrator, or his designee. The quarterly program report shall also note the number of program inquiries.

A client file will be kept for each applicant and shall include a completed intake/application form, care plan, any client assessment, ongoing client monitoring, and any other information pertinent to that person's care.

H. Monitoring
All program and financial files pertaining to this Agreement shall be available to CITY on an as-needed basis, upon request.

II. INFECTIOUS DISEASE
A. CONTRACTOR 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. CONTRACTOR 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: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 14 B0785-0001\3101178v2.doc
C. CONTRACTOR 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: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 15 B0785-0001\3101178v2.doc

EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONTRACTOR for the satisfactory performance of the work described in this Agreement in an amount not-to-exceed Five Hundred and Five Thousand Dollars ($505,000.00), in accordance with the budget set forth below:

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 thirty (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.

FY 2024-25 PROPOSED BUDGET – Beverly Hills
FY 2025-26 PROPOSED

BUDGET - BH
Salaries & Benefits $207,464
Telephone $2,950
Insurance $3,000
Homecare Purchase of Service $252,500
Other Client Services $6,086
Mileage $500
Admin. Overhead $32,500
Total Expenses $ 505,000
Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE 16 B0785-0001\3101178v2.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 C.

COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER

EXPIRATION
DATE
B.I. LIMITS
P.D.

AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED

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.

DATE: BY:

Authorized Insurance Representative
TITLE:

AGENCY: ADDRESS:

RM02.DOC REVISED 10/14/96.

Docusign Envelope ID: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE Certificate Of Completion
Envelope Id: FCD20332-7FAC-45C6-94A5-FAB9F1F6E3BE Status: Sent Subject: Complete with Docusign: CLEAN - Jewish Family Services Source Envelope:

Document Pages: 16 Signatures: 6 Envelope Originator:

Certificate Pages: 3 Initials: 0 Michael Liongson
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: 198.245.189.162
Record Tracking
Status: Original
5/21/2025 4:01:24 PM
Holder: Michael Liongson
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Eli Veitzer
[email protected]
President and CEO
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 64.60.114.178
Sent: 5/21/2025 4:07:34 PM
Viewed: 5/23/2025 8:49:41 AM
Signed: 5/23/2025 8:49:50 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Aaron Leon
[email protected]
CFO
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 64.60.114.178
Sent: 5/23/2025 8:49:52 AM
Viewed: 5/23/2025 11:53:14 AM
Signed: 5/23/2025 11:53:35 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Gregory W. Barton
[email protected]
Fire Chief
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.162
Sent: 5/23/2025 11:53:37 AM
Resent: 5/27/2025 8:19:02 AM
Viewed: 5/27/2025 10:52:54 AM
Signed: 5/27/2025 10:53:05 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: 5/27/2025 10:53:06 AM
Viewed: 5/27/2025 11:03:43 AM
Signed: 5/27/2025 11:03:48 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Signer Events Signature Timestamp
Deborah R. Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 208.87.233.201
Sent: 5/27/2025 11:03:51 AM
Resent: 5/28/2025 12:12:17 PM
Resent: 5/28/2025 12:29:27 PM
Resent: 5/28/2025 12:33:52 PM
Viewed: 5/28/2025 12:36:58 PM
Signed: 5/28/2025 12:37:18 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/28/2025 12:37:20 PM
Viewed: 5/28/2025 9:55:32 PM
Signed: 5/28/2025 9:55:39 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
Sharona R. Nazarian
[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
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Sent: 5/28/2025 9:55:41 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Karen Gutierrez
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 5/28/2025 9:55:42 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[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:

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
STEP UP ON SECOND STREET, INC. FOR OUTREACH AND

ENGAGEMENT SERVICES
NAME OF CONTRACTOR: Step Up on Second Street, Inc.

RESPONSIBLE PRINCIPAL OF CONTRACTOR: Tod Lipka, Chief Executive Officer CONTRACTOR’S ADDRESS: 1328 Second Street
Santa Monica, CA 90401
Attention: Tod Lipka, Chief Executive Officer
CONTRACTOR’S E.I.N/TAX I.D. NO.: 95-4109386
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Gregory W. Barton, Fire Chief
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2026
CONSIDERATION: Not to exceed $392,643.40
Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 2 B0785-0001\3101171v3.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
STEP UP ON SECOND STREET, INC. FOR OUTREACH AND

ENGAGEMENT SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and Step Up on Second Street, Inc. (hereinafter called “CONTRACTOR”).

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. CONTRACTOR represents that it is qualified and able to perform the Scope of Work.

NOW, THEREFORE, the parties agree as follows:

Section 1. CONTRACTOR’s Scope of Work. CONTRACTOR 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 CITY or CONTRACTOR must be made in writing and approved by both parties, in writing. The cost of any change in the Scope of Work must be agreed to by both parties in writing.

Section 2. Time of Performance.

Section 3. Compensation.
(a) Compensation. CITY agrees to compensate CONTRACTOR for the services and/or goods provided under this Agreement, and CONTRACTOR 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.
(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.
(c) Additional Services. CITY may from time to time require CONTRACTOR 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.

Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 3 B0785-0001\3101171v3.doc
Section 4. Method of Payment. CITY shall pay CONTRACTOR said Consideration in accordance with the method and schedule of payment set forth in Exhibit B.

Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 4 B0785-0001\3101171v3.doc
(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, CONTRACTOR agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONTRACTOR 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. CONTRACTOR 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 CONTRACTOR 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, CONTRACTOR shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONTRACTOR shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONTRACTOR and its insurance carriers.

Section 12. Indemnification.
(a) CONTRACTOR agrees to indemnify, hold harmless and defend CITY, City Council and each member thereof, and every officer, employee and agent of CITY, from any Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 5 B0785-0001\3101171v3.doc
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 CONTRACTOR or any person employed by CONTRACTOR in the performance of this Agreement.
(b) All duties of CONTRACTOR under this section shall survive termination or expiration of the Agreement.

CONTRACTOR shall have no other claim against CITY by reason of such termination, including any claim for compensation.

Section 17. Nondiscrimination by CONTRACTOR. In the performance of this Agreement, CONTRACTOR 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, Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 6 B0785-0001\3101171v3.doc
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). CONTRACTOR 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 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 CONTRACTOR.

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. [Signatures Follow]
Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 7 B0785-0001\3101171v3.doc
EXECUTED the day of 20___, at Beverly Hills,
California.

CITY OF BEVERLY HILLS
A Municipal Corporation
____________________________
SHARONA R. NAZARIAN, PsyD
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)

HUMA AHMED
City Clerk
CONTRACTOR:

TOD LIPKA
Chief Executive Officer

ALAN DARBY
Chief Financial Officer
APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
APPROVED AS TO CONTENT:

NANCY HUNT-COFFEY
City Manager
GREGORY W. BARTON
Fire Chief
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 8 B0785-0001\3101171v3.doc

EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
CONTRACTOR shall perform the following outreach and engagement program services in connection with CITY’s Homeless Outreach Team Changing Lives and Sharing Places (“CLASP”) program:

CONTRACTOR shall provide a Homeless Outreach and Engagement Team (“Outreach Team”) including five (5) people to work within CITY limits and evaluate, assess, and refer for services those identified as homeless and/or in need of community mental health support services as described herein and in accordance with the Budget set forth in Attachment 1 to this Exhibit A.

Staffing and Schedule:

One Assistant Program Manager (split 50% between this Agreement and the Scattered Site Housing Agreement), three (3) full time Outreach Coordinator employees (two at 40 hours per week and one at 32 hours per week) and one (1) part time Outreach Coordinator employee.

Additionally, a portion of salary for three off-site supervisors are included to provide program management.

The Outreach Coordinators shall work no more than forty (40) hours per week with no overtime.

It is expected that the Outreach Coordinators will be out in the field. The schedule of work is driven by the scope of services set forth in this Exhibit. For example, outreach to many homeless and/or persons in need of community mental health support services typically occurs in the early morning hours, evening and on weekends. Therefore, the Coordinators shall adjust their schedules to ensure that the services provided are conducted in the most effective manner to achieve the objective described herein.

The current schedule is 5am to 9pm Monday through Friday, and 8am to 5pm Saturday & Sunday.

Program Activities and Expectations:
(a) Services shall be administered primarily within CITY limits with support from CONTRACTOR’s Santa Monica agency and other local service providers. (b) This Outreach Team will be comprised of CONTRACTOR employees assigned to CITY to establish a connection with the chronic homeless in order to introduce them to services and benefits. CONTRACTOR estimates that 75-80% of the Outreach Team’s time shall be spent in the targeted areas making initial contact and repeat visits with individuals and/or adjunct service providers. The balance of time shall be spent in the office completing documentation, reporting outcomes, and meeting with supervisory staff.

In addition, community outreach to the business and residential communities shall be provided. The Outreach Team and CONTRACTOR shall also provide education and other collaborative support to CITY’s Police, Fire and Community Services Departments.

Outreach includes, but is not limited to, interfacing with businesses, churches, and other community groups to determine the needs of the CITY community in order to target services Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 9 B0785-0001\3101171v3.doc
to the homeless and/or mentally ill. CONTRACTOR shall reach out to the homeless and/or mentally ill with the goal of assessing their needs and coordinating services and assistance with other organizations for such persons.

To accomplish the goal of permanent supportive housing, the Outreach Team shall utilize the Full-Service Prioritization Decision Tool (“SPDAT”). SPDAT utilizes 15 dimensions to determine an activity score that will help inform professional Housing First practitioners. (c) In order to evaluate how well the Outreach Team accomplishes its mission, CONTRACTOR has correlated quantifiable/measurable goals which focus on reintegration of the chronically homeless into the community with changes in key areas such as housing, finances, legal, education, adherence to treatment, and employment.

The Outreach Team shall collect data related to these goals and the target population through a general survey count, evaluation of and linkage to mental health services through one of CONTRACTOR’s intensive services programs or a Department of Mental Health agency (such as Edelman Mental Health Center) in addition to other basic life services such as shelter (PATH or the Scattered-Site Housing Program), food, clothing, hygiene products, medical care, etc. A record of services provided to an individual shall be maintained and held within established guidelines of confidentiality as appropriate. This data shall be compiled and submitted quarterly to CITY’s Human Services Division. In addition, and as directed by CITY, CONTRACTOR shall provide reports or other documentation in a manner agreed upon by CITY and CONTRACTOR to assist CITY in determining the effectiveness of the program, in addition to entering documentation into CITY’s Apricot software system.

B. CONTRACTOR shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.

For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.

Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 10 B0785-0001\3101171v3.doc

EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
CITY shall compensate CONTRACTOR for the satisfactory performance of the services described in this Agreement in an amount not-to-exceed Three Hundred Ninety-Two Thousand Six Hundred Forty-Three Dollars and Forty Cents ($392,643.40).

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: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 11 B0785-0001\3101171v3.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 C.

COMPANY
(A. B. C.) COVERAGE
POLICY
NUMBER

EXPIRATION
DATE
B.I. LIMITS
P.D.

AGGREGATE
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED

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.

DATE: BY:

Authorized Insurance Representative
TITLE:

AGENCY: ADDRESS:

RM02.DOC REVISED 10/14/96.

Docusign Envelope ID: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 Certificate Of Completion
Envelope Id: 1236E2A4-9D6C-4A3D-A09D-6D9BBE644D08 Status: Sent Subject: Complete with Docusign: CLEAN - Step Up (Outreach) FY 2025-2026 Source Envelope:

Document Pages: 11 Signatures: 6 Envelope Originator:

Certificate Pages: 3 Initials: 0 Michael Liongson
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: 198.245.189.162
Record Tracking
Status: Original
5/29/2025 9:36:02 AM
Holder: Michael Liongson
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Alan Darby
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 76.86.112.140
Sent: 5/29/2025 9:44:12 AM
Viewed: 5/29/2025 10:04:33 AM
Signed: 5/29/2025 10:04:42 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Tod Lipka
[email protected]
CEO
Security Level: Email, Account Authentication
(None) Signature Adoption: Drawn on Device
Using IP Address:
2607:fb91:8885:ca2e:6c94:a928:dab5:7d2e
Signed using mobile
Sent: 5/29/2025 10:04:43 AM
Viewed: 5/29/2025 10:26:07 AM
Signed: 5/29/2025 10:26:24 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Gregory W. Barton
[email protected]
Fire Chief
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.162
Sent: 5/29/2025 10:26:25 AM
Viewed: 5/29/2025 11:31:31 AM
Signed: 5/29/2025 11:31:40 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: 5/29/2025 11:31:41 AM
Viewed: 5/29/2025 11:52:11 AM
Signed: 5/29/2025 11:52:17 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:
2603:8000:fe01:9872:24cd:17cc:7669:4f0d
Signed using mobile
Sent: 5/29/2025 11:52:19 AM
Viewed: 5/29/2025 12:15:10 PM
Signed: 5/29/2025 12:15:32 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/29/2025 12:15:34 PM
Viewed: 5/29/2025 1:01:13 PM
Signed: 5/29/2025 1:01:18 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
Sharona R. Nazarian
[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
Karen Gutierrez
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 5/29/2025 1:01:20 PM
Viewed: 5/29/2025 2:59:04 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[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:

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

WITTMAN ENTERPRISES, LLC FOR AMBULANCE BILLING

AND COLLECTION SERVICES
NAME OF CONTRACTOR: Wittman Enterprises, LLC
RESPONSIBLE PRINCIPAL OF CONTRACTOR: Corinne Wittman-Wong, Chief Executive Officer
CONTRACTOR’S ADDRESS: 11093 Sun Center Drive
Rancho Cordova, CA 95670
Attention: Corinne Wittman-Wong, CEO
CONTRACTOR’S E.I.N/TAX I.D. NO.: 68-0456021
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Gregory W. Barton, Fire Chief
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2028, unless extended pursuant to Section 2
CONSIDERATION: Not to exceed the amount set forth in
CITY-approved purchase orders, based
on the rates set forth in Exhibit B
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AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

WITTMAN ENTERPRISES, LLC FOR AMBULANCE BILLING

AND COLLECTION SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and Wittman Enterprises, LLC (hereinafter called “CONTRACTOR”).

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. CONTRACTOR represents that it is qualified and able to perform the Scope of Work.

NOW, THEREFORE, the parties agree as follows:

Section 1. CONTRACTOR’s Scope ofWork. CONTRACTOR 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 CONTRACTOR 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.

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) Compensation
CITY agrees to compensate CONTRACTOR for the services and/or goods provided under this Agreement, and CONTRACTOR 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.
(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 Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 3 B0785-0001\3113905v3.doc
(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. (c) Additional Services. CITY may from time to time require CONTRACTOR 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 CONTRACTOR said Consideration in accordance with the method and schedule of payment set forth in Exhibit B.

Section 7. Responsible Principal(s).
(a) CONTRACTOR’s Responsible Principal set forth above shall be principally responsible for CONTRACTOR’s obligations under this Agreement and shall serve as principal liaison between CITY and CONTRACTOR. Designation of another Responsible Principal by CONTRACTOR shall not be made without prior written consent of CITY. (b) CITY’s Responsible Principal shall be the City Manager or her designee set forth above who shall administer the terms of the Agreement on behalf of CITY.

Section 11. Insurance.
(a) CONTRACTOR 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: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 4 B0785-0001\3113905v3.doc
against any personal injury, death, loss or damage resulting from the wrongful or negligent acts by CONTRACTOR.
(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 CONTRACTOR in performing the Scope of Work required by this Agreement. (3) Workers’ compensation insurance as required by the State of California
(4) Cyber Liability Insurance
A policy or policies of Cyber Liability Insurance with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. Any deductibles or selfinsured retentions attached to such policy or policies must be declared to and be approved by CITY. Further, CONTRACTOR agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed. (5) Errors / Omissions Crime Insurance
A policy or policies of Errors and Omissions Crime Insurance including employee theft and crime 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, CONTRACTOR agrees to maintain in full force and effect such insurance for one year after performance of work under this Agreement is completed.
(b) CONTRACTOR 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) CONTRACTOR 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 CONTRACTOR’s expense, the premium thereon.
(e) At all times during the term of this Agreement, CONTRACTOR 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. CONTRACTOR 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.

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(g) The insurance provided by CONTRACTOR 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, CONTRACTOR shall either reduce or eliminate the deductibles or self-insured retentions with respect to CITY, or CONTRACTOR shall procure a bond guaranteeing payment of losses and expenses.
(i) The insurance coverage amounts required under the Agreement do not limit CITY’s right to recover against CONTRACTOR and its insurance carriers.

Section 12. Indemnification.
(a) CONTRACTOR 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 CONTRACTOR or any person employed by CONTRACTOR in the performance of this Agreement. b) All duties of CONTRACTOR under this Section 12 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 CONTRACTOR. CONTRACTOR 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 CONTRACTOR, CONTRACTOR shall be paid based on the percentage of work satisfactorily performed at the time of termination. In no event shall CONTRACTOR be entitled to receive more than the amount that would be paid to CONTRACTOR for the full performance of the services required by this Agreement. CONTRACTOR shall have no other claim against CITY by reason of such termination, including any claim for compensation. (c) Further, in the event of termination of cancellation of this Agreement by CITY, within three (3) days of receipt of the notice of termination, CONTRACTOR shall provide CITY with all data, data files, data tables, and data backup that are related to CITY accounts in the format prescribed by CITY’s Information Technology Department, Section 14. CITY’s Responsibility. CITY shall provide CONTRACTOR with all pertinent data, documents, and other requested information as is available for the proper performance of CONTRACTOR’s Scope of Work.

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Section 16. Records Retention and Examination. CONTRACTOR 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. CONTRACTOR 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.

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 CONTRACTOR, 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 CONTRACTOR.

Section 20. 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 or implied subject matters 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 CONTRACTOR.

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. [Signatures on following page.]
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EXECUTED the day of 20 , at Beverly Hills, California.

CITY OF BEVERLY HILLS
A Municipal Corporation
SHARONA R. NAZARIAN, PsyD
Mayor of the City of Beverly Hills, California
ATTEST:
______________________(SEAL)

HUMA AHMED
City Clerk
CONTRACTOR:

CORINNE WITTMAN-WONG
Chief Executive Officer

WALTER IMBODEN
President
APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
APPROVED AS TO CONTENT:

NANCY HUNT-COFFEY
City Manager
GREGORY W. BARTON
Fire Chief
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
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EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
CONTRACTOR shall perform the following services:

Billing, Claims, and Collections

1. Data Retrieval and Initial Billing Setup
a. CONTRACTOR shall retrieve an electronic patient care record (PCR) and other related billing information from the City of Beverly Hills and affiliate Departments, referred hereafter as CITY, via software chosen by the CITY or an equivalent method approved by the CITY.

2. Claims Preparation and Submission
a. CONTRACTOR shall prepare and submit accurate and complete claims according to the services rendered, as defined in the PCR, at the rates established by the CITY and according to procedures jointly established by the CITY and CONTRACTOR. All claims must comply with applicable statues and regulations, including, but not limited to:
i. Centers for Medicare and Medicaid Services,
ii. Fair Debt Collection Practices Act,
iii. CITY requirements.
b. CONTRACTOR shall also prepare and resubmit additional or duplicate claims as necessary to ensure timely delivery of invoices to responsible parties. c. CONTRACTOR shall pre-screen claims for compliance with guarantor-specific requirements (e.g., assignment of benefits, required documentation). d. CONTRACTOR shall verify insurance eligibility using all available resources and commercial databases prior to claim submission.

3. Invoicing and Billing to Responsible Parties
a. CONTRACTOR shall manage all billing functions, including correspondence with responsible parties, without additional cost to the CITY for postage, telephone calls, or administrative efforts.
b. CONTRACTOR shall mail or electronically submit invoices to patients and other responsible parties, which may include Medicare, Medicaid, commercial insurance, supplemental or secondary insurance, and workers’ compensation carriers. Electronic filing is required for Medicare and Medicaid claims and preferred for all other guarantors when feasible. Paper invoices may be issued directly to guarantors when electronic submission is not applicable.
c. Billing to customers shall occur on the following schedule:
i. The initial invoice shall be issued no later than fifteen (15) calendar days from the date of service or within three (3) calendar days of CONTRACTOR receiving the PCR, whichever is later.
ii. A second invoice shall be sent thirty (30) days after the initial invoice. iii. A third invoice, marked as "Final Notice," shall be sent thirty (30) days following the second invoice.
iv. If an invoice to a customer remains unpaid over 120 days from the date of the initial invoice, it shall be forwarded to the collections agency for processing.

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d. All invoices shall include a statement notifying customers that invoices may be sent to a collections agency if past due over 120 days and they will incur additional collection agency fees. Language for the invoice should be pre-approved by the CITY.

4. Collections
a. If any amount remains unpaid over 120 Days following the Initial Notice, CONTRACTOR may forward the delinquent account to the COLLECTION AGENCY contracted by the CITY. Should CONTRACTOR wish to use an alternative collection agency not contracted by the CITY, the CONTRACTOR must submit a request in writing and the CITY must approve the use of the alternative COLLECTION AGENCY prior to commencement of services.
b. The CITY retains the right to review the COLLECTION AGENCY’s practices and may change service providers if standards are not met.
c. CONTRACTOR shall act as Custodian of Records on behalf of the CITY for all matters relating to sharing patient records with the COLLECTION AGENCY. b. CONTRACTOR shall track all accounts forwarded to collections and include aggregated outstanding balances in regular reports to the CITY.
c. CONTRACTOR shall provide ongoing support to the COLLECTION AGENCY, including but not limited to:
i. Assisting with information gathering,
ii. Filing insurance claims for accounts in collections, iii. Reviewing account status with the COLLECTION AGENCY, iv. Handling phone calls and mitigating disputes related to outstanding balances, v. Receiving, posting, and forwarding payments made on accounts in collections.

5. Receivable and Payment Processing
a. CONTRACTOR shall maintain complete documentation and tracking of all receivables resulting from CITY services for a minimum period of seven (7) years. b. CONTRACTOR shall be responsible for collecting all benefits due to the CITY. c. CONTRACTOR shall be equipped to manage all third-party claim submissions. d. CONTRACTOR shall deposit all payments directly into the CITY’s designated bank account on the day of receipt or the next business day, whichever comes first. e. CONTRACTOR shall ensure all payments are posted to individual patient accounts within one (1) business day of receipt.
f. CONTRACTOR shall submit weekly deposit summaries (“deposit caps”) to the CITY for reconciliation.
g. CONTRACTOR shall comply with all CITY Finance and Accounting policies related to deposits.
h. CONTRACTOR shall offer installment payment plans as approved by the CITY for cases of financial hardship.
i. CONTRACTOR shall accept credit card payments on behalf of the CITY in compliance with the Payment Card Industry Data Security Standard (PCI DSS).

6. Personnel and Compliance Requirements
j. CONTRACTOR shall employ certified ambulance coders as defined by the standards of the National Academy of Ambulance Coding (Certified Ambulance Coder Certification) or an equivalent recognized authority.
k. CONTRACTOR shall cooperate with the CITY in managing accounts in accordance with CITY guidance, including accounts related to:
i. Financial hardship,
ii. Specific age groups,
iii. Individuals with disabilities,
iv. Other dependent or special status classifications.

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System Integration and Compliance

1. CONTRACTOR shall provide all supplies, equipment, personnel, computer hardware & software, billing & insurance forms, lien forms, and miscellaneous office supplies necessary to function on a day-to-day basis as it relates to CITY’s Accounts Receivables,

2. CONTRACTOR shall have the ability to utilize a secure platform for extract file transfer.

Said transfer will be remote and the retrieval of CITY’s patient care records will be via CITY’s VPN, using software of CITY’s choice. If CONTRACTOR recommends an alternative method for file transfer, CONTRACTOR shall provide a detailed description of such,
a. Acceptance is contingent to CITY’s Information Technologies policies and procedures.

3. CONTRACTOR shall utilize a process / system that ensures uninterrupted flow of service,
a. CONTRACTOR shall have a backup system and data recovery process / plan such that data related to CITY is recoverable,
b. CONTRACTOR’s data recovery plan / process may be requested by CITY for review.

4. CONTRACTOR shall retain records / data related to CITY for a minimum of twenty five (25) years,
a. CONTRACTOR shall maintain a records retention policy. Said policy may be requested by CITY at any time for review,
b. CONTRACTOR must notify CITY prior to purging aged records which exceed the twenty five (25) year term.

5. CONTRACTOR shall adhere to regulation as stated within The Health Information Portability and Accountability Act 1996 (HIPAA) and subsequent regulations thereafter, The HITECH Act 2009, The Final Security Rule 2013, and The Privacy Act, as amended, a. CONTRACTOR shall provide training to demonstrate compliance to the regulations noted above,
b. CONTRACTOR shall provide their Privacy Policy, or the equivalent thereof, at the request of CITY.
c. CONTRACTOR shall enter into a Business Associate Agreement with CITY on the form attached as Attachment 1 to Exhibit A.

6. CONTRACTOR will enter into a business associate agreement with organizations they sub contract with (with the prior written approval of the City Manager or her designee) for the purposes of providing ambulance billing services to CITY, a. The Business Associate Agreement will be compliant as defined by HIPAA.

7. CONTRACTOR will transmit necessary data, as requested by, the Los Angeles County EMS Agency,

8. In the event that CITY transitions to implementation and utilization of ePCRs, CONTRACTOR agrees to cooperate with CITY so that services contracted in the Agreement may be continued using the new IT solution,
a. If CONTRACTOR is either unable or fails to develop and implement changes such that said integration does not occur, CITY reserves the right to terminate this Agreement, following the process set forth in section 13 of this Agreement.

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Reporting

1. CONTRACTOR will utilize General Accepted Accounting Principles for accounting practices as it relates to billing,

2. Monthly reports shall be provided to CITY. Content therein shall include, but not be limited to,
a. Receivables,
b. Payor mix,
c. Aging accounts,
d. Accounts forwarded to collections (in aggregate),
e. Write downs,
f. Write offs (bad debt),
g. Refunds (actual and pending),
h. Ground Emergency Medical Transportation (GEMT) related data, i. Fees charged for services rendered,
j. Other reports deemed necessary by the CITY.

3. CONTRACTOR shall submit an annual report, that collates the data sets noted above, at the end of each CITY fiscal year (July 1 thru June 30) no later than July 30 th of each
year,

4. CONTRACTOR shall provide data and or reports at the request of CITY to facilitate/complete the following, but not limited to:
e. State of California – Health and Human Services Agency, Department of Health Care Services, Ground Emergency Medical Transport (GEMT) Fiscal Year Cost Reports Submittals,
f. State of California – Health and Human Services Agency, Department of Health Care Services, Ground Emergency Medical Transport (GEMT), Quality Assurance Fee (QAF) quarterly provider payment.

5. CITY reserves the right to audit the accounting records of CONTRACTOR as it relates to the services required under the Agreement. CONTRACTOR shall maintain complete records of accounts, revenue, costs, and expenses specific to services contracted for.

CONTRACTOR shall maintain said records in accordance with GAAP,

6. CONTRACTOR shall provide analysis / consulting in issues related to ambulance billing and the services contracted for upon request from CITY, g. Upon request from CITY, CONTRACTOR will meet with CITY agents to discuss ambulance billing issues, CONTRACTOR performance, quality assurance, and or other items as deemed by CITY.

Training

1. CONTRACTOR will provide up to two (2) hours of comprehensive training, at no additional cost, on documentation regulations as established by, a. Medicare,
b. Medicaid,
c. Commercial health plans,
d. Workers compensation,
e. Other Payor products.

2. CONTRACTOR will provide training biannually, at times and dates mutually agreed upon,
f. CONTRACTOR will provide said training to the A, B, and C shifts.

3. CITY reserves the right to edit / extract curriculum that is conflicting with CITY policy / operations and or Los Angeles County EMSA policy.

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CustomerService

1. CONTRACTOR will provide a ‘Customer Service’ agent, who will provide patient account information, Monday thru Friday, during normal business hours, excluding holidays recognized by CONTRACTOR,
a. A local or toll free number will be provided,
b. CONTRACTOR will maintain compliance with the American with Disabilities Act as it relates to access to ‘Customer Service’ services.

2. CONTRACTOR’s Customer Service shall assist patients and or other third party payees in all billing inquiries in a timely manner,

3. CONTRACTOR shall provide a designated Account Manager / Representative that will serve as a Liaison between CITY and CONTRACTOR for all inquiries, a. Account Manager shall be made available with in the same window as defined for the Customer Service agent.

4. CONTRACTOR agrees that CITY shall act as the final arbitrator for issues surrounding customer service satisfaction and conflict between patients / responsible parties and the CITY,

5. CONTRACTOR agrees that CITY reserves the right to forgive debt (full or partial burden) at CITY’s discretion.

Membership Program

1. CONTRACTOR will receive membership application payments, enter CITY members into CONTRACTOR’S billing system, and track said members thereafter for membership purposes,

2. CONTRACTOR will deposit membership monies into CITY’S bank account,

3. CONTRACTOR will send monthly reports regarding membership and correlating revenues,

4. CONTRACTOR will mail membership annual renewal notices to existing paid CITY members,

5. CONTRACTOR will track all membership ‘write downs’ for Emergency Medical Services ‘Transports’ and ‘Treat-no-Transports’,
a. CONTRACTOR will report these ‘write downs’ as expressed above to CITY.

Mobile Integrated Health Program (MIH)

1. CONTRACTOR shall generate invoices and bill thereafter in the following manner:
a. Retrieve an electronic health record (EHR) and other related billing information from CITY and affiliate Departments, collectively CITY, via software (as chosen by CITY) or the equivalent
thereof,
b. Prepare and submit accurate and complete claims according to the services rendered as a Clinical Supplier, and defined on the EHR, according to the rates established by CITY, according to procedures established by CITY and CONTRACTOR, and according to all applicable statues and regulations, including, but not limited to:
i. Medicare
ii. Medi-Cal
iii. Commercial payers
iv. HCPCS(Healthcare Common Procedure Coding System) and CPT(Current Procedural Terminology) guidelines referenced in Exhibit D, attached hereto and incorporated herein
Other
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1. CONTRACTOR shall assist CITY in the application for/enrollment in various Commercial, State, and/or Federal programs, either initial or renewal; including, but not limited to:
a. Medicare Revalidation
b. Electronic Funds Transfer

2. CONTRACTOR shall agree that the billing data, including all components of data and data tables, is the sole property of CITY,

3. CONTRACTOR shall stipulate that CONTRACTOR reserves no rights to sell and or use the data in any manner other than to provide the service CITY has contracted for.

CONTRACTOR shall not sell or allow the use of data for any purpose other than as contracted,
a. CONTRACTOR understands that if CITY terminates the Agreement, CONTRACTOR must, within three (3) days of notice of termination, shall provide CITY with all data, data files, data tables, and data backup that are related to CITY accounts in the format prescribed by CITY’s Information Technology Department, a. CONTRACTOR must certify that all CITY related data has been purged from their systems and that no copies and or sources of data are in CONTRACTOR’s possession.

B. CONTRACTOR shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.

For questions, please contact CITY’s Responsible Principal or Risk Management at 310- 285-1073.

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ATTACHMENT 1 TO EXHIBIT A
Business Associate Agreement
This Business Associate Agreement (the “Agreement”), is made as of the __1st_ day of July, 2025_ (the “Effective Date”), by and between Wittman Enterprises LLC (Business Associate”) and the City of Beverly Hills (“City”) (collectively the “Parties”) to comply with privacy standards adopted by the U.S. Department of Health and Human Services as they may be amended from time to time, 45 C.F.R. parts 160 and 164 (“the Privacy Rule”) and security standards adopted by the U.S. Department of Health and Human Services as they may be amended from time to time, 45 C.F.R. parts 160, 162 and 164, subpart C (“the Security Rule”), and the Health Information Technology for Economic and Clinical Health (HITECH) Act, Title XIII of Division A and Title IV of Division B of the American Recovery and Reinvestment Act of 2009 and regulations promulgated there under and any applicable state confidentiality laws.

RECITALS
WHEREAS, Business Associate provides ambulance billing and collection services to or on behalf of City;
WHEREAS, in connection with these services, City’s Fire Department discloses to Business Associate certain protected health information (“PHI”) that is subject to protection under the HIPAA Rules; and
WHEREAS, the HIPAA Rules require that the City receives adequate assurances that Business Associate will comply with certain obligations with respect to the PHI received in the course of providing services to or on behalf of the City’s Fire Department.

NOW THEREFORE, in consideration of the mutual promises and covenants herein, and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows:

A. Definitions. Terms used herein, but not otherwise defined, shall have meaning ascribed by the Privacy Rule and the Security Rule.

1. Breach. “Breach” shall mean the unauthorized acquisition, access, use, or disclosure of PHI which compromises the security or privacy of such information, except where an unauthorized person to whom such information is disclosed would not reasonably have been able to retain such information.

2. Designated Record Set. “Designated Record Set” shall mean a group of records maintained by or for the City’s Fire Department that is: (i) the medical records and billing records about Individuals maintained by or for a covered health care provider; (ii) the enrollment, payment, claims adjudication, and case or medical management record systems maintained by or for a health plan; or (iii) used, in whole or in part, by or for the City’s Fire Department to make decisions about Individuals. For purposes of this definition, the term “record” means any item, collection, or grouping of information that includes protected health information and is maintained, collected, used, or disseminated by or for City’s Fire Department.

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3. HIPAA Rules. The Privacy Rule and the Security Rule and amendments codified and promulgated by the HITECH Act are referred to collectively herein as “HIPAA Rules.”

4. Individual. “Individual” shall mean the person who is the subject of the PHI.

5. Protected Health Information. “Protected Health Information” or PHI shall mean individually identifiable health information that is transmitted or maintained in any form or medium.

6. Required by Law. “Required by Law” shall mean a mandate contained in law that compels a use or disclosure of PHI.

7. Secretary. “Secretary” shall mean the Secretary of the Department of Health and Human Services or his or her Designee.

8. Sensitive Personal Information. “Sensitive Personal Information” shall mean an individual’s first name or first initial and last name in combination with any one or more of the following items, if the name and the items are not encrypted: a) social security number; driver’s license number or government-issued identification number; or account number or credit or debit card number in combination with any required security code, access code, or password that would permit access to an individual’s financial account; or b) information that identifies an individual and relates to: the physical or mental health or condition of the individual; the provision of health care to the individual; or payment for the provision of health care to the individual.

9. Unsecured PHI. “Unsecured PHI” shall mean PHI that is not rendered unusable, unreadable, or indecipherable to unauthorized individuals through the use of a technology or methodology specified by the Secretary in the guidance issued under section 13402(h)(2) of Public Law 111-5 on the HHS Web site.

B. Purposes for which PHI May Be Disclosed to Business Associate. In connection with the services provided by Business Associate to or on behalf of City’s Fire Department described in this Agreement, City’s Fire Department may disclose PHI to Business Associate for the purposes of treatment, payment, or operation.

C. Obligations of City’s Fire Department. If deemed applicable by City’s Fire Department, City’s Fire Department shall:

1. Provide Business Associate a copy of its Notice of Privacy Practices (“Notice”) produced by City’s Fire Department in accordance with 45 C.F.R. 164.520 as well as any changes to such Notice;

2. Provide Business Associate with any changes in, or revocation of, authorizations by Individuals relating to the use and/or disclosure of PHI, if such changes affect Business Associate’s permitted or required uses and/or disclosures;

3. Notify Business Associate of any restriction to the use and/or disclosure of PHI to which City’s Fire Department has agreed in accordance with 45 C.F.R. 164.522, Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 16 B0785-0001\3113905v3.doc
to the extent that such restriction may affect Business Associate’s use or disclosure of PHI;

4. Not request Business Associate to use or disclose PHI in any manner that would not be permissible under the Privacy Rule if used or disclosed by City’s Fire Department;

5. Notify Business Associate of any amendment to PHI to which City’s Fire Department has agreed that affects a Designated Record Set maintained by Business Associate;

6. If Business Associate maintains a Designated Record Set, provide Business Associate with a copy of its policies and procedures related to an Individual’s right to: access PHI; request an amendment to PHI; request confidential communications of PHI; or request an accounting of disclosures of PHI; and,

7. Notify individuals of Breach.

D. Obligations of Business Associate. Business Associate agrees to comply with applicable federal and state confidentiality and security laws, specifically the provisions of the HIPAA Rules applicable to business associates, including:

1. Use and Disclosure of PHI. Except as otherwise permitted by this Agreement or applicable law, Business Associate shall not use or disclose PHI except as necessary to provide Services described above to or on behalf of City’s Fire Department, and shall not use or disclose PHI that would violate the HIPAA Rules if used or disclosed by City’s Fire Department. Also, knowing there are certain restrictions on disclosure of PHI. Provided, however, Business Associate may use and disclose PHI as necessary for the proper management and administration of Business Associate, or to carry out its legal responsibilities.

Business Associate shall in such cases:
(a) provide information and training to members of its workforce using or disclosing PHI regarding the confidentiality requirements of the HIPAA Rules and this Agreement;
(b) obtain reasonable assurances from the person or entity to whom the PHI is disclosed that: (a) the PHI will be held confidential and further used and disclosed only as Required by Law or for the purpose for which it was disclosed to the person or entity; and (b) the person or entity will notify Business Associate of any instances of which it is aware of a Breach in the confidentiality of the PHI; and
(c) agree to notify the designated Privacy Officer of City’s Fire Department of any instances of which it is aware in which the PHI is used or disclosed for a purpose that is not otherwise provided for in this Agreement or for a purpose not expressly permitted by the HIPAA Rules.

2. Data Aggregation. In the event Business Associate works for more than one city or other fire department, Business Associate is permitted to use and disclose PHI Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 17 B0785-0001\3113905v3.doc
for data aggregation purposes, however, only in order to analyze data for permitted health care operations, and only to the extent that such use is permitted under the HIPAA Rules.

3. De-identified Information. Business Associate may use and disclose de-identified health information if written approval from the City’s Fire Department is obtained, and the PHI is de-identified in compliance with the HIPAA Rules. Moreover, Business Associate shall review and comply with the requirements defined under Section E. of this Agreement.

4. Safeguards.
(a) Business Associate shall maintain appropriate safeguards to ensure that PHI is not used or disclosed other than as provided by this Agreement or as required by Law. Business Associate shall implement administrative, physical and technical safeguards that reasonably and appropriately protect the confidentiality, integrity, and availability of any paper or electronic PHI it creates, receives, maintains, or transmits on behalf of the City’s Fire Department.
(b) Business Associate shall ensure all PHI be secured when accessed by Business Associate’s employees, agents or subcontractor. Any access to PHI by Business Associate’s employees, agents or subcontractors shall be limited to legitimate business needs while working with PHI. Any personnel changes by Business Associate, eliminating the legitimate business needs for employees, agents or contractors access to PHI – either by revision of duties or termination – shall be immediately reported to City’s Fire Department. Such reporting shall be made no later than the third business day after the personnel change becomes effective.

5. Minimum Necessary. Business Associate shall ensure that all uses and disclosures of PHI are subject to the principle of “minimum necessary use and disclosure,” i.e., only PHI that is the minimum necessary to accomplish the intended purpose of the use, disclosure, or request is used or disclosed; and, the use of limited data sets when possible.

6. Disclosure to Agents and Subcontractors. If Business Associate discloses PHI received from City’s Fire Department, or created or received by Business Associate on behalf of City’s Fire Department, to agents, including a subcontractor, Business Associate shall require the agent or subcontractor to agree to the same restrictions and conditions as apply to Business Associate under this Agreement.

Business Associate shall ensure any agent, including a subcontractor, agrees to implement reasonable and appropriate safeguards to protect the confidentiality, integrity, and availability of the paper or electronic PHI that it creates, receives, maintains, or transmits on behalf of the City’s Fire Department. Business Associate shall be liable to City’s Fire Department for any acts, failures or omissions of the agent or subcontractor in providing the services as if they were Business Associate’s own acts, failures or omissions, to the extent permitted by law.

Business Associate further expressly warrants that its agents or subcontractors will Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 18 B0785-0001\3113905v3.doc
be specifically advised of, and will comply in all respects with, the terms of this Agreement.

7. Individual Rights Regarding Designated Record Sets. If Business Associate maintains a Designated Record Set on behalf of City’s Fire Department Business Associate agrees as follows:
(a) Individual Right to Copy or Inspection. Business Associate agrees that if it maintains a Designated Record Set for City’s Fire Department that is not maintained by City’s Fire Department, it will permit an Individual to inspect or copy PHI about the Individual in that set as directed by City’s Fire Department to meet the requirements of 45 C.F.R. § 164.524. If the PHI is in electronic format, the Individual shall have a right to obtain a copy of such information in electronic format and, if the Individual chooses, to direct that an electronic copy be transmitted directly to an entity or person designated by the individual in accordance with HITECH section 13405 (c). Under the Privacy Rule, City’s Fire Department is required to take action on such requests as soon as possible, but not later than 30 days following receipt of the request. Business Associate agrees to make reasonable efforts to assist City’s Fire Department in meeting this deadline. The information shall be provided in the form or format requested if it is readily producible in such form or format; or in summary, if the Individual has agreed in advance to accept the information in summary form. A reasonable, costbased fee for copying health information may be charged. If City’s Fire Department maintains the requested records, City’s Fire Department, rather than Business Associate shall permit access according to its policies and procedures implementing the Privacy Rule.
(b) Individual Right to Amendment. Business Associate agrees, if it maintains PHI in a Designated Record Set, to make amendments to PHI at the request and direction of City’s Fire Department pursuant to 45 C.F.R. 164.526. If Business Associate maintains a record in a Designated Record Set that is not also maintained by City’s Fire Department, Business Associate agrees that it will accommodate an Individual’s request to amend PHI only in conjunction with a determination by City’s Fire Department that the amendment is appropriate according to 45 C.F.R. § 164.526. (c) Accounting of Disclosures. Business Associate agrees to maintain documentation of the information required to provide an accounting of disclosures of PHI, whether PHI is paper or electronic format, in accordance with 45 C.F.R. § 164.528 and HITECH Sub Title D Title VI Section 13405 (c), and to make this information available to City’s Fire Department upon City’s Fire Department’s request, in order to allow City’s Fire Department to respond to an Individual’s request for accounting of disclosures. Under the Privacy Rule, City’s Fire Department is required to take action on such requests as soon as possible but not later than 60 days following receipt of the request. Business Associate agrees to use its best efforts to assist City’s Fire Department in meeting this deadline but not later than 45 days following receipt of the request. Such accounting must be provided without cost to Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 19 B0785-0001\3113905v3.doc
the Individual or City’s Fire Department if it is the first accounting requested by an Individual within any 12 month period; however, a reasonable, costbased fee may be charged for subsequent accountings if Business Associate informs the Individual in advance of the fee and is afforded an opportunity to withdraw or modify the request. Such accounting is limited to disclosures that were made in the six (6) years prior to the request (not including disclosures prior to the compliance date of the Privacy Rule) and shall be provided for as long as Business Associate maintains the PHI.

8. Internal Practices, Policies and Procedures. Except as otherwise specified herein, Business Associate shall make available its internal practices, policies and procedures relating to the use and disclosure of PHI, received from or on behalf of City’s Fire Department to the Secretary or his or her agents for the purpose of determining City’s Fire Department’s compliance with the HIPAA Rules, or any other health oversight agency, or to City’s Fire Department. Records requested that are not protected by an applicable legal privilege will be made available in the time and manner specified by City’s Fire Department or the Secretary.

9. Notice of Privacy Practices. Business Associate shall abide by the limitations of City’s Fire Department’s Notice of which it has knowledge. Any use or disclosure permitted by this Agreement may be amended by changes to City’s Fire Department’s Notice; provided, however, that the amended Notice shall not affect permitted uses and disclosures on which Business Associate relied prior to receiving notice of such amended Notice.

10. Withdrawal of Authorization. If the use or disclosure of PHI in this Agreement is based upon an Individual’s specific authorization for the use or disclosure of his or her PHI, and the Individual revokes such authorization, the effective date of such authorization has expired, or such authorization is found to be defective in any manner that renders it invalid, Business Associate shall, if it has notice of such revocation, expiration, or invalidity, cease the use and disclosure of the Individual’s PHI except to the extent it has relied on such use or disclosure, or if an exception under the Privacy Rule expressly applies.

11. Knowledge of HIPAA Rules. Business Associate agrees to review and understand the HIPAA Rules as it applies to Business Associate, and to comply with the applicable requirements of the HIPAA Rule, as well as any applicable amendments.

12. Information Breach Notification for PHI. Business Associate expressly recognizes that City’s Fire Department has certain reporting and disclosure obligations to the Secretary and the Individual in case of a security Breach of unsecured PHI. Where Business Associate accesses, maintains, retains, modifies, records, stores, destroys, or otherwise holds, uses or discloses unsecured paper or electronic PHI, Business Associate immediately following the discovery of a Breach of such information, shall notify City’s Fire Department of such Breach. Initial notification of the Breach does not need to be in compliance with Sub Title D Title IV Section 13402 of the HITECH Act; however, Business Associate must provide City’s Fire Department with all information necessary for Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 20 B0785-0001\3113905v3.doc
City’s Fire Department to comply with Sub Title D Title IV Section 13402 of the HITECH Act without reasonable delay, and in no case later than 30 days following the discovery of the Breach. Business Associate shall be liable for the costs associated with such Breach if caused by the Business Associate’s negligent or willful acts or omissions, or the negligent or willful acts or omissions of Business Associate’s agents, officers, employees or subcontractors.

13. Breach Notification to Individuals. Business Associate’s duty to notify City’s Fire Department of any Breach does not permit Business Associate to notify those individuals whose PHI has been subject to Breach by Business Associate without the express written permission of City’s Fire Department to do so. Any and all notification to those Individuals whose PHI has been breached shall be made under the direction, review and control of City’s Fire Department. The Business Associate will notify the Privacy Officer via telephone with follow-up in writing to include; name of individuals whose PHI was subject to a Breach, information which was subject to the Breach, date of Breach, form of Breach, etc. The cost of the notification will be paid by the Business Associate.

14. Information Breach Notification for Other Sensitive Personal Information.

In addition to the reporting under Section D.11, Business Associate shall notify City’s Fire Department of any Breach of computerized sensitive personal information to ensure City Fire Department’s compliance with the notification requirements of Title 11, Subtitle B, Chapter 521, Subchapter A, Section 521.053, Texas Business & Commerce Code. Accordingly, Business Associate shall be liable for all costs associated with any Breach caused by Business Associate’s negligent or willful acts or omissions, or those negligent or willful acts or omissions of Business Associate’s agents, officers, employees or subcontractors.

E. Permitted Uses and Disclosures by Business Associates. Except as otherwise limited in this Agreement, Business Associate may use or disclose PHI to perform functions, activities, or services for, or on behalf of, City as specified in this Business Associates Agreement or in a Master Services Agreement, provided that such use or disclosure would not violate the HIPAA Rules if done by City or the minimum necessary policies and procedures of City. Also, Business Associate may use PHI to report violations of law to appropriate Federal and State authorities, consistent with the HIPAA Rules.

1. Use. Business Associate will not, and will ensure that its directors, officers, employees, contractors and other agents do not, use PHI other than as permitted or required by Business Associate to perform the Services or as Required by Law, but in no event in any manner that would constitute a violation of the Privacy Rule standards or Security Rule standards if used by City.

2. Disclosure. Business Associate will not, and will ensure that its directors, officers, employees, contractors, and other agents do not, disclose PHI other than as permitted pursuant to this arrangement or as required by law, but in no event disclose PHI in any manner that would constitute a violation of the Privacy Rule standards or Security Rule standards if disclosed by City.

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3. Business Associate acknowledges and agrees City owns all right, title, and interest in and to all PHI, and that such right, title, and interest will be vested in City. Neither Business Associate nor any of its employees, agents, consultants or assigns will have any rights in any of the PHI, except as expressly set forth above. Business Associate represents, warrants, and covenants that it will not compile and/or distribute analyses to third parties using any PHI without City’s express written consent.

F. Application of Security and Privacy Provisions to Business Associate.

1. Security Measures. Sections 164.308, 164.310, 164.312 and 164.316 of Title 45 of the Code of Federal Regulations dealing with the administrative, physical and technical safeguards as well as policies, procedures and documentation requirements apply to City’s Fire Department shall in the same manner apply to Business Associate.

Any additional security requirements contained in Sub Title D of Title IV of the HITECH Act that apply to City’s Fire Department shall also apply to Business Associate.

Pursuant to the foregoing requirements in this section, the Business Associate will implement administrative, physical, and technical safeguards reasonably and appropriately protect the confidentiality, integrity, and availability of the paper or electronic PHI that it creates, has access to, or transmits. Business Associate will also ensure any agent, including a subcontractor, to whom it provides such information, agrees to implement reasonable and appropriate safeguards to protect such information. Business Associate will ensure that PHI contained in portable devices or removable media is encrypted.

2. Annual Guidance. For the first year beginning after the date of the enactment of the HITECH Act and annually thereafter, the Secretary shall annually issue guidance on the most effective and appropriate technical safeguards for use in carrying out the sections referred to in subsection (a) and the security standards in subpart C of part 164 of title 45, Code of Federal Regulations. Business Associate shall, at their own cost and effort, monitor the issuance of such guidance and comply accordingly.

3. Privacy Provisions. The enhanced HIPAA privacy requirements including but not necessarily limited to accounting for certain PHI disclosures for treatment, restrictions on the sale of PHI, restrictions on marketing and fundraising communications, payment and health care operations contained Subtitle D of the HITECH Act that apply to the City’s Fire Department shall equally apply to the Business Associate.

4. Application of Civil and Criminal Penalties. If Business Associate violates any security or privacy provision specified in subparagraphs (1) and (2) above, sections 1176 and 1177 of the Social Security Act (42 U.S.C. 1320d-5, 1320d-5) shall apply to Business Associate with respect to such violation in the same manner that such sections apply to City’s Fire Department if it violates such provisions.

G. Term and Termination.

1. Term. This Agreement shall be effective as of the Effective Date and shall be terminated when all PHI provided to Business Associate by City’s Fire Department, or created or received by Business Associate on behalf of City’s Fire Department, is destroyed or returned to City’s Fire Department.

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2. Termination for Cause. Upon City’s Fire Department’s knowledge of a material breach of the Agreement by Business Associate, City’s Fire Department shall either:
a. Provide an opportunity for Business Associate to cure the breach of the Agreement or end the violation and terminate this Agreement, whether it is in the form of a standalone agreement or an addendum to a Master Services Agreement, if Business Associate does not cure the breach of the Agreement or end the violation within the time specified by City’s Fire Department; or
b. Immediately terminate this Agreement whether it is in the form of a standalone agreement of an addendum to a Master Services Agreement if Business Associate has breached a material term of this Agreement and cure is not possible.

3. Effect of Termination. Upon termination of this Agreement for any reason, Business Associate agrees to return or destroy all PHI received from City’s Fire Department, or created or received by Business Associate on behalf of City’s Fire Department, maintained by Business Associate in any form. If Business Associate determines that the return or destruction of PHI is not feasible, Business Associate shall inform City’s Fire Department in writing of the reason thereof, and shall agree to extend the protections of this Agreement to such PHI and limit further uses and disclosures of the PHI to those purposes that make the return or destruction of the PHI not feasible for so long as Business Associate retains the PHI. H. Miscellaneous.

1. Indemnification. To the extent permitted by law, Business Associate agrees to indemnify, defend and hold harmless City, its City Council and each member thereof from and against all claims, demands, liabilities, judgments or causes of action of any nature for any relief, elements of recovery or damages recognized by law (including, without limitation, attorney’s fees, defense costs, and equitable relief), for any damage or loss incurred by City arising out of, resulting from, or attributable to any acts or omissions or other conduct of Business Associate or its agents in connection with the performance of Business Associate’s or its agents’ duties under this Agreement. This indemnity shall apply even if City is alleged to be solely or jointly negligent or otherwise solely or jointly at fault; provided, however, that a trier of fact finds City not to be solely or jointly negligent or otherwise solely or jointly at fault.

This indemnity shall not be construed to limit City’s rights, if any, to common law indemnity.
a) City shall have the option, at its sole discretion, to employ attorneys selected by it to defend any such action, the costs and expenses of which shall be the responsibility of Business Associate. City shall provide Business Associate with timely notice of the existence of such proceedings and such information, documents and other cooperation as reasonably necessary to assist Business Associate in establishing a defense to such action.
b) These indemnities shall survive termination of this Agreement, and City reserves the right, at its option and expense, to participate in the defense of any suit or proceeding through counsel of its own choosing.

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2. Mitigation. If Business Associate violates this Agreement or either of the HIPAA Rules, Business Associate agrees to mitigate any damage caused by such breach.

3. Rights of Proprietary Information. City retains any and all rights to the proprietary information, confidential information, and PHI it releases to Business Associate.

4. Survival. The respective rights and obligations of Business Associate under Section E.3 of this Agreement shall survive the termination of this Agreement.

5. Notices. Any notices pertaining to this Agreement shall be given in writing and shall be deemed duly given when personally delivered to a Party or a Party's authorized representative as listed below or sent by means of a reputable overnight carrier, or sent by means of certified mail, return receipt requested, postage prepaid. A notice sent by certified mail shall be deemed given on the date of receipt or refusal of receipt.

All notices shall be addressed to the appropriate Party as follows:

If to City:

City’s Fire Department
445 North Rexford Drive
Beverly Hills CA 90210
Attn: EMS Administrator
1-310-281-2700
If to Business Associate:

Wittman Enterprises LLC
11093 Sun Center Drive
Rancho Cordova CA 95670
Attn: Corinne Wittman-Wong
Phone Number:1-916-669-4628

6. Amendments. This Agreement may not be changed or modified in any manner except by an instrument in writing signed by a duly authorized officer of each of the Parties hereto. The Parties, however, agree to amend this Agreement from time to time as necessary, in order to allow City to comply with the requirements of the HIPAA Rules.

7. Choice of Law. This Agreement and the rights and the obligations of the Parties hereunder shall be governed by and construed under the laws of the State of California, without regard to applicable conflict of laws principles.

8. Assignment of Rights and Delegation of Duties. This Agreement is binding upon and inures to the benefit of the Parties hereto and their respective successors and permitted assigns. However, neither Party may assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed. Notwithstanding any provisions to the contrary, however, City retains the right to assign or delegate any of its rights or obligations hereunder to any of its wholly owned subsidiaries, affiliates or successor companies. Assignments made in violation of this provision are null and void.

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9. Nature of Agreement. Nothing in this Agreement shall be construed to create (i) a partnership, joint venture or other joint business relationship between the Parties or any of their affiliates, (ii) any fiduciary duty owed by one Party to another Party or any of its affiliates, or (iii) a relationship of employer and employee between the Parties.

10. No Waiver. Failure or delay on the part of either Party to exercise any right, power, privilege or remedy hereunder shall not constitute a waiver thereof. No provision of this Agreement may be waived by either Party except by a writing signed by an authorized representative of the Party making the waiver.

11. Equitable Relief. Any disclosure of misappropriation of PHI by Business Associate in violation of this Agreement will cause City irreparable harm, the amount of which may be difficult to ascertain. Business Associate therefore agrees City shall have the right to apply to a court of competent jurisdiction for specific performance and/or an order restraining and enjoining Business Associate from any such further disclosure or Breach, and for such other relief as City shall deem appropriate. Such rights are in addition to any other remedies available to City at law or in equity. Business Associate expressly waives the defense that a remedy in damages will be adequate and further waives any requirement in an action for specific performance or injunction for the posting of a bond by City.

12. Severability. The provisions of this Agreement shall be severable, and if any provision of this Agreement shall be held or declared to be illegal, invalid or unenforceable, the remainder of this Agreement shall continue in full force and effect as though such illegal, invalid or unenforceable provision had not been contained herein.

13. No Third Party Beneficiaries. Nothing in this Agreement shall be considered or construed as conferring any right or benefit on a person not party to this Agreement nor imposing any obligations on either Party hereto to persons not a party to this Agreement.

14. Headings. The descriptive headings of the articles, sections, subsections, exhibits and schedules of this Agreement are inserted for convenience only, do not constitute a part of this Agreement and shall not affect in any way the meaning or interpretation of this Agreement.

15. Entire Agreement. This Agreement, together with all Exhibits, Riders and amendments, if applicable, which are fully completed and signed by authorized persons on behalf of both Parties from time to time while this Agreement is in effect, constitutes the entire Agreement between the Parties hereto with respect to the subject matter hereof and supersedes all previous written or oral understandings, agreements, negotiations, commitments, and any other writing and communication by or between the Parties with respect to the subject matter hereof. In the event of any inconsistencies between any provisions of this Agreement in any provisions of the Exhibits, Riders, or amendments, the provisions of this Agreement shall control.

16. Interpretation. Any ambiguity in this Agreement shall be resolved in favor of a meaning that permits City to comply with the HIPAA Rules and any a Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 25 B0785-0001\3113905v3.doc

17. Applicable State Confidentiality Laws. The provisions of this Agreement shall prevail over the provisions of any other agreement that exists between the Parties that may conflict with, or appear inconsistent with, any provision of this Agreement or the HIPAA Rules.

18. Regulatory References. A citation in this Agreement to the Code of Federal Regulations shall mean the cited section as that section may be amended from time to time.

Agreed to:

BUSINESS ASSOCIATE CITY OF BEVERLY HILLS
By: By: ____________________
Name: Corinne Wittman-Wong _ Name: Gregory W. Barton
Title: Chief Executive Officer Title: Fire Chief
Date: Date: _____________________
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EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
(a) CITY shall compensate CONTRACTOR in an amount not to exceed the amount set forth in CITY authorized purchase orders at the rates set forth in this Exhibit. (b) Rates/Compensation
EMS/MIH Billing Membership Billing
Year 1 $26.00 $18.00
Year 2 $26.78 (3% CPI) $18.54 (3% CPI)
Year 3 $27.59 (3% CPI) $19.10 (3% CPI)
Year 4 $28.42 (3% CPI) $19.68 (3% CPI)
Year 5 $29.28 (3% CPI) $20.27 (3% CPI)
(c) 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 thirty (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.

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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 C.

COMPANY

COVERAGE
POLICY EXPIRATION B.I. LIMITS AGGREGATE
(A. B. C.) NUMBER DATE P.D.
AUTOMOBILE LIABILITY
GENERAL LIABILITY
PRODUCTS/COMPLETED

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.

DATE: BY:

Authorized Insurance Representative
TITLE:

AGENCY: ADDRESS:

RM02.DOC REVISED 10/14/96.

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Exhibit D
Possible HCPCS and CPT Codes for MIH Services -2025
Existing Service Current HCPCS Codes
Ambulance Mileage A0425
Ambulance Transport, ALS, Non-Emergency A0426
Ambulance Transport, ALS, Emergency A0427
Ambulance Transport, BLS, Non-Emergency A0428
Ambulance Transport, BLS, Emergency A0429
Ambulance Transport, ALS, Level 2 A0433
Ambulance Transport, Specialty Care A0434
Ambulance Response and Treatment, no transport A0998
Enhanced Services Possible CPT Codes
9-1-1 Dispatch Triage Services 98008: a synchronous audio-only evaluation and management (E/M) visit with a new patient. This
code is used when the visit involves a medical
discussion that lasts more than 10 minutes, as well
as a medically appropriate history and/or
examination.

Mobile Healthcare Paramedic Visit –
Episodic/Emergent
99342: The provider sees a new patient for a home
or residence visit involving evaluation and
management (E/M). The visit involves a low level
of medical decision making or the provider spends
at least 30 minutes of total time on the encounter on
a single date.

Mobile Healthcare Paramedic Visit –
Episodic/Emergent
99344: The provider sees a new patient for a home
or residence visit involving evaluation and
management (E/M). The visit involves a moderate
level of medical decision making or the provider
spends at least 60 minutes of total time on the
encounter on a single date.

Mobile Healthcare Paramedic Visit – Routine 99347: The provider sees an established patient for a home or residence visit involving evaluation
and management (E/M). The visit involves
straightforward medical decision making or the
provider spends at least 20 minutes of total time on
the encounter on a single date.

Mobile Healthcare Paramedic Visit – Routine 99349: The provider sees an established patient for a home or residence visit involving evaluation
and management (E/M). The visit involves
moderate medical decision making or the provider
spends at least 40 minutes of total time on the
encounter on a single date.

Mobile Healthcare Paramedic Visit – Routine 99350: The provider sees an established patient for a home or residence visit involving evaluation
and management (E/M). The visit involves high
medical decision making or the provider spends at
least 60 minutes of total time on the encounter on a
single date.

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Enhanced Services Possible CPT Codes
Ambulance Transport, Emergency, Alternate
Destination
A0429 (modifier)
 D: Diagnostic or therapeutic site other than P
or H when these are used as origin codes
 E: Residential, domiciliary, custodial facility
 H: Hospital
 N: Skilled nursing facility
 P: Physician’s office
 R: Residence
 S: Scene of accident or acute event
Examples: HCPCS Code
9-1-1 Ambulance, Scene, Transport to Urgent
Care
A0429 SD
9-1-1 Ambulance, Scene, Transport to Primary
Care Clinic
A0429 SP
9-1-1 Ambulance, Home, Transport to Urgent
Care
A0429 RD
9-1-1 Ambulance, Home, Refer to PCP,
scheduled App’t
A0998 RP
HCPCS Code: G9187
Bundled payments for care improvement initiative home visit for patient assessment performed by a qualified health care professional for individuals not considered homebound including, but not limited to, assessment of safety, falls, clinical status, fluid status, medication reconciliation/management, patient compliance with orders/plan of care, performance of activities of daily living, appropriateness of care setting; (for use only in the Medicare-approved bundled payments for care improvement initiative); may not be billed for a 30-day period covered by a transitional care management code ( Bpci home visit ).

Pending: 2025 Policy Updates
Pending Congressional action, beginning January 1, 2025, Medicare will largely return to its pre-pandemic telehealth policies. This includes:
 Limiting telehealth to patients located in rural or health professional shortage areas.  Requiring patients to be at an originating site for all telehealth services except those for the diagnosis, evaluation or treatment of a mental health or substance use disorder. Patients can continue to receive behavioral and mental telehealth services from their home.
 Limiting audio-only telehealth to services for the diagnosis, evaluation or treatment of a mental health or substance use disorder.

Statutory Waivers
The American Relief Act passed at the end of 2024 extended many telehealth waivers for three months. These will expire on March 31, 2025, absent congressional action.
https://www.aha.org/fact-sheets/2025-02-07-fact-sheet-telehealth-waivers Telehealth - 2025
Telephone-only E/M codes 99441, 99442, and 99443 have been deleted. They have been replaced with codes 98008 to 98015 for synchronous audio-only E/M visits with more than 10 minutes of medical discussion. CPT codes 98008-98011 apply to new patients, and 98012-98015 apply to established patients. These new codes must have documented more than 10 minutes of medical discussion.
https://deandorton.com/2025-evaluation-and-management-cpt-code-changes/ Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F 30 B0785-0001\3113905v3.doc
CPT Technology Patient Type MDM Time Minimum
98008 Audio-Only New Straightforward plus > 10 minutes medical discussion 15 minutes 98009 Audio-Only New Low plus > 10 minutes medical discussion 30 minutes 98010 Audio-Only New Moderate plus > 10 minutes medical discussion 45 minutes 98011 Audio-Only New High plus > 10 minutes medical discussion 60 minutes 98012 Audio-Only Established Straightforward plus > 10 minutes medical discussion 10 minutes 98013 Audio-Only Established Low plus > 10 minutes medical discussion 20 minutes 98014 Audio-Only Established Moderate plus > 10 minutes medical discussion 30 minutes 98015 Audio-Only Established High plus > 10 minutes medical discussion 40 minutes New Audio-video E/M codes have been created in addition to the audio-only E/M codes.

CPT Technology Patient Type MDM Time Minimum
98000 Audio-video New Straightforward 15 minutes
98001 Audio-video New Low 30 minutes
98002 Audio-video New Moderate 45 minutes
98003 Audio-video New High 60 minutes
98004 Audio-video Established Straightforward 10 minutes 98005 Audio-video Established Low 20 minutes
98006 Audio-video Established Moderate 30 minutes
98007 Audio-video Established High 40 minutes
Docusign Envelope ID: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F Certificate Of Completion
Envelope Id: 3BB87911-DF7C-466D-BCA2-3C3C05227B5F Status: Sent Subject: Complete with Docusign: CLEAN Agreement -Wittman Enterprises LLC Source Envelope:

Document Pages: 30 Signatures: 8 Envelope Originator:

Certificate Pages: 3 Initials: 0 Michael Liongson
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: 198.245.189.162
Record Tracking
Status: Original
5/21/2025 4:24:17 PM
Holder: Michael Liongson
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Corinne Wittman-Wong
[email protected]
CEO
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 67.92.227.50
Sent: 5/21/2025 4:30:08 PM
Viewed: 5/22/2025 8:01:53 AM
Signed: 5/22/2025 8:35:22 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Walter Imboden
[email protected]
CFO
Wittman Enterprises LLC
Security Level: Email, Account Authentication
(None)
Signature Adoption: Drawn on Device
Using IP Address: 67.92.227.50
Sent: 5/22/2025 8:35:24 AM
Viewed: 5/22/2025 8:36:51 AM
Signed: 5/22/2025 8:38:08 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Gregory W. Barton
[email protected]
Fire Chief
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.162
Sent: 5/22/2025 8:38:10 AM
Viewed: 5/22/2025 2:56:36 PM
Signed: 5/22/2025 2:56:51 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: 174.228.162.153
Signed using mobile
Sent: 5/22/2025 2:56:53 PM
Viewed: 5/22/2025 2:59:41 PM
Signed: 5/22/2025 2:59:48 PM
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: 208.87.233.201
Sent: 5/22/2025 2:59:50 PM
Resent: 5/27/2025 10:22:44 AM
Resent: 5/28/2025 12:12:13 PM
Resent: 5/28/2025 12:29:29 PM
Resent: 5/28/2025 12:35:05 PM
Viewed: 5/28/2025 12:38:39 PM
Signed: 5/28/2025 12:38:55 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/28/2025 12:38:57 PM
Viewed: 5/28/2025 9:46:07 PM
Signed: 5/28/2025 9:46:27 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
Sharona R. Nazarian
[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
Karen Gutierrez
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 5/28/2025 9:46:29 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Keith Sterling
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[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:

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
ROBERT HALF, INC. FOR AS-NEEDED TEMPORARY

STAFFING SERVICES
NAME OF CONSULTANT: Robert Half, Inc.

RESPONSIBLE PRINCIPAL OF CONSULTANT: Kim Garstein, Senior Vice President, Robert Half, Inc.

CONSULTANT’S ADDRESS: 10960 Wilshire Blvd., Suite 900
Los Angeles, CA 90024
Attention: Kim Garstein, Senior Vice
President
CONSULTANT’S E.I.N/TAX I.D. NO.: 94-1648752
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Shelley Ovrom, Director of
Human Resources
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2026
CONSIDERATION: Not to exceed $550,000 at rates mutually agreed upon by the parties in writing
Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
2 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
ROBERT HALF, INC. FOR AS-NEEDED TEMPORARY

STAFFING SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and Robert Half, Inc., (hereinafter called “CONSULTANT”).

RECITALS
A. CITY desires to have certain temporary staffing 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.

C. Notwithstanding any language in this Agreement to the contrary (including any references to the term CONSULTANT, fixed-price, deliverables, acceptance of deliverables, or milestones), CONSULTANT shall be compensated on a time and materials basis only.

CONSUTLANT provides temproary staffing services and does not provide consulting services or deliverables.

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 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.

Notwithstanding anything to the contrary in this Agreement, CONSULTANT may at any time, in its sole discretion, discontinue performance of the services once total consideration amount set Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
3 forth above and more particularly described in Exhibit B has been attained (even if CONSULTANT continued to provide services after the amount was reached). (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. (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 Manager. 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, which shall not be unreasonably withheld.
(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.

Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
4 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.
(4) A policy or policies of Professional Liability Insurance (errors and omissions) with minimum limits of Two Million Dollars ($2,000,000) 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 immediately terminate this Agreement. (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 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 not be canceled or reduced except on thirty (30) days prior written notice to CITY, and CONSULTANT shall immediately provide written notice to CITY upon learning of any cancellation or reduction of the required insurance policies. (g) The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The Comprehensive General Liability, Comprehensive Vehicle Liability and Worker’s Compensation policies of insurance required by this Agreement shall include provisions for waiver of subrogation.

Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
5 (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 (“CITY INDEMNITEES”), from any claim, liability or financial loss (including, without limitation, reasonable attorneys’ fees and costs) arising from any intentional misconduct or negligence 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. CONSULTANT shall have the right to terminate this Agreement for any reason or no reason upon thirty (30) days written 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 hours worked at the time of termination and verified by CITY and any applicable conversion fees. 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 Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
6 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.

This audit provision shall not apply to confidential information, including but not limited to, CONSULTANT's CONSULTANT employee's personnel files or the remuneration paid by CONSULTANT to its CONSULTANT employees and subcontractors.

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 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 discrepancy between Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
7 the express or implied subject matters 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 25. Additional Terms. This Agreement is only applicable to, and the only Robert Half Inc. branch and practice groups obligated to provide services under this Agreement are, the administrative & customer support and finance & accounting contract talent practice groups from the branch office located in Westwood, CA.

EXECUTED the day of 20___, at Beverly Hills,
California.

CITY OF BEVERLY HILLS
A Municipal Corporation
SHARONA R. NAZARIAN, PsyD
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)

HUMA AHMED
City Clerk
CONSULTANT:

ALEXANDRA VON TIERGARTEN
District Director
[Signatures continue]
Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
8 APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
APPROVED AS TO CONTENT:

NANCY HUNT COFFEY
City Manager

SHELLEY OVROM
Director of Human Resources
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 9 B0785-0001\3117440v3.doc

EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
CONSULTANT shall perform the following services:

CONSULTANT shall provide temporary staffing needs for CITY on a non-exclusive as-needed basis. CONSULTANT shall propose candidates to CITY and CITY shall have the right to reject any candidates or request the immediate removal of any CONSULTANT employee already placed in the City. Each CONSULTANT employee who performs work under this Agreement shall be investigated in accordance with Section 1 of this Exhibit. CITY shall not require CONSULTANT's employees to drive during their temporary assignment with the CITY.

For each assignment, CONSULTANT will send CITY a written notice confirming CONSULTANT employee’s name, role, hourly rate, overtime rate, and start date.

To the extent permitted by applicable law, CONSULTANT will have a third party vendor: (a) perform a seven-year criminal background investigation for all (i) state felony convictions and pending charges, and (ii) state misdemeanor convictions and pending charges involving crimes of dishonesty or violence, in each county where CONSULTANT employee has resided or worked in the U.S. in the last seven years as stated on CONSULTANT employee's application; however, where such criminal background investigation is either impracticable, unavailable or would result in a delay of assignment (as determined by the third party vendor), the third party vendor will endeavor to complete a seven-year statewide criminal background investigation, if available; (b) perform a Social Security Number verification; and (c) perform a seven-year criminal background investigation by having the third party perform a search of its private database of U.S. national criminal records searching for felony convictions and misdemeanor convictions for crimes of dishonesty or violence. CITY understands and agrees that the third party vendor's database of U.S. national criminal records (i) is maintained by the third party vendor and not a governmental entity, (ii) is an incomplete aggregation of criminal records, and (iii) will not reveal or identify all criminal convictions. If CITY requests a copy of the results of the foregoing checks (the "Report"), CITY agrees to keep the Report strictly confidential and to use the Report for employment purposes only.

Additionally, CONSULTANT employee will be scheduled and sent to a third-party vendor designated by CITY for the fingerprint screening to be conducted pursuant to CITY's Originating Agency Identifier (ORI) number and requirements. CITY represents and warrants that any fingerprint screening will be requested, conducted and used by CITY in accordance with applicable law. Further, CITY will not require CONSULTANT to take possession of any completed fingerprint cards nor be liable for any third-party claims resulting from the third-party vendor’s processing or reporting of such fingerprint screening, including, but not limited to, those claims arising from any errors in CITY's third-party vendor’s reported screening results. Upon CITY's receipt of the fingerprint screening results from the third-party vendor, CITY will notify CONSULTANT of CONSULTANT employee's eligibility for placement.

CITY shall supervise CONSULTANT employees providing services to CITY. CITY shall not permit or require CONSULTANT employees (a) to perform services outside of the scope of CONSULTANT employee's assignment; (b) to sign contracts or statements (including Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
10 Securities and Exchange Commission (SEC) documents); (c) to make any management decisions; (d) to make any final decisions regarding system design, software development or the acquisition of hardware or software; (e) to sign, endorse, wire, transport or otherwise convey cash, securities, checks, or any negotiable instruments or valuables; (f) to use computers, or other electronic devices, software or network equipment owned or licensed by CONSULTANT employee; (g) to operate machinery (other than office machines) or automotive equipment. CITY may request that CONSULTANT permit its CONSULTANT employees to provide services to CITY remotely (i.e., from a location other than CITY's offices) using CITY's or CONSULTANT's laptop and/or other computer or telecommunications equipment (the “Equipment”). CITY acknowledges and agrees that CONSULTANT shall have no control over, and CITY shall be solely responsible for, (a) the logical and physical performance, reliability and security of the Equipment or related devices, network accessibility and availability, software, services, tools and e-mail accounts (collectively, “Computer Systems”) used by the CONSULTANT employee, and (b) the security, integrity, and backing up of the data and other information stored therein or transmitted thereby. Moreover, CITY must not permit CONSULTANT employee to save or store any of CITY's files or other data on the Computer Systems provided by CONSULTANT (including, but not limited to, any virtual desktop infrastructure solution). CITY agrees that CONSULTANT shall not be liable for any loss, damage, expense, harm, business interruption or inconvenience resulting from the use of such Computer Systems. Since CONSULTANT is not a professional accounting firm, CITY agrees that CITY will not permit or require CONSULTANT employee (a) to render an opinion on behalf of CONSULTANT or on CITY's behalf regarding financial statements; (b) to sign the name of CONSULTANT on any document; or (c) to sign their own names on financial statements or tax returns.

CITY agrees to hold in confidence the identity of any CONSULTANT employee and the CONSULTANT employee's resume, social security number and other legally protected personal information, and CITY agrees to implement and maintain reasonable security procedures and practices to protect such information from unauthorized access, use, modification or disclosure.

B. CONSULTANT shall advise employees who have any symptoms of COVID-19, the common cold, influenza or infectious disease not to report to work.

For questions, please contact CITY’s Responsible Principal or Risk Management at 310-285- 1073.

Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
11 EXHIBIT B

SCHEDULE OF PAYMENT AND RATES

1. COMPENSATION FOR TEMPORARY STAFFING:

CITY shall compensate CONSULTANT for the services required by the Agreement in an amount not to exceed Five Hundred Fifty Thousand Dollars ($550,000). Hourly rates for all assignments will be agreed upon in writing on a case-by-case basis by CITY’s Director of Human Resources and CONSULTANT. For all positions, CITY shall pay no more than thirty percent (30%) of CITY's published minimum hourly pay rate.
(a) If a CONSULTANT employee does not meet CITY's expectations, CONSULTANT shall not charge CITY for the first four hours of work. CITY may use this offer in conjunction with any other CONSULTANT offer.
(b) The first four (4) hours shall be free to CITY on any assignment of thirty (30) days or more in which CONSULTANT employee must receive training or orientation. CITY may use this offer in conjunction with any other CONSULTANT offer.
(c) The first four (4) hours of CONSULTANT's first assignment of thirty (30) days or more in any CITY department shall be free to CITY. CITY may use this offer in conjunction with any other CONSULTANT offer.
(d) In the event that the work schedule of a temporary position has an alternate schedule, such as a 9/80 or 4/10, CITY shall not pay CONSULTANT overtime due to the 9/80 or 4/10 schedule.

If applicable, overtime will be billed at 1.50 times the normal billing rate. Federal law defines overtime as hours in excess of 40 hours per week, state laws vary. If state law requires double time pay, the double time hours will be billed at 2.00 times the normal billing rate.

2. COMPENSATION FOR EMPLOYMENT BY CITY:
(a) CITY may hire employ CONSULTANT employees placed with CITY under this Agreement without compensation to CONSULTANT upon completion by such employee of four hundred eighty (480) hours worked in CITY.
(i) For converison of CONSULTANT’s employees, CITY will pay CONSULTANT fifteen percent (15%) of the hired employee's annual salary. This fee (the "Fee") shall be prorated based upon the number of hours worked. (ii) The Fee shall be calculated by (1) multiplying the annual salary by fifteen percent (15%), (2) dividing that by four hundred eighty (480) hours to establish the hourly rate; (3) subtracting the number of hours worked to date from four hundred eighty (480) hours; and (4) multiplying the hourly rate by the number of hours remaining. (b) CONSULTANT shall provide CITY thirty (30) days prior written notice of any change in the rates set forth in this Exhibit. The rate changes are subject to the prior written approval of the City Manager or her designee.

Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 B0785-0001\3117440v3.doc
12 3. COMPENSATION TERMS:

CONSULTANT shall submit to CITY a detailed invoice (including applicable sales and service taxes), on a weekly basis, for the services performed pursuant to this Agreement. CONSULTANT shall include a time sheet or an electronic time record to CITY for verification and CITY approval at the end of each week. 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.

Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805

EXHIBIT C
B0785-0001\3117440v3.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 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 (“City Indemnitees”) 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 willful misconduct or negligence of CONSULTANT's officers, employees, agents or others employed by CONSULTANT while engaged by CONSULTANT in the performance of this agreement. Notwithstanding anything to the contrary in this Agreement, CONSULTANT shall not be liable or have any duty of defense or indemnification with respect to any willful misconduct or negligence of the CITY INDEMNITEE’s.

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, CONSULTANT will give 30 days written notice of cancellation. 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.

Docusign Envelope ID: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 Certificate Of Completion
Envelope Id: 86C9E0D1-50B3-4DFF-811F-C52928F8A805 Status: Sent Subject: Complete with Docusign: Agreement - Robert Half, Inc. Consulting Services (HR 2025).pdf Source Envelope:

Document Pages: 13 Signatures: 5 Envelope Originator:

Certificate Pages: 3 Initials: 0 Marco Bernocchi
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
6/11/2025 3:23:55 PM
Holder: Marco Bernocchi
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Alexandra Von Tiergarten
[email protected]
District President
Security Level: Email, Account Authentication
(None) Signature Adoption: Drawn on Device
Using IP Address: 2600:387:c:7212::3
Signed using mobile
Sent: 6/11/2025 3:29:02 PM
Viewed: 6/11/2025 4:52:53 PM
Signed: 6/11/2025 4:53:17 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: 2600:387:15:3516::6
Signed using mobile
Sent: 6/11/2025 4:53:19 PM
Viewed: 6/11/2025 6:32:00 PM
Signed: 6/11/2025 6:33:10 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 172.250.202.193
Signed using mobile
Sent: 6/11/2025 6:33:12 PM
Viewed: 6/11/2025 6:33:23 PM
Signed: 6/11/2025 6:33:40 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Sharon Dressel
[email protected]
Risk Manager
Sharon Dressel
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address:
2601:883:8300:3cf0:5c45:60b1:b397:9b6f
Signed using mobile
Sent: 6/11/2025 6:33:12 PM
Viewed: 6/11/2025 6:39:34 PM
Signed: 6/11/2025 6:39:44 PM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Signer Events Signature Timestamp
Shelley Ovrom
[email protected]
Director of Human Resources
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.166
Sent: 6/11/2025 6:33:12 PM
Viewed: 6/11/2025 6:39:59 PM
Signed: 6/11/2025 6:40:06 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
Sharona Nazarian
[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
Keith Sterling
[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 6/11/2025 3:29:02 PM
Envelope Updated Security Checked 6/11/2025 3:31:09 PM
Payment Events Status Timestamps
B0785-0001\3087077v6.doc

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

PAYMENTUS CORPORATION FOR UTILITY BILLING PAYMENT

AND NOTIFICATION SERVICES
NAME OF CONSULTANT: Paymentus Corporation
RESPONSIBLE PRINCIPAL OF CONSULTANT: Peter Fanous, Senior Vice President CONSULTANT’S ADDRESS: 11605 N Community House Rd, Suite 300 Charlotte, NC 28277
Attention: President and CEO
CONSULTANT’S E.I.N./TAX I.D. NO.: 98-0559272
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Jeff S. Muir, Director of Finance
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2028, unless extended pursuant to Section 2 of the Agreement
CONSIDERATION: Service fees: Transaction fees as detailed in Exhibit B and not to exceed CITY
authorized purchase orders based on the
calculated value per the Agreement for
service fees.

Pass-through Credit Card fees: transaction
fees as detailed in Exhibit B and not to
exceed CITY authorized purchase orders
based on the calculated value per the
Agreement for pass-through credit card fees
Total: Not to exceed amount set forth in
CITY approved purchase orders
Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
2 AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND

PAYMENTUS CORPORATION FOR UTILITY BILLING PAYMENT

AND NOTIFICATION SERVICES
THIS AGREEMENT is made by and between the City of Beverly Hills (hereinafter called “CITY”), and Paymentus Corporation, (hereinafter called “CONSULTANT”), (individually “Party” and collectively “Parties”).

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 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 consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing in the same locality under similar conditions. Any changes in the Scope of Work 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.

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 fees set forth above and more particularly described 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, Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
3 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. (c) Additional Services. CITY may from time to time require CONSULTANT to perform additional services not included in the Scope of Work. If such requests for additional services shall be agreed-to 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 6. Assignment. This Agreement shall not be assigned in whole or in part, by either Party without the prior written approval of the other Party. Provided, however, CONSULTANT may assign this Agreement in connection with the sale, merger, or corporate reorganization of CONSULTANT. Any impermissible attempt to 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 shall have 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. 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 mannerwith 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:

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
4 (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 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 or other applicable state.
(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.
(5) Cyber/Internet Liability Insurance
A policy or policies of Cyber/Internet Liability Insurance with minimum limits of One Million Dollars ($1,000,000) per claim and in the aggregate. (6) Crime Insurance
A separate crime policy endorsed to provide coverage for employee theft of CITY property (which includes CITY’s money) with minimum limits of One Million Dollars ($1,000,000) per claim.
(b) Reserved.
(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. (e) CONSULTANT shall provide CITY‘s Risk Manager certificate(s) of insurance on a form approved by CITY’s Risk Manager, showing that the aforesaid policies are in effect in the required amounts upon written request. The general liability insurance shall include 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 Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
5 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.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.
(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 under this section 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 sixty (60) 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. 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. If specifically identified in Exhibit A as a “Deliverable,” CITY may use all or any portion of such Deliverable 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, Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
6 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.

Section 22. Governing Law. The interpretation and implementation of this Agreement shall be governed by the domestic law of the State of California.

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
7 Section 23. CITY Not Obligated to Third Parties. CITY shall not be obligated or liable under this Agreement to any party other than CONSULTANT.

EXECUTED the day of 20___, at Beverly Hills, California.

CITY OF BEVERLY HILLS
A Municipal Corporation
SHARONA R. NAZARIAN, PSYD
Mayor of the City of Beverly Hills, California
ATTEST:
(SEAL)

HUMA AHMED
City Clerk
CONSULTANT: Paymentus Corporation

PETER FANOUS
Senior Vice President
APPROVED AS TO FORM:

LAURENCE S. WIENER
City Attorney
[Signatures continue}
Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
8 APPROVED AS TO CONTENT:

NANCY HUNT-COFFEY
City Manager
JEFF S. MUIR
Director of Finance
SHARON L’HEUREUX DRESSEL
Risk Manager

ANTHONY RODSTEIN
Purchasing Services Manager
Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc

EXHIBIT A

SCOPE OF WORK
I. SCOPE OF WORK
In the event of a conflict between the terms and conditions of this Exhibit A and the terms and conditions of the Agreement or other Exhibits thereto, the terms of the Agreement shall control. CONSULTANT is also identified as “Paymentus” and CITY is also identified as the “Client” herein.

1. Definitions.

For the purposes of this Exhibit A, the following terms and words have the meaning ascribed to them, unless the context clearly indicates otherwise.

1. “Affiliates” means (i) any entities that control, are controlled by, or are under common control with a Party.

2. “Agent Dashboard” means a web based portal that enables Client to manage and monitor its’ customers' payments and accounts including such features as the ability to add and manage users, look up payment schedules, make payments manually on behalf of the customers, and generate payment reports.

3. “Agreement” or “Master Agreement” means the Master Services Agreement between the Parties, as amended from time to time, including the Signature Page, these General Terms and Conditions and all Schedules.

4. “Average Bill Amount” means the total amount of Payments processed through Paymentus in a given month divided by the number of the Payments for the same month.

5. “Custom Enhancement(s)” means one or more enhancements to the Services which is either unique to Client, or which was expedited prior to being developed pursuant to a Statement of Work entered into by the Parties in which Client agrees to pay Professional Services Fees for the Work done in connection therewith.

6. “Customer Information Files” or “CIF” means a computerized file used by a company that stores all customer data such as the customer’s personal and account information.

7. Reserved; intentionally omitted.

8. “Custom Integration” means customization of the Platform to integrate with Client’s billing system using non-standard file specifications or application programming interfaces (“APIs”) supported by Client’s billing system

9. “Effective Date” has the meaning set forth on the siganture page above, unlessthe Agreement is submitted to Client for acceptance in a manner that does not call for Paymentus to execute it, in which event the Effective Date shall be the date that Client signs the Agreement.

10. “Excess Payment Amount” means the Payment Amounts from NonQualified Transactions processed in a calendar month.

11. “Fee Assumptions” means information used to calculate the Paymentus Fee (as defined in Section 3.2) as provided by Client in good faith, including (i) the projected Average Bill Amount, and (ii) the projected payment method mix (credit vs debit vs e-check) of all card Payments processed that month.

12. “IPN” or “Instant Payment Network”™ means the network developed by Paymentus to enable customer engagement, bill presentment and receipt of payments by Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
10 businesses through multiple channels as enabled from time to time by Paymentus.

13. “Launch Date” means the later of the date on which Client completes the introduction to Users of all of the Services or in any applicable SOW as of the Effective Date of any applicable SOW.

14. “Minimum Monthly Commitment” means a fixed amount agreed to by the Parties that is based upon the expected number of transactions to occur each month during the Term times the Average Bill Amount, as set forth in Schedule A.

15. “Non-Qualified Payment” means any payment where the Paymentus Fee is lower than the cost of processing such payment (including the cost of Third Party Fees).

16. “Payment” means payment by a User through the Platform for Client’s services, Client’s bills, or other amounts owed to Client.

17. “Payment Amount” means the amount of a Payment.

18. “Paymentus Authorized Processor” means a Paymentus authorized merchant account provider or payment processing intermediary or gateway.

19. “Paymentus Fee” is the amount charged for the Services on Exhibit A-1.

20. “Platform” is defined in Section 2.1.

21. “Professional Services” means the work to be performed for Client by Paymentus as described in the Statement of Work, which may be changed from time to time in accordance with the Change Order process described in the SOW.

22. “Professional Services Fees” means the fees charged for the Professional Services described in a SOW.

23. “Reversed or Chargeback Transactions” means cancelled transactions due to User error, a User’s challenge to Payment authenticity, or action by a financial institution or a Paymentus Authorized Processor (commonly referred to as ACH or eCheck returns or credit/debit card chargebacks).

24. “Services” means the performance by Paymentus of the payment and related services selected by Client as set forthherein, including Exhibit A-1, and further described on Exhibit A to the Agreement.

25. Reserved; intentionally omitted.

26. “Statement of Work” or “SOW” means the statement of work entered into between the Parties, which shall be in the form mutually agreed to by the Parties.

27. “System Availability” means that date on which Paymentus notifies Client that the Platform is ready to process User data.

28. “Term” means the Initial Term and any renewal term as defined in the Agreement as set forth in section 7.

29. “Third Party Fees” is defined in Section 3.2.2 of this Agreement.

30. “User” means a Client customer who uses the Services to pay its Client bills.

31. “Work” or “Work Product” means the customizations that are performed by Paymentus as part of the Professional Services described in the SOW.

2. Description of Services to be Performed

2.1. Scope of Services. When selected by Client, Paymentus will provide Users the opportunity to view and receive bills, make Payments using the payment methods provided under Exhibit A-1 and other payment methods and wallets as offered by Paymentus from time to time. The payment methods and other services provided may be used within the channels described on Exhibit A-1 or on other websites or mobile/web apps or chatbots or voice assistants that are part of the Instant Payment Network, (collectively referred to as the “Platform”).

Paymentus will provide a mechanism by which Client may select the channels and payment Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
11 methods Client wishes to offer Users. Paymentus will be the exclusive provider to Client of all electronic bill payment and related services substantially similar to the Services.

2.2 Professionalism. Paymentus will perform the Services in a professional and commercially reasonable manner.

2.3 From time to time Paymentus may offer Client new or enhanced services, such as new functionality within the IPN, the ability to accept other payment methods, methods of bill presentment, the ability to access alternative payment processors or other service providers or Paymentus Authorized Processors or otherwise modify the terms and conditions under which the Services are provided (“Service Enhancements”). Paymentus will provide Client with notice by email to the person designated to for disclosing the terms, including any contracts or contract amendments, under which the Service Enhancements will be made available. If the Service Enhancements will result in additional fees to or impose additional obligations on Client or Users, Client will have at least thirty (30) calendar days after the date of the notice to opt-in to the Service Enhancements in the manner provided in the notice. If Client opts-in, then when the Service Enhancements are introduced they will form part of the Services and Client will be bound by the additional terms as disclosed in the notice, and Schedule A will be deemed amended to reflect changes in the Services and fees.

2.4 SOWs and Change Orders. CITY, acting through the Director or their designee, may execute and issue under this Agreement one or more Change Orders or SOWs in a form agreed to by the Parties in writing, which SOW or Change Order shall be binding and enforceable as a part of this Agreement when countersigned by both parties.

3. Compensation and Payment Terms

3.1 Implementation

3.1.1 Charge for Standard Implementation. Paymentus will charge the fees related to Standard Implementation that are set forth on the applicable Statement of Work.

3.1.2 Custom Implementation. If Client requests customizations during the implementation process, the SOW will contain an estimate of the amount of custom Work that will be required to be performed on a time and materials basis, which Work will be performed at a blended hourly rate set forth therein in accordance with the payment terms set forth in the SOW.

If there are changes following the execution of the Statement of Work, the Parties will follow the change order process detailed in the SOW. Custom implementation shall be billed as set forth in the SOW.

3.2 Paymentus Fee

3.2.1 Party to be charged the Paymentus Fee. The entity to be charged the Paymentus Fee, shall be either (i) if the “User Fee” is selected on Exhibit A-1, User will be charged the Paymentus Fee, or (ii) if the “Client Fee” is selected on Exhibit A-1, Client will be charged the Paymentus Fee.

3.2.2 Third Party Payments. Paymentus will pay the corresponding processing and related fees to the applicable third parties out of the Paymentus Fee (“Third Party Fees”), except for fees related to Reversed or Chargeback Transactions.

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
12 3.2.3 Adjustments to the Paymentus Fee. The Paymentus Fee may be adjusted thirty (30) days following the date of delivery by Paymentus’ of prior written notice to Client due to one of the following:

3.2.3.1 Inaccuracy in connection with the Fee Assumptions. A mistake / miscalculation by either of the Parties with respect to the Fee Assumptions, including but not limited to changes in (a) the average Payment Amount made by the Users, (b) the mix of payment methods utilized by the Users or (c) the interchange rates applied to transactions.

3.2.3.2 Charges for Non-qualified Transactions. Client will be billed additional Paymentus Fees equal to 2.85% of the Excess Payment Amount for each month.

3.2.3.3 Changes in Third Party Fees. Changes in the card or payment system rules, changes in payment processing fees or other changes in Third Party Fees that are outside of Paymentus’ control that increase Paymentus’ cost of processing transactions.

3.2.3.4 Changes due to increases in the Consumer Price Index. Beginning on the first anniversary of the Effective Date, and continuing on each anniversary of the Effective Date thereafter during the Initial Term and any renewal terms, the Paymentus Fee may be increased annually by a percentage equal to the increase in the Consumer Price Index, “U.S. City Average/All Items for All Urban Consumers (CPI-U) (1982-84 = 100)”.

3.3 Payment Terms.

3.3.1 User Paid Invoices. When User pays the Paymentus Fees (as designated on Exhibit A-1), User will pay the Paymentus Fees together with the corresponding Payment at the time of the transaction.

3.3.2 Client Paid Invoices. When Client is obligated to pay the Paymentus Fee (as shown on Exhibit A-1), Paymentus will invoice Client promptly following the end of each full or partial calendar month during the Term and Client’s bank account will be debited for Paymentus Fees. In addition, Client will be billed for applicable Professional Services Fees as described in the SOW in accordance with the terms set forth therein. Client shall notify Paymentus in writing of any alleged errors or discrepancies detected by Client in Paymentus’ calculation of the Paymentus Fees, or Professional Services Fees contained in the applicable invoice(s) within thirty (30) days from the invoice date (“Due Date”). To the extent that any portion of an invoice is disputed in good faith (“Disputed Amount”), Client shall timely pay on or prior to the Due Date the undisputed portion of any invoice, and promptly notify Paymentus in writing of the Disputed Amount, providing a reasonably detailed explanation for such Disputed Amount (“Invoice Dispute Notice”). Parties shall work together in good faith to resolve all issues identified in the Invoice Dispute Notice within ten (10) days of Paymentus’ receipt thereof. Charges on invoices which are not disputed within thirty (30) days of the invoice date shall be deemed accepted and Paymentus shall have no obligation to correct any calculation errors identified after such period. Invoices that are not timely paid shall be subject to interest from the Due Date at the lower of 18% per annum or the then current maximum legal rate of interest.

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
13 4. Payment Processing

4.1 Reserved; intentionally omitted.

4.2 PCI Compliance. To the extent that either Party receives payment card information subject to the Payment Card Industry Data Security Standards (“PCI-DSS”) in connection with providing the Services, such Party will comply with all requirements of the PCIDSS with respect to storage, transmission and disclosure of payment card information.

4.3 Explicit User Confirmation. Paymentus will electronically confirm to the User the dollar amount of all Payments, and when paid by the User, the corresponding Paymentus Fee to be charged for the transaction, and electronically obtain the User’s approval of the charges prior to initiating payment authorizations transaction.

4.4 Merchant Account. If described as part of implementation services in the applicable SOW, Paymentus will assist Client in setting up a merchant account directly with the Paymentus Authorized Processor for processing and settlement of transactions.

4.5 Payment Authorization. For authorization purposes, Paymentus will electronically transmit all card or other payment transactions to the appropriate processing center, in real time as the transactions occur or as provided in applicable rules. In its sole discretion, Paymentus may refuse to process any transaction that it reasonably believes is (i) submitted in violation of its terms of use or (ii) necessary to protect Client, Users, itself or others from actual or potentially illegal, fraudulent or harmful activity.

4.6 Settlement. Paymentus together with a Paymentus Authorized Processor will forward the payment transactions, to the appropriate organizations for settlement directly to Client’s depository bank account previously designated by Client (“Client Bank Account”) as a positive amount of payment processing funds, net of any User paid Paymentus Fee and any Reversed or Chargeback Transactions (described below). When Client pays the Paymentus Fee, Paymentus will invoice Client and debit the fees from the Client Bank Account on a monthly basis.

Paymentus together with the Paymentus Authorized Processor will continuously review its settlement and direct debit processes for its simplicity and efficiencies. Client and Paymentus agree to fully co-operate with each other if Paymentus were to change its settlement and invoicing processes.

4.7 Reversed or Chargeback Transactions. With respect to all Reversed or Chargeback Transactions, Client authorizes Paymentus and Paymentus Authorized Processor (and/or the respective payment organizations) to debit the Client Bank Account for the Payment Amount and/or offset the Payment Amount against future payouts and Paymentus will refund the applicable amount to the payment organization for credit back to the User the corresponding Paymentus Fee, if any.

Paymentus together with Paymentus Authorized Processor will continuously review its processes for Reversed or Chargeback Transactions for simplicity and efficiencies.

Client and Paymentus agree to fully cooperate with each other if Paymentus requires any change to its settlement and invoicing processes for these transactions.

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
14 5 General Conditions of Services

5.1 Service Reports. Paymentus will provide Client with reports summarizing use of the Services by Users for a given reporting period, which period shall be designated by Client during the Standard Implementation process. Such standard reports are available through the Agent Dashboard.

5.2 User Adoption Communication by Client. Client will prominently communicate the Services as a primary payment option to its customers wherever Client usually communicates its other payment options.

Client will make the Services known or available to its customers by different means of customer communication including (i) on the face of bills, invoices and other notices; (ii) on any marketing or advertising materials that include payment options; (iii) if direct payments have been activated, by providing Interactive Voice Response (“IVR”) and Web payment details prominently on Client’s website including a “Pay Now” or similar link on a mutually agreed prominent place on the web site; (iv) if IVR payments have been activated, through Client’s general IVR/Phone system; and (v) other channels or means available to Client or reasonably suggested by Paymentus.

Paymentus will provide Client with logos, graphics and other marketing materials solely for Client’s use in its communications with its customers regarding the Services and/or Paymentus.

5.3 Independent Contractor. Paymentus is an independent contractor.

Paymentus is not acting as an agent or fiduciary of the Client or its Users.

5.4 Client’s Responsibilities. In order for Paymentus to provide the Services, Client will fully cooperate with Paymentus by:
(i) Entering into (and authorizing Paymentus to do so on its behalf) all applicable merchant processing, cash management, ACH origination, or kiosk agreements, provided that Client is given notice of and approves any additional fees associated with those agreements, and providing information and consents reasonably requested in connection with the agreements.
(ii) Maintaining throughout the duration of the Agreement during which direct payments via the web is activated, a bill payment link connecting to the Paymentus Platform at a prominent and mutually agreed location on Client’s website. If the IVR channel is activated, the phone number for IVR payments will also be added to the web site and as an option as part of Client’s general phone system.
(iii) Sharing User Adoption Communication as described in Section 5.2 (User Adoption Communication by Client).
(iv) Providing Customer Information to Paymentus. As part of the information transfer required for implementation, Client will provide Paymentus with CIF on all Client customers serviced by Client. The CIF shall also identify customers by payment type. (v) Launching the Service within 30 days of System Availability. Paymentus will notify Client in writing of System Availability. Client will have ten (10) days following such notification to confirm that there are no material defects in the System (“Testing Period”). If material defects in the System are identified, Client shall provide reasonable detail to Paymentus about such defects, and the System Availability date will be extended until Paymentus notifies Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
15 Client again of System Availability, and following an additional Testing Period, Client confirms there are no material defects in the System. If the Launch Date does not occur by the earlier of (i) thirty (30) days following final System Availability or (ii) 120 days following the Effective Date (as adjusted for any time required for Paymentus to cure applicable defects), Client shall be obligated to pay seventy-five percent (75%) of the Minimum Monthly Commitment Fees commencing the following month.
(vi) Dedicating sufficient properly trained and fully engaged personnel to support the implementation process and its use of the Services in compliance with all laws applicable to its use of the Services.
(vii) Providing Paymentus with the file format specification currently used to post payments to the billing system to allow Paymentus to provide Client with a posting file for posting to Client’s billing system.
(viii) Fully cooperating with Paymentus and securing the cooperation of its software and service providers and providing the information required to integrate with Clients’ billing system.
(ix) Fully cooperating with Paymentus to integrate its systems with the Paymentus Platform through the use of Paymentus’ APIs to enable Client’s access to the IPN, if selected.
(x) Promptly provide Paymentus notice within a reasonable time (not to exceed 48 hours) if Client encounters a cyber-incident or a data security breach which could reasonably be expected to compromise Paymentus data.
6 Warranty Disclaimer and Limitation of Liability

6.1 WARRANTY DISCLAIMER.

EXCEPT AS EXPRESSLY SET FORTH IN THE AGREEMENT, PAYMENTUS

MAKES NO OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED AND

DISCLAIMS ALL OTHER REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED,

MADE TO CLIENT OR ANY OTHER PERSON, INCLUDING WITHOUT LIMITATION, ANY

WARRANTIES REGARDING QUALITY, SUITABILITY, MERCHANTABILITY, FITNESS, FOR A

PARTICULAR PURPOSE OR OTHERWISE OF ANY SERVICES OR ANY GOOD PROVIDED INCIDENTAL TO THE SERVICES PROVIDED UNDER THE AGREEMENT.

6.2 LIMITATION OF LIABILITY.

NOTWITHSTANDING THE FOREGOING, PAYMENTUS WILL NOT BE LIABLE

FOR ANY LOST PROFITS, LOST SAVINGS OR OTHER SPECIAL, INDIRECT OR

CONSEQUENTIAL DAMAGES, EVEN IF IT HAS BEEN ADVISED OF OR COULD HAVE FORESEEN THE POSSIBILITY OF THESE DAMAGES. IN NO EVENT WILL PAYMENTUS BE

LIABLE FOR ANY LOSSES OR DAMAGES RESULTING FROM THE ACTS, OMISSIONS OR

ERRORS OF THIRD PARTIES OR OF CLIENT OR FOR PROVIDING AGREEMENTS, INSTRUCTIONS OR INFORMATION TO USERS AS INSTRUCTED BY CLIENT. PAYMENTUS’

TOTAL LIABILITY FOR DAMAGES FOR ANY AND ALL ACTIONS ASSOCIATED WITH THE AGREEMENT OR THE SERVICES WILL IN NO EVENT EXCEED (i) FOR AN ERROR OR

OTHER ACTION AFFECTING THE PROCESSING OF ONE OR MORE PAYMENTS, THE AMOUNT OF THE PAYMENTUS FEE ASSOCIATED WITH EACH PAYMENT, (ii) FOR ALL

OTHER CLAIMS, THE AMOUNT OF THE PAYMENTUS FEE (NET OF DIRECT PROCESSING AND OTHER FEES PAID BY PAYMENTUS) PAID TO PAYMENTUS (“NET FEES”) IN THE SIX (6) MONTHS BEFORE THE EVENTS GIVING RISE TO THE CLAIM OR CLAIMS ARISING Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
16 FROM THE SAME CIRCUMSTANCES; AND (iii) IN NO EVENT, MORE THAN THE LESSER OF $500,000.00 OR THE NET FEES RECEIVED UNDER THE AGREEMENT.

7. Confidentiality
The Parties agree that notwithstanding anything in this Agreement to the contrary, they will each abide by the terms of the Mutual Confidentiality Agreement or other mutual nondisclosure agreement signed by the Parties in connection with the commencement of the negotiation of this Agreement (“NDA”), which NDA shall be incorporated herein by reference, with the exception that the Term of the NDA shall be extended from the Effective Date of the NDA for three years following the termination or earlier expiration of this Agreement (the Confidentiality Period”). Furthermore, during the Confidentiality Period, Client will not for any purpose inconsistent with the Agreement disclose to any third party or use any Paymentus confidential or proprietary non-public information that Client has obtained during the procurement process or during the term of the Agreement about Paymentus’ business, including the terms of the Agreement, operations, financial condition, technology, systems, know-how, products, Services, suppliers, clients, marketing data, plans, and models, and personnel. Except as required by law, Paymentus will not for any purpose inconsistent with the Agreement or its privacy policy in effect from time to time disclose to any third party or use any confidential User information it receives in connection with its performance of the Services other than as required in connection with the third parties described in Section 5.4(i) (applicable merchant processing, cash management, ACH origination, or kiosk agreements) above.

8. FOIA Requests.

If a request for information is made to Client under any federal, state or other governmental freedom of information act or similar law, rule or regulation seeking disclosure of any of the confidential information (excluding information required to be disclosed by law) of Paymentus, this Agreement or other information provided to Client before and after the Effective Date in connection with or pursuant to this Agreement, Client shall (i) promptly provide Paymentus written notice of (email shall suffice) such request (along with a copy of the request) so that Paymentus may seek, at Paymentus’ sole expense, a protective order or other appropriate remedy to protect the requested information to the extent legally permitted and (ii) provide reasonable cooperation (at Paymentus’ request and sole expense, including but not limited to Client’s legal fees reasonably incurred to protect the requested information) to resist or limit any disclosure pursuant to this paragraph.

9. Intellectual Property
In order that Client may promote the Services and Paymentus’ role in providing the Services, Paymentus grants to Client a revocable, non-exclusive, royalty-free, license to use Paymentus’ logo and other service marks (the “Paymentus Marks”) for this purpose only. Client does not have any right, title, license or interest, express or implied in and to any object code, software, hardware, trademarks, service mark, trade name, formula, system, know-how, telephone number, telephone line, domain name, URL, copyright image, text, script (including, without limitation, any script used by Paymentus on the IVR or the Website) or other intellectual property right of Paymentus (“Paymentus Intellectual Property”). All Paymentus Marks, Paymentus Intellectual Property, and the Platform and all rights therein (other than rights expressly granted herein) and goodwill pertain thereto belong exclusively to Paymentus.

Paymentus does not grant or convey any intellectual property to City by way of the Agreement; Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
17 there are no Deliverables under this Agreement.

II. PAYMENT CARD INDUSTRY DATA SECURITY STANDARD (PCI DSS) The PCI DSS requires merchants to maintain and implement policies and procedures to manage Service Providers if cardholder data is shared. Requirement 12.8.2 states further “maintain a written agreement that includes an acknowledgement that the service providers are responsible for the security of cardholder data the service providers possess.” Each Party acknowledges and agrees that it is responsible for the security of all CITY customer cardholder data in its possession. CONSULTANT shall be compliant with standards established by the Payment Card Industry Security Standards Council (https://www.pcisecuritystandards.org/).

CONSULTANT agrees that it is responsible for the security of cardholder data that CONSULTANT possesses, including the functions relating to storing, processing, and transmitting of the cardholder data.

CONSULTANT agrees to provide to CITY a current and complete copy of their Attestation of Compliance (AOC). If applicable, CONSULTANT further agrees to provide to CITY a proof of a recent (no more than 3 months old) passing quarterly external vulnerability scan as submitted by an Approved Scanning Vendor (ASV). CITY reserves the right to require that the submitted AOC be signed by a qualified security assessor or firm, as listed on the Payment Card Industry Security Standards Council's website.

CONSULTANT will inform CITY within 24 hours if it has knowledge of, , a security breach involving CITY User information has occurred. CONSULTANT agrees to indemnify and hold CITY , its officers, employees, and agents, harmless for, from, and against any and all claims, causes of action, suits, judgments, assessments, costs (including reasonable attorneys' fees), and expenses arising out of or relating to any loss of CITY customer credit card or identity information managed, retained, or maintained by CONSULTANT, including but not limited to fraudulent or unapproved use of such credit card or identify information.

CONSULTANT agrees that notwithstanding anything to the contrary in the Agreement or the Addendum, CITY may terminate the Agreement immediately without penalty upon notice to CONSULTANT in the event CONSULTANT fails to maintain compliance with the PCI DSS or fails to maintain confidentiality or integrity of any cardholder data.

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
18 III. 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.

For questions, please contact CITY’s Responsible Principal or Risk Management at 310-285- 1073.

Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 B0785-0001\3087077v6.doc
19 EXHIBIT B

SCHEDULE OF PAYMENT AND RATES
(a) CITY shall compensate CONSULTANT in the not to exceed amounts set forth in CITY authorized purchase orders based on the calculated value for the services required by the Agreement at the following rates
(b) CONSULTANT Fee Schedule
The Services will initially consist of the Services indicated in the following table. The Paymentus Fees (“Fees”) are specified below, and will be paid by the CITY (“Client Fee”), unless CITY designates as a User Fee (“User Fee”). CITY directs CONTRACTOR to implement the Fees set forth below:

Payment
Type
Payment Methods Fees Fee Model
Utility
Commercial
Refuse
Utility Bill
Instant Payment Network™
All payment methods offered under IPN and
digital wallets such as PayPal, Venmo, PayPal
Credit, Apple Pay, Google Pay, PayPal CFS and
others as offered by Paymentus
Full Passthrough of
Interchange*
Client Fee
Credit, Debit Cards Full Passthrough of
Interchange*
Client Fee
All Instant Payment Network™, Credit
Card, and Debit Card Payments $0.75 per payment* Client Fee ACH/eCheck $0.40 per Payment Client Fee
*Total Fees for IPN, Credit Cards, and Debit Cards are all Interchange and Assessment Fees plus $0.75 per Payment
CITY shall comply with all program rules, network rules and applicable laws in connection with CITY’s assessment of the Fees set forth above. Multiple Payments may be made.

CONSULTANT may apply different limits per transaction for user adoption or to mitigate risks. (c) 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 Exhibit B.

Payment Type Average Payment
Amount
Maximum Payment
Amount
Utility Bill $935
$100,000.00
Commercial Refuse Utility Bill $791
Docusign Envelope ID: 43493FC6-0D37-4641-800E-EBF4ED2025A6 Certificate Of Completion
Envelope Id: 43493FC6-0D37-4641-800E-EBF4ED2025A6 Status: Sent Subject: Paymentus Renewal Agreement
Source Envelope:

Document Pages: 19 Signatures: 5 Envelope Originator:

Certificate Pages: 3 Initials: 0 Sivan Levin
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: 10.104.81.137
Record Tracking
Status: Original
5/7/2025 3:45:40 PM
Holder: Sivan Levin
[email protected]
Location: DocuSign
Signer Events Signature Timestamp
Peter Fanous
[email protected]
Senior Vice President
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 69.17.128.14
Sent: 5/8/2025 2:37:03 PM
Resent: 5/12/2025 5:10:20 PM
Viewed: 5/13/2025 7:06:49 AM
Signed: 5/13/2025 7:07:00 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Deborah Hakman for
[email protected]
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 76.90.76.115
Signed using mobile
Sent: 5/13/2025 7:07:01 AM
Viewed: 5/13/2025 8:44:18 AM
Signed: 5/13/2025 8:44:34 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jeff S. Muir
[email protected]
Director of Finance
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/13/2025 7:07:02 AM
Viewed: 5/13/2025 8:11:25 AM
Signed: 5/13/2025 8:11:44 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Anthony Rodstein
[email protected]
Purchasing Services Manager
City of Beverly Hills (Finance Department)
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 198.245.189.181
Sent: 5/13/2025 8:44:36 AM
Resent: 5/13/2025 1:41:02 PM
Viewed: 6/12/2025 8:37:30 AM
Signed: 6/12/2025 9:40:07 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: 174.63.188.25
Signed using mobile
Sent: 5/13/2025 1:40:55 PM
Resent: 5/13/2025 1:41:02 PM
Viewed: 5/14/2025 6:07:05 AM
Signed: 5/14/2025 6:07:15 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
Sharona Nazarian
[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
Jill Doohen
[email protected]
City of Beverly Hills
Security Level: Email, Account Authentication
(None)
Sent: 5/13/2025 7:07:01 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Carbon Copy Events Status Timestamp
Shani Parker
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 5/13/2025 7:07:02 AM
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Adrianne Tarazon
[email protected]
Security Level: Email, Account Authentication
(None)
Electronic Record and Signature Disclosure:

Not Offered via Docusign
Jackie Galeas
[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 5/8/2025 2:37:03 PM
Envelope Updated Security Checked 5/13/2025 1:40:55 PM
Envelope Updated Security Checked 5/13/2025 1:40:55 PM
Envelope Updated Security Checked 6/12/2025 9:38:50 AM
Envelope Updated Security Checked 6/12/2025 9:38:50 AM
Envelope Updated Security Checked 6/12/2025 9:38:50 AM
Envelope Updated Security Checked 6/12/2025 9:38:50 AM
Envelope Updated Security Checked 6/12/2025 9:38:50 AM
Envelope Updated Security Checked 6/12/2025 9:38:51 AM
Envelope Updated Security Checked 6/12/2025 9:38:51 AM
Payment Events Status Timestamps

AGREEMENT BETWEEN THE CITY OF BEVERLY HILLS AND
GOVERNMENTJOBS.COM, INC. D/B/A NEOGOV FOR

INTEGRATED WORKFORCE MANAGEMENT SOFTWARE
NAME OF CONTRACTOR: GovernmentJobs.com, Inc. d/b/a Neogov RESPONSIBLE PRINCIPAL OF CONTRACTOR: Jennifer Wilson, Renewal Teams Lead CONTRACTOR’S ADDRESS: 2120 Park Pl., Suite 100
El Segundo, CA, 90245
Attention: Jennifer Wilson, Renewal Teams
Lead
CONTRACTOR’S E.I.N/TAX I.D. NO.: 33-0888748
CITY’S ADDRESS: City of Beverly Hills
455 N. Rexford Drive
Beverly Hills, CA 90210
Attention: Shelley Ovrom, Human
Resources Director
SOFTWARE AGREEMENT TYPE: Master Service Agreement
COMMENCEMENT DATE: July 1, 2025
TERMINATION DATE: June 30, 2028
CONSIDERATION: See table below
Docusign Envelope ID: A4306597-E819-444A-BAF6-D13218C05BA0 Approved
Consideration
Additional
Consideration -
One-Time
Additional
Consideration
- Recurring
Total Revised
Consideration
FY 2025-26: $132,701.07
FY 2026-27: $142,231.83
FY 2027-28: $150,209.33
TOTAL: $425,142.23
Docusign Envelope ID: A4306597-E819-444A-BAF6-D13218C05BA0

Page 3 of 18 ends

Beverly Hills City CouncilJune 17, 2025

Beverly Hills City Council
June 17, 2025