Agenda packet, regular meeting — Buena Park City Council, December 12, 2023 (part 3 of 3)

Tunnelworks Services Inc.
13502 H Whittier Blvd. Suite 165
Whittier, CA 90605
(562)201-4036
[email protected]

INVOICE

BILL TO
Frank Moore
City of Buena Park
6955Aragon Circle
Buena Park, CA 90622-5009
INVOICE 2015
DATE 11/20/2023
TERMS Net 30
DUE DATE 12/20/2023

ACTIVITY QTY RATE AMOUNT
Project Name: 2021-22 & 2022-23 Sewer Main Lining At Various Locations
City of Buena Park
Sales
Bid Item# 7 - Reline Existing 8-inch Sewer Main Western Ave UV CIPP
-52 40.00 -2,080.00
Sales
Bid Item#27- Perform 8-inch Pre & Post CCTV Inspections -50 1.25 -62.50
Sales
Bid Item#28 - Perform 8-inch Heavy Cleaning
-63 2.00 -126.00
Sales
Bid Item #29 - Reinstate Lateral Seals
-14 50.00 -700.00
Sales
Bid Item #31 - Pressure Grout
200 15.00 3,000.00
Sales
CO#2- Reline 8-inch Existing Sewer Main in McClellan Way UV CIPP
265 40.00 10,600.00
Sales
CO#3- Quantity Adjustment Reline 8-inch Existing Sewer Main Western Ave UV CIPP Item 7
52 40.00 2,080.00
Sales
CO#4- Quantity Adjustment 8-inch Pre & Post CCTV Item 27 317 1.25 396.25
Sales
CO#5- Quantity Adjustment 8-inch Heavy Cleaning Item 28 63 2.00 126.00
Sales
CO#6- Quantity Adjustment Reinstate Lateral Seals Item 29 22 50.00 1,100.00
5% Retainage
5 percent retainage
1 -716.69 -716.69
BALANCE DUE $13,617.06
City of Buena Park
City Council Regular Meeting Agenda Report
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH ECONOMICS, INC. FOR SB 1383 PROGRAM

SUPPORT AND OUTREACH
Meeting
Tuesday, December 12, 2023, 5:00 PM
Agenda Group
CONSENT CALENDAR Item: 4G
Presented By
Laurie Aubuchon, Sr. Management Analyst
Prepared By
Mina Mikhael, Director of Public Works/City Engineer
Approved By
Aaron France, City Manager

RECOMMENDED ACTION
1) Approve Amendment No. 1 to the Professional Services Agreement with EcoNomics, Inc. for SB 1383 Program-related outreach and implementation; 2) Approve a budget amendment in the amount of $9,930 of CalRecycle grant funds for this purpose; 3) Authorize the City Manager and City Attorney to make any necessary, non-monetary changes to the amendment; and, 4) Authorize the City Manager and City Clerk to execute the amendment.

PREVIOUS CITY COUNCIL ACTION
On July 26, 2022, EcoNomics, Inc. was awarded a contract in the amount of $93,950 for consulting services to implement Buena Park's Edible Food Recovery Program, in compliance with mandates of Senate Bill 1383. This contract expires on December 31, 2023. Associated costs were paid in full with grant proceeds from CalRecycle (Account No. 21-196916-9806).

On October 10, 2023, EcoNomics, Inc. was awarded a contract in the amount of $94,905 for consulting services for January 1, 2024 to December 31, 2024. Associated costs were included in the adopted FY 2023-25 budget for this purpose (Account No. 11-190137-9806).

DISCUSSION
California's Short-Lived Climate Pollutant Reduction law, often called SB 1383, established methane reduction targets for California, and more specifically set goals to reduce the amount of organic waste, including food waste, that is disposed of in landfills. The City's role in this regard is to facilitate the collection of edible food by educating edible food producers on their legal responsibilities and to obtain and report to the State the quantities of edible food that are diverted from the waste stream and amounts provided to food recovery organizations. Since July of 2022, EcoNomics, Inc. has designed and implemented the City's SB 1383 Program, including developing an outreach and education program, a recordkeeping program, and facilitating relationships with edible food producers and edible food recovery organizations. EcoNomics, Inc. completed the outlined tasks and budget on October 31, 2023, ahead of the agreement expiration date of December 31, 2023. Due to a high rate of current non-compliance of Tier 1 and Tier 2 food generators, the City desires to have EcoNomics, Inc. continue its outreach and notifications prior to enforcement starting January 1, 2024. The proposed Attachments
EcoNomics Amendment 1 - Edited by CC.pdf
BP Proposal 11082023.pdf
PSA_EcoNomics_06-16-22 db _ gr edits 08.03.2022.pdf
EcoNomics Edible Food Proposal_Updated 06282022.pdf
amendment to the original PSA will extend EcoNomics, Inc.'s budget to include fees for services for November and December 2023 in the amount of $9,930.

BUDGET IMPACT
The cost of this contract extension in the amount of $9,930 will be fully funded with grant proceeds previously obtained from CalRecycle (Account No. 21-196916-9806).

PAGE 1 OF 2

CITY OF BUENA PARK
Department of Public Works

Amendment No. 1 to Professional Services Agreement No. 22-21

PROJECT NAME: Edible Food Reuse Program.

SCOPE OF WORK: Development of Edible Food Reuse Program

CONSULTANT: EcoNomics, Inc.
832 Camino del Mar, Suite 1
Del Mar, CA 92014

This Amendment No. 1 to Professional Services Agreement No. 22- 21, is dated November 27, 2023, and is between the City of Buena Park, a California municipal corporation (“City”) and EcoNomics, Inc., a California Corporation (“Consultant”).

RECITALS

WHEREAS, the City and Consultant previously entered into Professional Services Agreement No. 22- 21, dated July 26, 2022 (the “Agreement”), pursuant to which City retained Consultant to provide assistance with developing and implementing edible food recovery programs mandated by California Senate Bill 1383, as the “Services” to be provided by Consultant are more specifically defined in the Agreement; and

WHEREAS, City and Consultant being mutually satisfied with each other’s performance now desire to amend the Agreement to increase the maximum compensation that may be paid Consultant thereunder.

AMENDMENT

NOW THEREFORE, the parties agree as follows:

1. COMPENSATION. Section 5.0 of the Agreement (Compensation) is hereby deleted and replaced with the following:

5.0 COMPENSATION. As full and complete compensation for CONSULTANT’s Services provided under this Agreement, CITY shall pay CONSULTANT the total “NOT - TO-EXCEED” amount of $103,880.00 at the rates described in CONSULTANT’s PROPOSAL dated June 22, 2022, attached as Exhibit “A” to the Agreement . No claims for additional compensation shall be allowed unless authorized in advance by the CITY in writing. Any additional work or expenses authorized by the CITY shall be com pensated at a rate agreed to by the Parties in writing . The CITY shall make payment for additional services and expenses in accordance with Section 6.0 of the Agreement.

2. INCORPORATION. Except as expressly and specifically modified and amended by this Amendment, all terms and provisions of the Agreement shall remain unchanged and in full force and effect being incorporated fully herein by this reference.

PAGE 2 OF 2

CITY OF BUENA PARK CONSULTANT
A Municipal Corporation EcoNomics, Inc.

BY:

Aaron France, City Manager

ATTEST:

BY:

City Clerk

APPROVED AS TO FORM:

BY:

City Attorney

1 DATE: November 8, 2023 TO: Laurie Aubuchon Management Analyst Department of Public Works City of Buena Park 6955 Aragon Circle Buena Park, CA 90620 FROM: Trevor Blythe Vice President EcoNomics, Inc. RE: Proposal for SB 1383 Implementation Assistance Per the City’s request, EcoNomics has developed the following scope of work to assist the City with continuing to implement programs mandated by SB 1383 for Nov and December of 2023. A description of each proposed task and a proposed not-to-exceed budget is enclosed. Task 1: Edible Food Technical Assistance SB 1383 requires the City to develop an edible food recovery program. Among other requirements, the law will require the City to conduct site inspections to all Tier 1 and 2 edible food generators to verify that they have edible food recovery programs in place. This effort, by definition, will require consulting staff to provide on-the-ground technical assistance for all Tier 1 and 2 generators coupled with a concerted marketing and outreach effort to notify generators of their compliance requirements. EcoNomics is currently assisting the City of Buena Park with this effort. During the inspections that began in 2023, EcoNomics has noted a high rate of non-compliance. Many generators, which include supermarkets, restaurants, hotels, hospitals, and venues, do not have existing infrastructure for edible food recovery programs and will need concerted technical assistance to attain compliance. As part of this task, EcoNomics will conduct the following actions: 1. Identify non-compliant Tier 1 and 2 edible food recovery generators located within the City, as required by SB 1383. 2. Provide technical assistance to Tier 1 and 2 edible food generators to develop edible food recovery programs. Refer non-compliant generators to local food recovery organizations. 3. Compile SB 1383 edible food compliance report to City. 4. Refer non-compliant generators to local food recovery organizations 5. Attend bi-weekly meetings with city staff

2 In Q4 2023, EcoNomics will continue conducting site inspections to non-compliant Tier 1 and 2 generators to verify compliance. After the completion of this effort, EcoNomics will provide a listing of Tier 1 and 2 generators that are compliant and non-compliant to the City for possible enforcement action under Section 8.15.140 of the City’s municipal code. Each Tier 1 and 2 generator will have a file in a cloud-based file-sharing system, such as Dropbox, that is shared between the City and EcoNomics. These files will contain the completed site inspection checklist, photos or copies of the edible food recovery contract, weight reports for edible food, and other files that will help verify compliance. These files are required to be kept per the SB 1383 implementation recordkeeping requirements and can be requested by CalRecycle at any time. This database can also be shared with code enforcement officials in an evidentiary capacity in case enforcement action is needed in 2024 to ensure compliance. Additionally, a summary table, in Excel, will be provided to the City to detail which Tier 2 generators have compliant edible food recovery programs, which need additional verification, and which need enforcement action. This listing will be provided to the City on a monthly basis to track progress towards full compliance. Task 2: Food Recovery App SB 1383 requires the City to develop an edible food recovery program. Among other requirements, SB 1383 will require the City to confirm that each Tier 1 and 2 generators have a written contract agreement with an edible food recovery organization. Careit is a digital food donation marketplace that matches any type of business with extra edible food to a nearby nonprofit. Nonprofits find donations in their area that match their food requirements and set up a pick-up or drop-off with the donor and their staff or volunteers. Through Careit’s Executive User account, the city will be able to report and monitor data and track the California state waste reduction compliance status of edible food generators and food recovery organizations and services that reside within their geographic area. In November and December 2023, Economics can assist with implementing this application so that it will be ‘live’ in early 2024. As part of this task, EcoNomics will conduct the following actions: 1. Attend meetings with Careit 2. Assist with the implementation of Careit, including identifying Food Recovery Organizations that will need to be trained on the platform and coordinating with them to use the system 3. Identifying Tier 1 and 2 accounts that should connect with the food recovery app 4. Assist with education and outreach material to all non-compliant accounts and encourage them to participate on the food recovery program Task 3: Recordkeeping EcoNomics will collaborate with EDCO and city staff to collect and maintain the City’s SB 1383 Implementation Record in a shared folder structure and by using EDCO’s too. As part of this task, EcoNomics will conduct the following actions:
3 1. Identify and compile documentation for City’s edible food recovery program 2. Generate a list of edible food recovery organizations and edible food recovery services 3. Identify commercial edible food generators 4. Upload supporting documentation into EDCO’s system 5. Inspection documentation for each: edible food recovery organization/service and commercial edible food generators. Proposed Budget The table below shows the proposal project budget. EcoNomics may request minor adjustments of hours between tasks with prior City approval.

PAGE 1 OF 11
1810847
Revised: 3-Aug-22

PROFESSIONAL SERVICES AGREEMENT
NO. 22-21

DATE: July 26, 2022

PROJECT: Edible Food Reuse Program

PARTIES TO THE AGREEMENT:
“CITY” The CITY OF BUENA PARK, a California municipal corporation

Designated Official: Name: Mina Mikhael
Title: Interim Director of Public Works
Telephone: (714) 562-3672

Mailing Address: 6650 Beach Boulevard
P.O. Box 5009
Buena Park, CA 90622-5009

THE CONSULTANT EcoNomics, Inc.

Name of Business

Representative: Name: Trevor S. Blythe
Title: Vice President
Telephone: (858) 886-6657
Address:

Mailing Address: 832 Camino del Mar, Suite 1
Del Mar, CA 92014

TERM OF SERVICE:

Commencement Date: July 26, 2022
Completion Date: December 31, 2023
CONTRACT AMOUNT: $93,950

APPROVED BY: ( X ) City Council ( ) City Manager ( ) Director of Public Works

THIS AGREEMENT MUST BE FIRST EXECUTED BY THE CONSULTANT OR ITS

REPRESENTATIVE AND APPROVED AS TO FORM BY THE CITY ATTORNEY BEFORE THE AGREEMENT MAY BE EXECUTED ON BEHALF OF THE CITY OF BUENA PARK.

DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 2 OF 12
Revised: 3-Aug-22

This Professional Services Agreement (“Agreement”) is dated July 26, 2022, and is between EcoNomics, Inc., (the "CONSULTANT") and the CITY OF BUENA PARK, a California municipal corporation (the "CITY"). The CONSULTANT and the CITY are sometimes referred to herein collectively as the “Parties” and singularly as “Party”.

R E C I T A L S
A. T he CITY desires to enter into this Agreement with CONSULTANT as an independent contractor to perform the following services: To Develop an Edible Food Reuse Implementation Program (collectively, the “Project”).

B. The CONSULTANT is fully qualified to perform the tasks necessary for this Project by virtue of its experience and the training, education and expertise of its principals and employees.

The Parties therefore agree as follows:

1.0 EMPLOYMENT OF CONSULTANT. The CITY shall engage the CONSULTANT and the CONSULTANT shall perform the services required under this Agreement.

2.0 SCOPE OF SERVICES. The CONSULTANT shall perform during the term of this Agreement, those services set forth in the CONSULTANT’S PROPOSAL dated June 28, 2022, attached hereto as Exhibit "A" (collectively, the “Services”), all to CITY’s reasonable satisfaction.

The CONSULTANT shall commence performance of the Services upon receipt of a written notice from the Designated Official authorizing the CONSULTANT to proceed, and only to the extent of such authorization. The CITY may, from time to time, request changes in the scope of services of the CONSULTANT to be performed under this Agreement. Such changes shall be in the form of a written amendment to this Agreement signed by both Parties and shall include any additional compensation agreed to by the Parties.

3.0 TIME OF PERFORMANCE. The CONSULTANT shall commence performance of the Services immediately upon receipt of a written notice for such services from the Designated Official and shall perform the Services with reasonable diligence consistent with professional skill and care for like professionals under similar circumstances, and otherwise as required herein.

4.0 TERM. The term of this Agreement shall commence on July 26, 2022, and shall remain in full force and effect until December 31, 2023, unless sooner terminated as provided in Section 10 of this Agreement.

5.0 C OMPENSATION . As full and complete compensation for CONSULTANT’s services provided under this Agreement, CITY shall pay CONSULTANT the total “NOT -TO- EXCEED” amount of Ninety-Three Thousand, Nine Hundred and Fifty Dollars ( $93,950), as set forth in the CONSULTANT’s PROPOSAL. No claims for additional compensation shall be allowed unless authorized in advance by the CITY in writing. Any additional work or expenses authorized by the CITY shall be compensated at the rates set forth in Exhibit B, or, if not specified, at a rate agreed to by the Parties. The CITY shall make payment for additional services and expenses in accordance with Section 6.0 of this Agreement.

worked, personnel performing the services, number of hours worked, the hourly rates charged, milestone achievements, and, if applicable, reimbursable expenses incurred. The CONSULTANT shall remit the invoices to the address for the CITY specified on page one of this Agreement. The CITY shall review all invoices and notify the CONSULTANT in writing within ten (10) business days of any disputed amounts. The CITY shall pay all undisputed portions of the invoice within thirty (30) calendar days after receip t, up to the maximum compensation amount set forth in Section 5.0 of this Agreement. The CITY shall not withhold federal or state payroll or other taxes, or make deductions, from payments made to the CONSULTANT.

7.0 STANDARD OF SKILL . The CONSULTANT warrants that it possesses the professional expertise necessary to perform the Services. The CITY relies upon the skill of the CONSULTANT, and the CONSULTANT's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and the CONSULTANT and CONSULTANT’s staff, shall perform the Services in such manner. The CONSULTANT shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of the CONSULTANT's work by the CITY shall not operate as a release of the CONSULTANT from such standard of care and workmanship.

8.0 INDEPENDENT CONTRACTOR. The CONSULTANT is retained by the CITY only to the extent set forth in this Agreement, and the CONSULTANT's relationship to the CITY is that of an independent contractor. The CONSULTANT shall be free to dispose of all portions of the CONSULTANT's time and activities that the CONSULTANT is not obligated to devote to the CITY in such a manner, and to such persons, firms or corporations, as the CONSULTANT sees fit except as expressly provided in this Agreement. Neither the CITY nor any of its agents shall have control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT shall not have the status of an employee under this Agreement, or be entitled to participate in any insurance, medical care, vacation, sick leave or other benefits provided for the CITY's officers or employees. The CONSULTANT shall have no power to incur any debt, obligation or liability on behalf of the CITY or otherwise act on behalf of the CITY as an agent. The 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 the CITY. The CONSULTANT shall pay all required taxes on amounts paid to the CONSULTANT under this Agreement, and indemnify and hold the CITY harmless from any and all taxes, assessments, penalties and interest asserted against the CITY by reason of the independent contractor relationship created by this Agreement. The CONSULTANT shall fully comply with applicable workers’ compensation laws regarding the CONSULTANT and the CONSULTANT’s employees. The CONSULTANT shall indemnify and hold the CITY harmless from any failur e of the CONSULTANT to comply with applicable workers’ compensation laws.

The CITY may offset against the amount of any compensation due to the CONSULTANT under this Agreement any amount due to the CITY from the CONSULTANT as a result of the CONSULTANT’s failure to promptly pay to the CITY any reimbursement or indemnification arising under this Section 8.0.

9.0 INDEMNIFICATION. The CONSULTANT and the CITY agree that the CITY, its employees, agents and officials should, to the fullest extent permitted by law, be fully protected from any loss, injury, damage, claim, liability, lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to the performance of this Agreement. According ly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the fullest protection possible under the law to the CITY and the Indemnitees. The CONSULTANT acknowledges that the CITY would not have entered into this Agreement in the absence of the commitment of the DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 4 OF 12
Revised: 3-Aug-22

CONSULTANT to indemnify and protect the CITY and the Indemnitees, as set forth in this Agreement.

Indemnity for COVID -19: As between the CONSULTANT and the CITY , the CONSULTANT expressly assumes any and all risks associated with providing these contract services in context of the COVID -19 pandemic, and the CONSULTANT’ s indemnification obligations hereunder expressly include any and all claims loss, injury, damage, claim, liability, lawsuit, cost, expense, attorneys’ fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to COVID -19 or any variants and the CONSULTANT’ s services under this Agreement.

Indemnity for Professional Services. To the fullest extent permitted by law, the CONSULTANT shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the CITY, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those CITY agents serving as independent contractors in the role of CITY officials (collectively “Indemnitees” in this Section 9.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith (collectively “Claims”), whether actual, alleged or threatened, which arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of CONSULTANT, or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of professional services under this Agreement. CONSULTANT shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. CONSULTANT shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith

9.1 The obligations of the CONSULTANT under this or any other provision of this Agreement shall not be limited by the provisions of any workers’ compensation act or similar act. The CONSULTANT expressly waives any statutory immunity under such statutes or laws as to the Indemnitees. The CONSULTANT’s indemnity obligation set forth in this Section 9.0 shall not be limited by the limits of any policies of insurance required or provided by the CONSULTANT pursuant to this Agreement.

9.2 The CONSULTANT’s covenant under this Section 9.0 shall survive the expiration or termination of this Agreement.

10.0 TERMINATION OF AGREEMENT. The CITY may terminate this Agreement at any time during the term of the Agreement by giving the CONSULTANT not less than thirty (30) calendar days’ prior written notice. The CONSULTANT may only terminate this Agreement for cause, and by giving the CITY prior notice in writing with a reasonable opportunity to cure any purported default. If the Agreement is terminated by the CITY, and provided CONSULTANT is not then in breach, the CONSULTANT shall be paid for services satisfactorily rendered to the last working day the Agreement is in effect, and the CONSULTANT shall have no other claim against the CITY by reason of such termination. This Agreement may be extended beyond the term only by the written agreement of both Parties prior to the expiration of the term of the Agreement.

11.0 SAFETY REQUIREMENTS. All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 5 OF 12
Revised: 3-Aug-22

standards outlined by CAL OSHA. The CITY may issue restraint or cease and desist orders to the CONSULTANT when unsafe or harmful acts are observed or reported relative to the performance of the Services. The CONSULTANT shall maintain the work sites free of hazards to persons and property resulting from its operations. The CONSULTANT shall immediately report to the CITY any hazardous condition noted by the CONSULTANT.

12.0 MANDATORY INSURANCE. The CONSULTANT shall maintain the following insurance coverage throughout the term of this Agreement, and , upon the CITY’s request , the CONSULTANT shall provide the CITY with evidence of such coverage, which may include visual inspection of all policies, copies of declarations page, endorsements signed by an authorized representative of the underwriting company, or certificates of insurance. Insurance coverage shall be provided in the forms and coverage amounts set forth in this Section 12.0.

12.1 Minimum Scope of Insurance. The CONSULTANT shall maintain policies with coverage at least as broad as:
(a) Insurance Services Office Commercial General Liability insurance (occurrence Form Number CG 00 01).
(b) Automobile Liability insurance with coverage at least as broad as Insurance Services Office Form Number CA 0001 covering “Any Auto” (Symbol 1). (c) Workers Compensation insurance as required by the State of California, and Employer's Liability insurance.

12.2 Minimum Limits of Insurance . The CONSULTANT shall maintain insurance coverage limits not less than:
(a) General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Project/location or the general aggregate limit shall be twice the required occurrence limit, and shall contain specific language creating a duty to defend against any suit seeking damages. (b) Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
(c) Employer's Liability: $1,000,000 per accident for bodily injury or disease.

12.3 Deductibles and Self -insured Retentions: Any deductibles or self -insured retentions must be declared to and approved by the CITY prior to the CONSULTANT commencing any work under this Agreement. At the CITY’s option, either: (i) the insurer shall reduce or eliminate the deductibles or self–insured retentions with respect to the CITY, its elected officials, officers, attorneys, agents, employees and designated volunteers; or (ii) the CONSULTANT shall provide a bond or other financial guarantee, satisfactory to the CITY, guaranteeing payment of losses and related investigations, claim administration and defense expenses.

12.4 Required Endorsements. Each insurance policy required by this Section 12 .0 shall be endorsed as follows:

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Revised: 3-Aug-22

(a) Except with respect to any employer’s liability or professional liability/errors and omission liability policies required by this Section 12.0, the CITY, its elected officials, officers, attorneys, agents, employees, independent contractors serving in the role of city officials and designated volunteers shall be named as additional insureds (collectively, “Additional Insureds” sometimes hereafter in this Section 12.0).
(b) Additional Insured Endorsements shall not:
(1) Be limited to “Ongoing Operations”;
(2) Exclude “Contractual Operations”;
(3) Restrict coverage to the “Sole” liability of the CONSULTANT; or (4) Contain any other exclusion contrary to this Agreement. (c) For any claims related to the Project, this Agreement or the services performed under this Agreement, the CONSULTANT's insurance coverage shall be primary to any other similar insurance carried by the CITY. Any insurance or self -insurance maintained by the CITY or any of the Additional Insureds, shall be in excess of the CONSULTANT's insurance and shall not be called upon to contribute with it.
(d) All insurance coverage shall contain a provision that prohibits cancellation, modification or lapse without thirty (30) calendar days' prior written notice from insurer to the CITY.

The notice shall be provided via certified mail, return receipt requested. The CONSULTANT shall require its insurer to modify the applicable policy and all certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. (e) Each policy shall be endorsed to state that the insurer waives the right of subrogation against the CITY and its officers, employees, agents, independent contractors serving in the role of city officials and designated volunteers.

DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 7 OF 12
Revised: 3-Aug-22

(d) Any actual or alleged failure on the part of the CITY or any other additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of the CITY or any additional insured, in this or any other regard.
(e) In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, the CITY has the right, but not the duty, to obtain the insurance it deems necessary and the CONS ULTANT shall promptly reimburse to the CITY any premium paid by the CITY.
(f) The CONSULTANT shall provide immediate notice to the CITY of any claim or loss against the CONSULTANT that includes the CITY or any of the Additional Insureds as a defendant. The CITY assumes no obligation or liability from the notice. The CITY shall have the right, but not the duty , to monitor the handling of the claim or claims if they are likely to involve the CITY.

12.6 Acceptability of Insurers. All insurance coverage required by this Section 12 .0 shall be written by insurers admitted to conduct business in the State of California by the Department of Insurance and rated “A:VIII” in the most recent A.M. Best's Insurance Rating Guide.

12.7 Verification of Coverage. The CONSULTANT shall furnish the CITY with evidence of the insurance required by this Section 12.0, satisfactory to the CITY. The evidence shall consist of original certificates of insurance and amendatory endorsements, including an additional insured endorsement. The endorsements shall be on forms provided by the CITY or on such other forms approved by the CITY in writing, and amended to conform to the CITY's requirements. The CONSULTANT shall file all certificates of insurance and fully executed endorsements with the CITY before commenc ing performance of the Services . Thereafter, the CONSULTANT shall provide proof that the policies of insurance required under this Agreement and expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. The CONSULTANT shall furnish such proof to the CITY prior to the expiration of the affected coverages. The CITY may require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time. The CONSULTANT shall provide complete copies of policies to the CITY upon request.

12.8 Subcontractors. The CONSULTANT shall include all subcontractors , or any other party involved in the performance of the Services, as insureds under its policies or shall require subcontractors or any other party involved in the Project by the CONSULTANT to carry the same insurance as required in this Section 12.0. The CONSULTANT shall obtain certificates evidencing the coverage and make reasonable efforts to ensure that the coverage is provided as required in this Section 12.0. The CONSULTANT shall require that no contract used by any subcontractor, or contract the CONSULTANT enters into on behalf of the CITY, shall reserve the right to charge back to the CITY the cost of insurance required by this Agreement. The CONSULTANT shall, upon request, submit to the CITY for review , all agreements with subcontractors or others with whom the CONSULTANT contracts with on behalf of the CITY, and all certificates of insurance obtained in compliance with this Section 12.8 . The CITY’s failure to request copies of the documents shall not impose any liability on the CITY, or its employees, or be deemed a waiver of any of the CITY’s rights.

13.0 WORK PRODUCT.

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Revised: 3-Aug-22

13.1 Deliverables. The CONSULTANT shall, in such time and in such form as the CITY may require, furnish reports concerning the status of services required under this Agreement. The CONSULTANT shall, upon request by the CITY and upon completion or termination of this Agreement, deliver to the CITY all material furnished to the CONSULTANT by the CITY.

13.2 Ownership.

(a) All draft and final reports, documents and other written material, and any and all images, ideas, concepts, designs including website designs, source code, object code, electronic data and files or other media whatsoever, created or developed by the CONSULTANT in the performance of this Agreement (collectively, “Work Product”) shall be considered to be “works made for hire” for the benefit of the CITY. All Work Product and any and all intellectual property rights arising from their creation, including all copyrights and other proprietary rights, shall be and remain the property of CITY without restriction or limitation upon their use, duplication or dissemination by the CITY upon final payment being made. The CONSULTANT shall not obtain or attempt to obtain copyright protection as to any of the Work Product.

(b) The CONSULTANT hereby assigns to the CITY all rights of ownership to the Work Product, including any and all related intellectual property and proprietary rights that are not otherwise vested in the CITY pursuant to subsection (a) above.

(c) The CONSULTANT warrants and represents that it has secured all necessary licenses, consents or approvals necessary to the production of the Work Product, and that upon final payment, the CITY shall have full legal title to the Work Product, and full legal authority and the right to use and reproduce the Work Product for any purpose. The CONSULTANT shall defend, indemnify and hold the CITY, and its elected officials, officers, employees, servants, attorneys, designated volunteers and agents serving as independent contractors in the role of city officials, harmless from any loss, claim or liability in any way related to a claim that the CITY’s use of any of the Work Product is violating federal, state or local laws, or any contractual provisions, or any rights or laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights or interests in products, ideas or inventions.

Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Work Product produced under this Agreement. In the event any the use of any of the Work Product or other deliverables hereunder by the CITY is held to constitute an infringement and the use of any of the same is enjoined, CONSULTANT, at its expense, shall:
(a) secure for the CITY the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for the CITY; or (b) modify the Work Product and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. The CONSULTANT’s covenants under this Section 13.2 shall survive the expiration or termination of this Agreement.

13.3 Confidentiality. Except as otherwise required by law, t he CONSULTANT shall not disclose, publish or authorize others to disclose or publish, design data, drawings, specifications, reports or other information pertaining to the Project assigned to the CONSULTANT by the CITY or other information to which the CONSULTANT has had access during the term of this Agreement without the Designated Official’s prior written approval.

CONSULTANT’s covenant under this S ection 13.3 shall survive the expiration or termination of this Agreement.

DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 9 OF 12
Revised: 3-Aug-22

13.4 Records. The CONSULTANT shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information relating to the Services, as required by the CITY or the Designated Official. The CONSULTANT shall maintain adequate records on services provided in sufficient detail to permit an evaluation of the Services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. At all times during regular business hours, the CONSULTANT shall provide access to such books and records to the Designated Official, or his or her desig nees, and shall give the Designated Official , or his or her designees , the right to examine and audit such books and records and to make transcripts as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement.

14.0 ASSIGNMENT AND SUBCONTRACTING. This Agreement is pe rsonal to the CONSULTANT, and the CITY has entered this Agreement in reliance on the CONSULTANT’s skill, competence and experience. The CONSULTANT shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without the CITY’s prior written consent, by and through the Designated Official. The CITY’s consent to an assignment of rights under this Agreement shall not release the CONSULTANT from any of its obligations or alter any of its obligations to be performed under this Agreement. Any attempt at assignment or delegation by the CONSULTANT in violation of this Section 14.0 shall be void and of no effect and shall entitle the CITY to immediately terminate this Agreement for cause. The CONSULTANT's services under to this Agreement shall be provided by the Representative or directly under the supervision of the Representative and the CONSULTANT shall not assign another to supervise the CONSULTANT's performance of this Agreement without the CITY’s prior written approval, by and through the Designated Official. As used in this Section 14.0, “assignment” and “delegation” means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. The CONSULTANT shall not subcontract any performance required under this Agreement without the CITY’s prior written consent.

15.0 MISCELLANEOUS TERMS.

15.1 Nuisance. The CONSULTANT shall not maintain, commit or permit the maintenance or commission of any nuisance in connection with the performance of services under this Agreement.

15.2 Permits and Licenses. The CONSULTANT, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.

15.3 Conflicts of Interest. The CONSULTANT shall comply with all applicable federal, state and local conflict of Interest laws, including the Political Reform Act (Cal . Gov. Code, § 81000 et seq. ) and California Government Code Section 1090. During the term of this Agreement, the CONSULTANT may perform similar services for other clients, but the CONSULTANT and its officers, employees, associates and subconsultants shall not, without the City Manager’s prior written approval , perform work for another person or entity for whom the CONSULTANT is not currently performing work that would require the CONSULTANT, or one of its officers, employees, associates or subconsultants , to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

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Revised: 3-Aug-22

15.4 Waiver. No delay or omission to exercise any right, power or remedy accruing to the CITY under this Agreement shall impair any right, power or remedy of the CITY, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver by the CITY of any breach, any failure of a condition, or any right or remedy under this Agreement shall be: (1) effective unless it is in writing and signed by the Party making the waiver ; (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy; or (3) deemed to constitute a continuing waiver unless the writing expressly so states.

15.5 Accomplishment of Project. The CONSULTANT shall commence, carry on and complete its assignments with all practicable dispatch, in a sound, economical, and efficient manner in accordance with all applicable laws and generally accepted industry and applicable professional standards.

15.6 Captions for Convenience Only . The titles of the sections, subsections and paragraphs set forth in this Agreement are inserted for convenience and reference only and shall be disregarded in construing or interpreting any of the provisions of this Agreement and the rights or obligations of the Parties to this Agreement.

15.7 Word Usage. Unless the context clearly requires otherwise, (a) the word “shall” is mandatory and “may” is permissive; (b) “or” is not exclusive; and (c) “includes” or “including” are not limiting.

15.8 Notices. Any notice, consent, request, demand, bill, invoice, report or other communication required or permitted under this Agreement shall be given in writing to the person at the addresses specified on first page of this Agreement and deemed effective: (a) on personal delivery, (b) on confirmed delivery by courier service during the CONSULTANT’s and the CITY’s regular business hours, or (c) three business days after deposit in the United States mail, by first class mail, postage prepaid. Either Party may change the specified person or address at which it is to receive notices by advising the other Party in writing.

15.9 No Third Party Beneficiaries. This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity may have or acquire a right by virtue of this Agreement.

15.10 When Rights and Remedies Not Waived. In no event shall the making by the CITY of any payment to the CONSULTANT constitute or be construed as a waiver by the CITY of any breach of covenant, or any default that may then exist, on the part of the CONSULTANT, and the making of any such payment by the CITY while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to the CITY with regard to such breach or default.

15.11 Cost of Litigation. If any legal action is necessary to enforce any provision of this Agreement or for damages by reason of an alleged breach of any provisions of this Agreement (whether in contract, tort or both), the prevailing Party shall be entitled to receive from the losing Party all attorneys’ fees, costs and expenses in such amount as the courts may determine to be reasonable. In awarding the cost of litigation, the court shall not be bound by any court fee schedule, but shall, if it is in the interest of justice to do so, award the full amount of costs, expenses and attorneys' fees paid or incurred in good faith.

15.12 Compliance with Laws. In the performance of the work required by this Agreement, the CONSULTANT shall abide by and conform with and to any and all applicable DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 11 OF 12
Revised: 3-Aug-22

laws of the United States and the State of California, and with the CITY's Municipal Code, ordinances, regulations and policies.

15.13 Severability. If any part, term or provision of this Agreement shall be held illegal, unenforceable or in conflict with any law of a federal, state, or local government having jurisdiction over this Agreement, the validity of the remaining portions or provisions shall not be affected by such holding.

15.14 Governing Law. The terms of this Agreement, and any dispute arising from the relationship between the P arties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, without regard for its conflicts of laws principles, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement . Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in superior or federal court with geographic jurisdiction over the City of Buena Park.

15.15 Integrated Agreement and Modification of Agreement. This Agreement, and all exhibits referred to in this Agreement, constitutes the final, complete and exclusive statement of the terms of the agreement between the CITY and the CONSULTANT with respect to the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous oral or written negotiations, representations or agreements of the Parties . No verbal agreement or implied covenant shall be held to vary the provisions of this Agreement. No Party has been induced to enter into this Agreement by, nor is any Party relying on, any representation or warranty except those expressly set forth in this Agreement. This Agreement may be modified only by a writing signed by both Parties.

15.16 Authority to Bind Parties. Each of the undersigned hereby represents that he or she has the authority to execute this Agreement on behalf of his or her contracting Party.

15.17 Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement by this reference. In the event of any inconsistency between the express provisions of this Agreement and any provision of an exhibit, the provisions of this Agreement, then the CITY’s request for proposals, if any, shall prevail.

15.18 Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance.

DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 PAGE 12 OF 12
Revised: 3-Aug-22

In recognition of the obligations stated in this Agreement, the P arties have executed this Agreement on the date indicated above.

CITY OF BUENA PARK

a California municipal corporation
EcoNomics

a California Corporation
Name of Business

Signature

Name: Aaron France Name:

Title:

City Manager

Title:

Signature

Name:

Title:

* Please note, two signatures required for corporations pursuant to California Corporations Code Section 313, unless corporate documents provided to the City authorize only one person to sign this Agreement on behalf of the corporation.

ATTEST:
(SEAL)

_____________________________________
Adria M. Jimenez, MMC, City Clerk

APPROVED AS TO FORM:

_____________________________________
Christopher G. Cardinale, City Attorney
DocuSign Envelope ID: 94646A26-E9BB-401A-80D7-B99FA22590E9 Trevor Blythe
Vice President
President
William O'Toole

1 DATE: June 28, 2022

TO: Doug Brodowski
Operations Manager
Department of Public Works
City of Buena Park
6955 Aragon Circle
Buena Park, CA 90620

FROM: Trevor Blythe
Vice President
EcoNomics, Inc.

RE: Proposal for SB 1383 Edible Food Recovery Implementation Assistance

Per the City’s request, EcoNomics has developed the following scope of work to assist the City with implementing edible food recovery programs mandated by SB 1383 at 39 Tier 1 edible food generators and 63 Tier 2 edible food generators. The scope also includes assistance with marketing the edible food recovery program, developing an online reporting tool, and assistance with administering grant funding directly to edible food recovery organizations to procure cold storage assets. A description of each proposed task, a project timeline, and a proposed not -to-exceed budget (Table 1 on page 3) is enclosed.

Task 1. SB 1383 Edible Food Recovery Technical Assistance

SB 1383 requires the City to develop an edible food recovery program . As part of this t ask, EcoNomics will conduct the following actions:

1. Verify Tier 1 and Tier 2 edible food recovery generators located within the City, as required by SB 1383

2. Identify edible food recovery resources (i.e. pantries and food rescue organizations) within the City

3. Identify ‘food runners’ located outside the City that operate within the City

4. Call edible food recovery organizations to gather operating hours, materials desired, collection radius, etc. for publishing on City’s state -mandated edible food recovery webpage

5. Develop edible food recovery brochure with informa tion re: how to comply with SB 1383 edible food recovery requirements for Tier 1 and 2 generators (see Attachment 1 for example brochure developed by EcoNomics for the City of Tustin)

2 6. Develop state-mandated notification letter to Tier 1 and 2 generators (see Attachment 2 for example letter developed by EcoNomics and distributed in Laguna Niguel in 2021 ).

Include link to online edible food recovery resource listing.

7. Develop self-reporting form to collect information on generator’s best contact details and current food recovery activities, to be included with notification letter, as needed.

8. Conduct site visits to 39 Tier 1 and 63 Tier 2 edible food generators to verify SB 1383 - compliant edible food recovery programs, as mandated by SB 1383. Tier 1 site visits will be conducted in 2022 and Tier 2 site visits will be conducted in 2023.

9. Provide technical assistance to Tier 1 and Tier 2 edible food generators to develop edible food recovery programs

10. Develop model edible food recovery agreement for use by edible food generators that do not have written agreement with edible food recovery agency, as required by SB 1383 .

Note: EcoNomics recommends coordination with the City Attorney’s Office to confirm that the City is able to provide a template agreeme nt and, if so, to develop appropriate legal language to include within the document to reduce potential City exposure.

11. Coordinate with County and local edible food recovery organizations to expand edible food recovery infrastructure, as needed

12. Coordinate with CalRecycle to confirm compliance and clarify requirements of SB 1383 edible food recovery programs, as needed

13. Compile SB 1383 edible food compliance reports

14. Schedule recurring meetings with City to develop program and monitor compliance

Task 2: SB 1383 Edible Food Recovery Online Dashboard Development

The City is developing an ordinance that would compel all Tier 1 and Tier 2 generators to participate in edible food recovery programs. Further, all edible food recovery organizations that operate within the City will be required to report on edible food volumes collected from entities within the City limits and from other jurisdictions. EcoNomics will assist the City in developing an online reporting tool that will allow these entities to provide qu arterly reporting to the City on volumes of edible food recovered. This tool will feed into a City -maintained database that will aggregate edible food recovery tonnages that are required by SB 1383. This tool will also allow edible food recovery organizati ons and generators to login to the site and view previous reports submitted to the City.

Task 3: SB 1383 Edible Food Recovery Marketing

As a means to create a ‘bandwagon’ effect, EcoNomics recommends that a portion of the budget be set aside to develop a marketing campaign to promote edible food generators that are fighting food insecurity in the City. Recognizing these generators will raise awareness about food insecurity locally, may increase the number of residents that patronize recognized Tier 1 and Tier 2 businesses, and will encourage voluntary compliance by other businesses. The campaign can also highlight local food pantries and empower residents to make donation s, volunteer at local food banks, and/or to patronize businesses that donate edible food to these entities. The campaign can make use of both traditional (newspaper ads; City Council recognition; newsletter articles; window 3 decals; etc.) and new media (targeted ad buys on social media platforms such as Facebook, Instagram, Nextdoor, Twitter; social media postings; website updates; etc.) to raise awareness and spotlight pantries and/or generators. Other marketing tactics will include:

1. Coordinate one virtual roundtable discussion with edible food generators and edible food recovery organizations to identify local solutions to food insecurity

2. Develop presentation to City Council to highlight the City’s edible food recovery efforts, progress with SB 1383 compliance, opportunities for additional progress, coordination of regional efforts, etc.

3. Present at local restaurant association requirements of SB 1383 and tax benefits of edible food recovery programs.

4. Incorporation of Community -based Social Marketing best practices into digital campaign to raise community awareness and encourage a call to action.

5. Develop suggested content for City’s edible food recovery webpage (example below):
a. https://www.cityoflagunaniguel.org/1397/Edible-Food-Recovery

EcoNomics recommends that $2,000-$3,000 of grant funds be set aside for print and social media ad buys. These amounts are not included in our consulting budget.

Task 4: Assist with Administering Capital Grants to Food Pantries

The SB 170 grant allows for cities to provide capital equipment directly to edible food recovery organizations provided the City owns the equipment for five years and develops a lease agreement with the EFRO. In conversations with edible food recovery organizations throughout the County, EcoNomics has noted that cold storage is a key barrier to recovery organizations expanding their edible food recovery capacity. EcoNomics can assist the City in identifying cold storage capital needs, and other resource needs, for local food panties and can assist the City in administering grant funds efficiently and fairly to build additional cold storage capacity. EcoNomics has identified 4 edible food recovery organizations within the City. Our budget assumes that each facility would benefit from a $3,000 cold storage unit and includes $3,000 of consulting costs to administer the funds. The $12,000 capital cost of the cold storage units is not included in our consulting budget.

4 Project Timeline
EcoNomics staff are available to begin this project when grant funding becomes available on Jult 1, 2022. EcoNomics anticipates the following timeline:

PROPOSAL PROJECT TASK RELATED MARKETING TASK / PROPOSED IDEAS July 2022: Identify and verify Tier 1 and Tier 2 edible food recovery generators. Identify all edible food recovery
organizations located in City and operating within City.

Develop draft brochure, notification letter, and self - reporting form. Assist City with updating website to included edible food recovery landing page. Publish edible food
recovery resources on City webpage.
• Create content for City website
August 2022: Develop template edible food recovery
agreement and publish on website. Distribute letter to all edible food generators. Develop social media postings and campaign to launch with distribution of letter to generators.

Coordinate with edible food recovery organizations to notify them that generators may reach out to them and to note
recordkeeping re quirements included in the City’s
ordinance. Identify cold storage needs and develop lease arrangement. Develop online generator and EFRO reporting portal.
• Develop marketing campaign
• 1-2 social media posts to give T1 generators
heads up leading up to letter distribution (1-
2 hours)
• Develop content for: Identify cold storage
needs and develop lease arrangement. Ex.
“Attention Buena Park Business Community:

Do you want to help out your community?
Do you have cold storage space….”
September 2022: Review res ults from self -reported
programs. Coordinate with responsive generators to confirm programs. Coordinate with all Tier 1 generators to schedule site visits to verify edible food recovery programs. Develop online generator and EFRO reporting portal. Order co ld storage equipment.
• After confirming programs, develop content
to highlight them. Interview multiple best
practice-compliant generators to get a story
which can be told via a photo with caption
or 30 second iPhone video
• Examples: Valley Vista Services highlights
Starbucks, LA zero waste nonprofit
highlights cafe
• “Want to vote with your dollar? 5
restaurants to support in Buena Park” Ex. 1
• Highlight a newcomer to the EFR program! –
IG Example: Ocean Friendly Restaurants
October – December 2022: Conduct site visits to all Tier 1 generators to verify programs. Provide technical assistance to generators that do not comply. Compile data for City’s interim report to CalRecycle due Oc tober 1, 2022. Begin coordination of delivery of cold storage equipment after obtaining signatures from EFROs. Hold Council workshop and other community presentations included in Task 2. Launch online reporting portal.
• Develop content to promote community
presentations
5 January 2023 – June 2023: Notify Tier 2 generators of edible food recovery requirements. Conduct site visits to all Tier 2 accounts. Provide technical assistance to implement edible food programs.
• 1-2 social media posts to give T2 generators
heads up
July 2023 – December 2023: Final notification to non - compliant generators prior to City enforcement. Follow -up with non -compliant generators to provide technical
assistance. Refer non -compliant generators to City for enforcement.

6 Table 1: Proposed Budget

Thank you for your consideration.

Trevor S Blythe
Vice President
EcoNomics, Inc.
206 West Fourth Street
Suite 429
Santa Ana, California 92701

7 Attachment 1: Edible Food Recovery Brochure Example Developed for the City of Tustin

8 9

Attachment 2: Notification Letter

August 2, 2021

RE: New State and City Edible Food Recovery Requirements

To Whom It May Concern:

The City is required by California state law Senate Bill 1383 (SB 1383) to notify your business of the new regulations that will make it mandatory for certain food service establishments to have an edible food donation program in place. Further, as require d by SB 1383, the City adopted a local ordinance that becomes effective January 1, 2022, that requires certain establishments to have edible food recovery programs. These state and local regulations stipulate that all Tier 1 edible food generators, defined as grocery stores, supermarkets, food distributors, and wholesale food vendors, must recover the maximum amount of edible food that would otherwise be disposed of, starting January 1, 2022. Your business meets the criteria of a Tier 1 edible food generator in the City and is required to have an edible food recovery program on or before January 1, 2022.

SB 1383 does not require all excess edible food to be donated. It does , however, require your business to do the following:
• Edible food generators s hall not intentionally spoil edible food that is capable of being recovered by a food recovery organization or service.
• Edible food generators are allowed to give away excess food to employees, take it home for personal use, give it away to customers, etc.
• Edible food generators must recover (for human consumption) the maximum amount of edible food that would otherwise be disposed of. This can be accomplished by donating or paying for the food to be recovered by a food recovery organization or service, which includes, but is not limited to food banks, food pantries, soup kitchens, for -profit food recovery services, and other non-profits that distribute food to people in need.

It is the City’s understanding that many grocery stores have long-established edible food recovery programs. However, if your business will need to implement a program in order to comply with these regulations, the City has developed a webpage that contains a listing of local food recovery agencies that your business may find helpful. Th e webpage also contains additional information regarding the edible food recovery requirements . The webpage can be accessed here:
https://www.cityoflagunaniguel.org/1397/Edible-Food-Recovery.

In order to verify that your business is in compliance with SB 1383 and local requirements, the City is requesting that you provide the City with a contract or written agreement information for food recovery services at your business by no later than October 31, 2021. You may submit this written agreement to the City as an attachment to an email sent to the following email address:
[email protected].

In 2022 and moving forward, state and local law requires the City to monitor compliance by performing annual inspections to review the following records:
• Contract or written agreement information for food recovery services • Schedules for food recovery deliveries or collections • Quantity of food recovered in pounds per month
10 • Types of food each food recovery organization will receive or collect Please make sure to maintain these records as the City will be requesting this information annually beginning in 2022. The City will be required to report this information to the state annually.

The City thanks you for your efforts in complying with state and local requirements as well as reducing food insecurity in our community. Please do not hesitate to contact me at (949) 362 - 4313 should you have any questions.

Sincerely,

Russell Narahara
Senior Management Analyst
Public Works Department
City of Laguna Niguel

City of Buena Park
City Council Regular Meeting Agenda Report
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH KNOWLAND CONSTRUCTION SERVICES, INC. FOR DSA REQUIRED IN-PLANT INSPECTION SERVICES
Meeting
Tuesday, December 12, 2023, 5:00 PM
Agenda Group
CONSENT CALENDAR Item: 4H
Presented By
Nader M. Alqam, P.E., Assistant Engineer
Prepared By
Mina Mikhael, Director of Public Works/City Engineer
Approved By
Aaron France, City Manager

RECOMMENDED ACTION
1) Approve Amendment No. 1 to Professional Services Agreement (PSA) No. 23-11 with Knowland Construction Services, Inc. to perform additional Department of the State Architect (DSA) required inspection services for the Whitaker School Park Project in the amount of $29,400; 2) Authorize the City Manager and City Attorney to make any necessary, non-monetary changes to the amendment; 3) Authorize the City Manager and City Clerk to execute the amendment; and, 4) Approve a reallocation from the approved construction contingency to construction engineering in the amount of $140,000.

PREVIOUS CITY COUNCIL ACTION
On May 23, 2023, the City Council adopted a resolution approving plans and specifications for the Whitaker School Park Project and awarded a contract to Urban Habitat in the amount of $4,838,097.84 to construct the park.

DISCUSSION
The Whitaker School Park Project is currently under construction. Since this project is under the purview of the Department of the State Architect (DSA), the City is required to perform special inspections for certain structures that will be installed at the park. Specifically, the City is required to retain DSA-approved inspection consultants to perform material testing, and manufacturing inspection services for the shade structures and the modular restroom structures.

On September 7, 2023, the City entered into a professional services agreement with Knowland Construction Services, Inc. to provide the in-plant inspection services for the shade structure and restroom material testing services. This PSA is in the amount of $54,600, and was awarded under the City Manager's signing authority.

Since that time, the DSA has issued additional requirements for the City to retain a consultant to perform in-plant inspection services for the modular restroom manufacturing process. City staff requested that Knowland Construction Services, Inc. provide a cost proposal to expand their existing scope to perform the DSA-required inspection services. This cost proposal is in the amount of $29,400. The total cost of PSA 23-11 and Amendment No. 1 is $84,000, which is over the City Manager’s $80,000 signing authority.

Attachments
Amendment No. 1 PSA 23-11.pdf
Restroom Inspection Proposal.pdf
PSA 23-11 - Executed.pdf
Since the DSA-approved inspection must occur while the modular restroom is being manufactured, the approval of this Amendment No. 1 became a time sensitive item. In order to not delay the project, the City Manager approved Amendment No. 1 to PSA 23-11 under City Council Policy Number 13 to expand the inspection services scope of work. This approval was executed with the condition that the City Council approve this Amendment No. 1 at the upcoming Council Meeting.

Staff recommends ratifying Amendment No. 1 to PSA 23-11 to formally adopt this expanded scope for PSA 23-11.

In addition, staff is requesting a budget reallocation in the amount of $140,000 from the approved construction contingency to the engineering contingency to perform this work and other required construction engineering services/activities.

BUDGET IMPACT
This amendment is in the amount of $29,400. The approved construction contingency has a balance of $400,000, and has the funds required to complete the budget reallocation of $140,000.

AMENDMENT NO. 1
TO
PROFESSIONAL SERVICES AGREEMENT 23-11

This Amendment to Professional Services Agreement No. 23-11 (“Amendment”) is dated as of November 29, 2023, and is between the City of Buena Pa rk, a California municipal corporation (“CITY”) and KNOWLA ND CONSTRUCTION SERVICES, INC. (“CONSULTANT”). CITY and CONSULTANT are at times referred to herein jointly a s the “Parties” and individually as a “Party.”

WHEREAS, the Parties previously entered into a Professional Services Agreement dated September 7, 2023, (the “Agreement”), pursuant to which CITY re tained CONSULTANT to provide inspection services certified by the Division of the State Architect (“DSA”) for the Whitaker School Park Project, as such “Services” are more specifically defined in the Agreement; and

WHEREAS, the Parties desire to amend the Agreement to expand th e Services to be provided by CONSULTANT to include DSA-approved inspection servi ces during the manufacturing of certain modular restroom structures to be used in the Whitaker Park Project.

NOW THEREFORE, the Parties hereto agree as follows:

1. RECITALS. The foregoing recitals are true and correct and incorporated as a material part of this Amendment.

2. ADDITIONAL SERVICES. In addition to the Services defined in Section 2 of the Agreement, CONSULTANT shall perform those additional services s et forth in the CONSULTANT’s “Proposal for In-Plant Inspection” services, attac hed to this Amendment as Exhibit "A" (“Additional Services”), all to CITY’s reasonable satisfaction. CONSULTANT shall commence performing the Additional Services upon receipt of a written notice from CITY authorizing CONSULTANT to proceed, and only to the extent of such authorization.

CITY may, from time to time, request further changes in the sco pe of services to be performed by CONSULTANT under this Agreement. Such changes shall be in the form of a further written amendment to the Agreement signed by both Par ties and shall include any additional compensation agreed to by the Parties.

3. COMPENSATION. Subject to the maximum compensation amount hereafter provided, the CITY shall compensate CONSULTANT for the Additional Services at the rates set forth in Exhibit “A” to this Amendment, provided that the maximum total “NOT-TO-EXCEED” compensation that may be paid CONSULTANT under this Amendment, including reimbursement for expenses, if any, is $29,400.00.

4. INCORPORATION. Except as expressly amended herein this Amendment, all other terms and provisions of the Agreement shall govern this Amendment and remain in full force and effect, being deemed incorporated fully herein by this reference.

[signatures on following page]

Page 2 ends

IN WITNESS WHEREOF, the parties hereto have executed and enter ed into this Amendment as of the date first set forth above.

CITY OF BUENA PARK
a California Municipal Corporation

KNOWLAND CONSTRUCTION
SERVICES, INC.,

BY:

Aaron France, City Manager

Chris Knowland, President

Diane Knowland, Chief Executive
Officer
ATTEST:

BY:

Adria M. Jimenez, City Clerk

APPROVED AS TO FORM:

BY:

Christopher Cardinale,
City Attorney

DSA INSPECTORS
Knowland Construction Services
33 Narcissa Drive, Rancho Palos Verdes, CA 90275
Phone: (626) 757-4141 / Email: [email protected]

PROPOSAL FOR IN-PLANT INSPECTION

SCHOOL DISTRICT: City of Buena Park

INSPECTORS: Kazem Elshafie (or other approved IOR/PE, as required)

PROJECT: Whitaker School Park Project #04-120094

DURATION: (2) Months; 210 hours (November 2023- December 2023) Part-Time

RATE: Class 1: $140.00/hr.

TOTAL ESTIMATE: $29,400.00 NTE

*Hourly Rate increase of $3 at the start of every January of the construction/ contract period.

PROJECT INSPECTOR AGENCY AGREEMENT AND CONTRACT DUTIES:

1. Knowland Construction Services agrees to provide for continuous inspection of work for compliance with approved contract documents. Project Inspector duties as outlined in Title 24, Part 1, Chapter 4, Sections 4-333 through 4-342 California Code of Regulations, including DSA Interpretive Regulations A -6, A -7, A -8, and as incorporated in the following paragraphs.

2. Represent the District under the guidance of the designee of the District Superintendent.

3. Attend all planning, pre -construction conference, project meetings, or meetings as required by the District.

4. Monitor and observe all special inspections performed by the Districts contracted testing lab as required by the Testing and Inspections Sheet and as outlined in the

DSA INSPECTORS
Knowland Construction Services
33 Narcissa Drive, Rancho Palos Verdes, CA 90275
Phone: (626) 757-4141 / Email: [email protected]

Project Specifications. Maintain and update a log specifying hours spent on the project by special inspectors. Perform or monitor testing for Torque, Epoxy, Pull Tests, and other tests as approved by the DSA field engineer. Knowland Construction Services shall assist in minimizing unnecessary costs for testing where possible.

5. The District and the Inspector, Knowland Construction Services, shall each defend and hold harmless each other against any losses, liabilities, damages, injuries, claims, costs, or expenses arising out of or connected with the provisions of this agreement and the contract documents.

6. The Agreement shall begin upon written notice by a representative of the District and remain in effect continuously until project closeout, unless terminated in writing. The Contract is intended to be an agency agreement and may be terminated in 15 days by either party with or without cause. This Agency Agreement shall be assigned to other schools within the District and shall apply to other Inspectors as requested and approved by the District. The District shall not employ, contract, or engage in business or mutually beneficial relationships with Inspectors introduced to the District through Knowland Construction Services for a period of two (2) years after the dissolution of any contracts through Knowland Construction Services unless permission is granted prior to such relationships.

7. Knowland Construction Services shall maintain in effect a $4 million general liability insurance policy, Workman’s Compensation as required, and full liability auto insurance as required. District requests for additional insurance shall be paid additionally by the District at current market rates.

8. City of Buena Park agrees to pay Knowland Construction Services the cost of project services billed at the rate as outlined in the fee schedule within 30 working days of receipt of invoice. KCS shall bill in (5) hour increments (to include drive time) for each site visit.

Overtime shall be billed at 1 ½ times standard pay or per the local operator’s union. The fee schedule shall escalate $3/hr. each January after the contract is approved. KCS will allocate (4) hours per month for KCS administrative fees/ Project Management oversight.

Knowland Construction Services (Project Inspectors /Project Managers/ Engineers) shall provide all necessary cell phones, laptop computers, digital cameras, and equipment necessary to maintain proper documentation and administrative functions throughout the duration of the project. The District shall provide all utility lines, office space and furniture on an off-site location. KCS at its own discretion may utilize project managers or project engineers to perform administrative, report writing, DSA Box, and other duties where it is in the interest of the project.

DSA INSPECTORS
Knowland Construction Services
33 Narcissa Drive, Rancho Palos Verdes, CA 90275
Phone: (626) 757-4141 / Email: [email protected]

9. When an IOR is on vacation or unable to be at the project for reasons beyond his reasonable control, a Project Manager / Project Engineer will be assigned to oversee the project and shall be responsible for the accurate reporting of all activities to the inspector of record. Hours billed for inspection services shall include only hours worked in support of the project. Other billing arrangements may be as agreed in writing by the District.

Dated: October 31, 2023 Dated: October ____, 2023

Christopher Knowland
____________________________________ __________________________________ Christopher Knowland – KCS Agent – City of Buena Park

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1810847
Revised: 7-Sep-23

PROFESSIONAL SERVICES AGREEMENT
NO. 23-11

DATE: 07/13/2023

PROJECT: DSA Inspection Services for Whitaker School Park Project

PARTIES TO THE AGREEMENT:
“CITY” The CITY OF BUENA PARK, a California municipal corporation

Designated Official: Name: Mina Mikhael
Title: Director of Public Works/City Engineer
Telephone:

Mailing Address: 6650 Beach Boulevard
P.O. Box 5009
Buena Park, CA 90622-5009

THE CONSULTANT Knowland Construction Services, Inc
Name of Business

Representative: Name: Chris Knowland
Title: President
Telephone: (626) 786-4331
Address:

Mailing Address:
33 Narcissa Dr
Rancho palos Verdes, CA 90275

TERM OF SERVICE:

Commencement Date: 09/07/2023
Completion Date: 06/30/2024
CONTRACT AMOUNT: $54,600

APPROVED BY: ( ) City Council ( X ) City Manager ( ) Director of Public Works

THIS AGREEMENT MUST BE FIRST EXECUTED BY THE CONSULTANT OR ITS

REPRESENTATIVE AND APPROVED AS TO FORM BY THE CITY ATTORNEY BEFORE THE AGREEMENT MAY BE EXECUTED ON BEHALF OF THE CITY OF BUENA PARK.

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This Professional Services Agreement (“Agreement”) is dated September 7 2023, and is between Knowland Construction Services, Inc, a California corporation (the "CONSULTANT") and the CITY OF BUENA PARK , a California municipal corporation (the "CITY"). The CONSULTANT and the CITY are sometimes referred to herein collectively as the “Parties” and singularly as “Party”.

R E C I T A L S
A. The CITY desires to enter into this Agreement with CONSULTANT as an independent contractor to provide inspection services certified by the Division of the State Architect for Whitaker School Park Project (as further described herein the “Services”).

B. The CONSULTANT is fully qualified to perform the Services by virtue of its experience and the training, education and expertise of its principals and employees.

The Parties therefore agree as follows:

1.0 EMPLOYMENT OF CONSULTANT. The CITY shall engage the CONSULTANT and the CONSULTANT shall perform the Servicesrequired under this Agreement.

2.0 SCOPE OF SERVICES. The CONSULTANT shall perform during the term of this Agreement, those Servicesset forth in the Proposal for Project Inspectors from Consultant, dated June 20, 2023, attached hereto as Exhibit "A" ( “Consultant Proposal”), all to CITY’s reasonable satisfaction. The CONSULTANT shall commence performance of the Services upon receipt of a written notice from the Designated Official authorizing the CONSULTANT to proceed, and only to the extent of such authorization. The CITY may, from time to time, request changes in the scope of services of the CONSULTANT to be performed under this Agreement. Such changes shall be in the form of a written amendment to this Agreement signed by both Parties and shall include any additional compensation agreed to by the Parties.

3.0 TIME OF PERFORMANCE. The CONSULTANT shall commence performance of the Services immediately upon receipt of a written notice from the Designated Official and shall perform the Services in a timely, diligent manner in accordance with the Schedule of Performance included in Exhibit A or as modified in the Notice to Proceed issued by CITY.

4.0 TERM. The term of this Agreement shall commence on September 7, 2023, and shall remain in full force and effect until June 30, 2024, unless sooner terminated as provided in Section 10 of this Agreement.

5.0 COMPENSATION. Subject to the maximum compensation amount hereafter provided, the CITY shall compensate the CONSULTANT for the term of this Agreement based on the rates set forth in the Consultant Proposal. The maximum, “NOT-TO-EXCEED” compensation amount, including reimbursement for expenses, if any, that the CONSULTANT is entitled to receive pursuant to this Agreement is $54,600.

CITY shall review all invoices and notify the CONSULTANT in writing within ten (10) business days of any disputed amounts. The CITY shall pay all undisputed portions of the invoice within thirty (30) calendar days after receipt , up to the maximum compensatio n amount set forth in Section 5.0 of this Agreement. The CITY shall not withhold federal or state payroll or other taxes, or make deductions, from payments made to the CONSULTANT.

7.0 STANDARD OF SKILL . The CONSULTANT warrants that it possesses the professional expertise necessary to perform the Services. The CITY relies upon the skill of the CONSULTANT, and the CONSULTANT's staff, if any, to do and perform the Services in a skillful, competent, and pro fessional manner, and the CONSULTANT and CONSULTANT’s staff, shall perform the Services in such manner. The CONSULTANT shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of the CONSULTANT's work by the CITY shall not operate as a release of the CONSULTANT from such standard of care and workmanship.

8.0 INDEPENDENT CONTRACTOR. The CONSULTANT is retained by the CITY only to the extent set forth in this Agreement, and the CONSULTANT's relationship to the CIT Y is that of an independent contractor. The CONSULTANT shall be free to dispose of all portions of the CONSULTANT's time and activities that the CONSULTANT is not obligated to devote to the CITY in such a manner, and to such persons, firms or corporations , as the CONSULTANT sees fit except as expressly provided in this Agreement. Neither the CITY nor any of its agents shall have control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT shall not have the status of an employee under this Agreement, or be entitled to participate in any insurance, medical care, vacation, sick leave or other benefits provided for the CITY's officers or employees. The CONSULTANT shall have no power to incur any debt, obligation or liability on behalf of the CITY or otherwise act on behalf of the CITY as an agent. The 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 the CITY. The CONSULTANT shall pay all required taxes on amounts paid to the CONSULTANT under this Agreement, and indemnify and hold the CITY harmless from any and all taxes, assessments, penalties and interest asserted against the CITY by reaso n of the independent contractor relationship created by this Agreement. The CONSULTANT shall fully comply with applicable workers’ compensation laws regarding the CONSULTANT and the CONSULTANT’s employees. The CONSULTANT shall indemnify and hold the CITY harmless from any failure of the CONSULTANT to comply with applicable workers’ compensation laws.

The CITY may offset against the amount of any compensation due to the CONSULTANT under this Agreement any amount due to the CITY from the CONSULTANT as a re sult of the CONSULTANT’s failure to promptly pay to the CITY any reimbursement or indemnification arising under this Section 8.0.

9.0 INDEMNIFICATION. The CONSULTANT and the CITY agree that the CITY, its employees, agents and officials should, to the fullest extent permitted by law, be fully protected from any loss, injury, damage, claim, liability, lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to the performance of t his Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the fullest protection possible under the law to the CITY and the Indemnitees. The CONSULTANT acknowledges that the CITY would not have entered into this Agreement in the absence of the commitment of the CONSULTANT to indemnify and protect the CITY and the Indemnitees, as set forth in this Agreement.

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9.1 Indemnity for Professional Services . To the fullest extent permitt ed by law, the CONSULTANT shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the CITY, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those CITY agents serving as independent contractors in the role of CITY officials (collectively “Indemnitees” in this Section 9.0 ), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith (collectively “Claims”), whether actual, alleged or threatened, which arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of CONSULTANT, or its officers, agents, servants, employees, subcontractors, contractors or their officers, agents, servants or employees (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of professional services under this Agreement. CONSULTANT shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees’ choice, and shall pay all cost s and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. CONSULTANT shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith.

9.2 Indemnity. To the fullest extent permitted by law, the CONSULTANT shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the CITY, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those CITY agents serving as independent contractors in the role of CITY officials (collectively “Indemnitees” in this Section 9.0 ) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith , and the payment of all consequential damages (collectively “Claims”), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the acts or omissions, or willful misconduct, of the CONSULTANT, or its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that the CONSULTANT shall bear the legal liability thereof) in the performance of th is Agreement, including the Indemnitees’ active or passive negligence, except for Claims arising from the sole negligence or willful misconduct of Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. The CONSULTANT shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. The CONSULTANT shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith.]

9.3 Other Indemnities. Other than in the performance of professional services, and to the fullest extent permitted by law, CONSULTANT shall, at its sole cost and expense, to protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of account ants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Damages”), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the acts or omissions of CONSULTANT, its officers, agents, servants, employees, su bcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F PAGE 5 OF 13
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negligence, except for Damages arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. CONSULTANT shall defend the Indemnitees in any action or actions filed in connection with any Damages with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense.

CONSULTANT shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith.

9.4 The obligations of the CONSULTANT under this or any other provision of this Agreement shall not be limited by the provisions of any workers’ compensation act or similar act.

The CONSULTANT expressly waives any statutory immunity under such statutes or laws as to the Indemnitees. The CONSULTANT’s indemnity obligation set forth in this Section 9.0 shall not be limited by the limits of any po licies of insurance required or provided by the CONSULTANT pursuant to this Agreement.

9.5 The CONSULTANT’s covenant under this Section 9.0 shall survive the expiration or termination of this Agreement.

11.0 SAFETY REQUIREMENTS. All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA. The CITY may issue restraint or cease and desist orders to the CONSULTANT when unsafe or harmful acts are observed or reported relative to the performance of the Services. The CONSULTANT shall maintain the work sites free of hazards to persons and property resulting from its operations. The CONSULTANT shall immediately report to the CITY any hazardous condition noted by the CONSULTANT.

12.0 MANDATORY INSURANCE. The CONSULTANT shall maintain the following insurance coverage throughout the term of this Agreement, and , upon the CITY’s request, the CONSULTANT shall provide the CITY with evidence of such coverage, which may include visual inspection of all policies, copies of declarations page, endorsements signed by an authorized representative of the underwriting company, or certificates of insurance. Insurance coverage shall be provided in the forms and coverage amounts set forth in this Section 12.0.

12.1 Minimum Scope of Insurance. The CONSULTANT shall maintain policies with coverage at least as broad as:
(a) Insurance Services Office Commercial Gene ral Liability insurance (occurrence Form Number CG 00 01).
(b) Automobile Liability insurance with coverage at least as broad as Insurance Services Office Form Number CA 0001 covering “Any Auto” (Symbol 1).

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(c) Workers Compensation insurance as required by the Sta te of California , and Employer's Liability insurance.
(d) Professional Liability Insurance.

12.2 Minimum Limits of Insurance . The CONSULTANT shall maintain insurance coverage limits not less than:
(a) General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services, each location the Services are rendered, or the general aggregate limit shall be twice the required occurrence limit, and shall contain specific language creating a duty to defend against any suit seeking damages.
(b) Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
(c) Employer's Liability: $1,000,000 per accident for bodily injury or disease. (d) Professional liability: $2,000,000 per claim, with an extended reporting period of not less than two years.

12.3 Deductibles and Self -insured Retentions: Any deductibles or self -insured retentions must be declared to and approved by the CITY prior to the CONSULTANT commencing any work under this Agreement. At the CITY’s option, either: (i) the insurer shall reduce or eliminate the deductibles or self–insured retentions with respect to the CITY, its elected officials, officers, attorneys, agents, employees and designated volunteers; or (ii) the CONSULTANT shall provide a bond or other financial guarantee, satisfactory to the CI TY, guaranteeing payment of losses and related investigations, claim administration and defense expenses.

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(c) For any claims related to the project to which the Services relate , this Agreement or the Services performed under this Agreement , the C ONSULTANT's insurance coverage shall be primary to any other similar insurance carried by the CITY. Any insurance or self-insurance maintained by the CITY or any of the Additional Insureds, shall be in excess of the CONSULTANT's insurance and shall not be called upon to contribute with it. (d) All insurance coverage shall contain a provision that prohibits cancellation, modification or lapse without thirty (30) calendar days' prior written notice from insurer to the CITY.

12.5 Other Insurance Provisions. The CONSULTANT and the CITY further agree as follows:
(a) All insurance coverage and limits provided pursuant to this Agreement shall apply to the full extent of the policies involved, available or applicable. Nothing contained in this Agreement or any other agreement relating to the CITY or its operations limits the application of the insurance coverage.
(b) Requirements of specific coverage features or limit s contain ed in this Section 12.0 are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only and is not intended by any Party to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. (c) All insurance coverage shall cover the CONSULTANT’s operations pursuant to the terms of this Agreement.
(d) Any actual or alleged failure on the part of the CITY or any other additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of the CITY or any additional insured, in this or any other regard.
(e) In the e vent any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, the CITY has the right, but not the duty, to obtain the insurance it deems necessary and the CONSULTANT shall promptly reimburse to the CITY any premium paid by the CITY.
(f) The CONSULTANT shall provide immediate notice to the CITY of any claim or loss against the CONSULTANT that includes the CITY or any of the Additional Insureds as a defendant. The CITY assumes no obligation or liability from the notice. The CITY shall have the right, but not the duty, to monitor the handling of the claim or claims if they are likely to involve the CITY.

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12.6 Acceptability of Insurers. All insurance coverage required by this Section 12.0 shall be written by insurers admitted to conduct business in the State of California by the Department of Insurance and rated “A:VIII” in the most recent A.M. Best's Insurance Rating Guide.

12.7 Verification of Coverage . The CONSULTANT shall furnish the CITY with evidence of the insurance required by this Section 12.0, satisfactory to the CITY. The evidence shall consist of original certificates of insurance and amendatory endorsements, including an additional insured endorsement. The endorsements shall be on forms provided by the CITY or on such other forms approved by the CITY in writing, and amended to conform to the CITY's requirements. The CONSULTANT shall file all certificates of insurance and fully executed endorsements with the CITY before commencing performance of the Services. Thereafter, the CONSULTANT shall provide proof that the policies of insurance required under this Agreement and expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. The CONSULTANT shall furnish such proof to the CITY prior to the expiration of the affected coverages. The CITY may require complete, certified copies of all required insurance policies, including endorsements effectin g the coverage required by these specifications at any time. The CONSULTANT shall provide complete copies of policies to the CITY upon request.

12.8 Subcontractors. The CONSULTANT shall include all subcontractors , or any other party involved in the performance of the Services, as insureds under its policies or shall require subcontractors or any other party involved in the Services by the CONSULTANT to carry the same insurance as required in this Section 12.0. The CONSULTANT shall obtain certificates evidencing the coverage and make reasonable efforts to ensure that the coverage is provided as required in this Section 12.0 . The CONSULTANT shall require that no contract used by any subcontractor, or contract the CONSULTANT enters into on behalf of the CITY, shall reserve the right to charge back to the CITY the cost of insurance required by this Agreement. The CONSULTANT shall, upon request, submit to the CITY for review , all agreements with subcontractors or others with whom the CONSULTANT contracts with on behalf of the CITY, and all certificates of insurance obtained in compliance with this Section 12.8. The CITY’s failure to request copies of the documents shall not impose any liability on the CITY, or its employees, or be deemed a waiver of any of the CITY’s rights.

13.0 WORK PRODUCT.

13.2 Ownership.

(a) All draft and final reports, documents and other written material, and any and all images, ideas, concepts, designs including website designs, source code, object code, electronic data and files or other media whatsoever, created or developed by the CONSULTANT in the performance of this Agreement (collectively, “Work Pro duct”) shall be considered to be “works made for hire” for the benefit of the CITY. All Work Product and any and all intellectual property rights arising from their creation, including all copyrights and other proprietary rights, shall be and remain the property of CITY without restriction or limitation upon their use, duplication or dissemination by the CITY upon final payment being made. The CONSULTANT shall not DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F PAGE 9 OF 13
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obtain or attempt to obtain copyright protection as to any of the Work Product.

(c) The CONSULTANT warrants and represents that it has secured all necessary licenses, consents or approvals necessary to the production of the Work Product, and that upon final payment, the CITY shall have full legal title to the Work Product, and full legal authority and the right to use and reproduce the Work Product for any purpose. The CONSULTANT shall defend, indemnify and hold the CITY, and its elected officials, officers, employees, servants, attorneys, designated volunteers and agents serving as independent contractors in the role of city officials, harmless from any loss, claim or liability in any way related to a claim that the CITY’s use of any of the Work Product is violating federal, state or local laws, or any contra ctual provisions, or any rights or laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights or interests in products, ideas or inventions.

Consultant shall bear all costs arising fro m the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Work Product produced under this Agreement. In the event any the use of any of the Work Product o r other deliverables hereunder by the CITY is held to constitute an infringement and the use of any of the same is enjoined, CONSULTANT, at its expense, shall:
(a) secure for the CITY the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for the CITY; or (b) modify the Work Product and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. The CONSULTANT’s covenants under this Section 13.2 shall survive the expiration or termination of this Agreement.

13.3 Confidentiality. Except as otherwise required by law, t he CONSULTANT shall not disclose, publish or authorize others to disclose or publish, design data , drawings, specifications, reports or other information pertaining to the Services assigned to the CONSULTANT by the CITY or other information to which the CONSULTANT has had access during the term of this Agreement without the Designated Official’s prior written approval.

CONSULTANT’s covenant under this Section 13.3 shall survive the expiration or termination of this Agreement.

13.4 Records. The CONSULTANT shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information relating to the Services, as required by the CITY or the Designated Official. The CONSULTANT shall maintain adequate records on services provided in sufficient detail to permit an evaluation of the Services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. At all times during regular business hours, the CONSULTANT shall provide access to such books and records to the Designated Official, or his or her designees, and shall give the Designated Official , or his or her designees , the right to examine and audit such books and records and to make transcripts as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement.

written consent, by and through the Designated Official. The CITY’s consent to an assignment of rights under this Agreement shal l not release the CONSULTANT from any of its obligations or alter any of its obligations to be performed under this Agreement. Any attempt at assignment or delegation by the CONSULTANT in violation of this Section 14.0 shall be void and of no effect and s hall entitle the CITY to immediately terminate this Agreement for cause . The CONSULTANT's services under to this Agreement shall be provided by the Representative or directly under the supervision of the Representative and the CONSULTANT shall not assign another to supervise the CONSULTANT's performance of this Agreement without the CITY’s prior written approval, by and through the Designated Official. As used in this Section 14.0, “assignment” and “delegation” means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. The CONSULTANT shall not subcontract any performance required under this Agreement without the CITY’s prior written consent.

15.0 MISCELLANEOUS TERMS.

15.1 Nuisance. The CONSULTANT shall not maintain, commit or permit the maintenance or commission of any nuisance in connection with the performance of services under this Agreement.

15.3 Conflicts of Interest. The CONSULTANT shall comply with all applicable federal, state and local conflict of Interest laws, including the Political Reform Act (Cal . Gov. Code, § 81000 et seq. ) and California Government Code Section 1090. During the term of this Agreement, the CONSULTANT may perform similar services for other clients, but the CONSULTANT and its officers, employees, associates and subconsultants shall not, without the City Manager’s prior written approval , perform work for another person or entity for whom the CONSULTANT is not currently performing work that would require the CONSULTANT, or one of its officers, employees, associates or subconsultants, to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

15.4 Waiver. No delay or omission to exercise any right, power or remedy accruing to the CITY under this Agreement shall impair any right, power or remedy of the CITY, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver by the CITY of any breach, any failure of a condition, or any right or remedy under this A greement shall be : (1) effective unless it is in writing and signed by the Party making the waiver ; (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy; or (3) deemed to constitute a continuing waiver unless the writing expressly so states.

15.5 Accomplishment of Services. The CONSULTANT shall commence, carry on and complete its assignments with all practicable dispatch, in a sound, economical, and efficient manner in accordance with all applicable laws and generally accepted industry and applicable professional standards.

15.6 Captions for Convenience Only . The titles of the sections, subsections and paragraphs set forth in this Agreement are inserted for convenience and reference only and shall DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F PAGE 11 OF 13
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be disregarded in construing or interpreting any of the provisions of this Agreement and the rights or obligations of the Parties to this Agreement.

15.8 Notices. Any notice , consent, request, demand, bill, invoice, report or other communication required or permitted under this Agreement shall be given in writing to the person at the addresses specified on first page of this Agreement and deemed effective: (a) on personal delivery, (b) on confirmed delivery by courier service during the CONSULTANT’s and the CITY’s regular business hours, or (c) three business days after deposit in the United States mail, by first class mail, postage prepaid. Either Party may change the specified person or address at which it is to receive notices by advising the other Party in writing.

15.10 When Rights and Remedies Not Waived . In no event shall the making by the CITY of any payment to the CONSULTANT constitute or be construed as a w aiver by the CITY of any breach of covenant, or any default that may then exist, on the part of the CONSULTANT, and the making of any such payment by the CITY while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to the CITY with regard to such breach or default.

15.11 Cost of Litigation. If any legal action is necessary to enforce any provision of this Agreement or for damages by reason of an alleged breach of any provisions of this Agreement (whether in contract, tort or both), the prevailing Party shall be entitled to receive from the losing Party all attorneys’ fees, costs and expenses in such amount as the courts may determine to be reasonable. In awarding the cost of litigation, the court shall not be bound by any court fee schedule, but shall, if it is in the in terest of justice to do so, award the full amount of costs, expenses and attorneys' fees paid or incurred in good faith.

15.12 Compliance with Laws . In the performance of the work required by this Agreement, the CONSULTANT shall abide by and conform with and to any and all applicable laws of the United States and the State of California, and with the CITY's Municipal Code, ordinances, regulations and policies. [IF THE AGREEMENT CALLS FOR SERVICES THAT, IN WHOLE OR IN PART, CO NSTITUTE “PUBLIC WOR KS,” SUCH AS BOU NDARY SURVEY

WORK, TOPOGRAPHICAL SURVEY WORK, RELOCATION WORK, CON STRUCTION

INSPECTION, TESTING AND OVERSIGHT SERVIC ES, SITE ASSEMBLY WO RK,

PRECONSTRUCTION TEST ING AND INSPECTION S ERVICES, INSTALLATIO N AND

REMOVAL OF TEMPORARY FENCING AT PROJECT S ITES, OR GEOTECHNICAL WORK (INCLUDING SOIL AND COMPACTION TESTING, FIELD TECHNICIAN OBSERVATION OF

ALL TRENCHING AND BACKFILL OPERATIONS, AND FIELD TECHNICIAN INSTALLATION

OF MONITORING DEVICES), USE THE FOLLOWIN G LANGUAGE AND INCLUDE EXHIBIT C: Further, this Agreement may call for services that, in whole or in part, constitute “public works” as defined in the California Labor Code. Therefore, as to those services that are “public works,” the CONSULTANT shall comply in all respects with the all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto.] DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F PAGE 12 OF 13
Revised: 7-Sep-23

15.14 Governing Law. The terms of this Agreement, and any dispute arising from the relationship between the Parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California , without regard for its conflicts of laws principles, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement . Any dispute that arises under or relates to this Agreement (whether contract, tort or bo th) shall be resolved in superior or federal court with geographic jurisdiction over the City of Buena Park.

15.15 Integrated Agreement and Modificaiton of Agreement. This Agreement, and all exhibits referred to in this Agreement, constitutes the final, complete and exclusive statement of the terms of the agreement between the CITY and the CONSULTANT with respect to the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous oral or written negotiations, representations or agree ments of the Parties . No verbal agreement or implied covenant shall be held to vary the provisions of this Agreement. No Party has been induced to enter into this Agreement by, nor is any Party relying on, any representation or warranty except those expressly set forth in this Agreement. This Agreement may be modified only by a writing signed by both Parties.

15.16 Authority to Bind Parties. Each of the undersigned hereby represents that he or she has the authority to execute this Agreement on behalf of his or her contracting Party.

15.17 Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated into this Agreement by this reference. In the event of any inconsistency between the express provisions of this Agreement and any provision in Exhibit A or any other exhibit, the provisions of this Agreement shall prevail.

15.18 Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance.

DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F PAGE 13 OF 13
Revised: 7-Sep-23

In recognition of the obligations stated in this Agreement, the Parties have executed this Agreement on the date indicated above.

CITY OF BUENA PARK

a California municipal corporation
CONSULTANT*

Knowland Construction Services, Inc
Name of Business

Signature

Name: Aaron France Name: Chris Knowland

Title:

City Manager

Title:

President

Signature

Name: Diane Knowland

Title:

Chief Executive Officer

* Please note, two signatures required for corporations pursuant to California Corporations Code Section 313 , unless corporate documents provided to the ity authorize only one person to sign this Agreement on behalf of the corporation.

ATTEST:
(SEAL)

_____________________________________
Adria M. Jimenez, MMC, City Clerk

APPROVED AS TO FORM:

_____________________________________
Christopher G. Cardinale, City Attorney
DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F

Knowland Construction Services June 20, 2023

PROPOSAL FOR PROJECT INSPECTORS
CLIENT: City of Buena Park INSPECTORS: Mark Sarraffe / Austin Knowland / Katie Knowland / Chris Knowland (or other approved IOR/PE, as required)
PROJECT: Whitaker School Park Project #04-120094
DURATION: September 2023 – March 2024 7 months
RATE: $7,800.00 per month
TOTAL ESTIMATE: $54,600.00
PROJECT INSPECTOR AGENCY AGREEMENT AND CONTRACT DUTIES:

1. Knowland Construction Services agrees to provide for continuous inspection of work for compliance with approved contract documents. Project Inspector duties as outlined in Title 24, Part 1, Chapter 4, Sections 4-333 thru 4-342 California Code of Regulations, including DSA Interpretive Regulations A-6, A-7, A-8, and as incorporated in the following paragraphs.

2. Represent the Client under the guidance of the designee of the District Superintendent. KCS shall attend all planning, pre-construction conference, project meetings, or meetings as required by the District.

3. Monitor and observe all Special Inspections performed by the Client’s contracted Testing Lab as required by the Testing and Inspections Sheet and as outlined in the Project Specifications. Maintain and update a log specifying hours spent on the project by Special Inspectors. Perform or monitor testing for Torque, Epoxy, Pull Tests, and other tests as approved by the DSA Field Engineer. Knowland Construction Services shall assist in minimizing unnecessary costs for testing where possible.

4. The Agreement shall begin upon written notice by a representative of the Client and remain in effect continuously until project closeout, unless terminated in writing. This Agency Agreement shall be assignable to other projects and shall apply to other Inspectors / PM / PEs as requested and approved by the Client.

DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F The Client shall not employ, contract, or engage in business or mutually beneficial relationships with KCS personnel introduced to the Client through Knowland Construction Services for a period of two (2) years after the dissolution of any contracts through Knowland Construction Services unless permission is granted prior to such relationships.

5. Knowland Construction Services shall maintain in effect all required insurances listed in the City of Buena Park PLA.

6. KCS shall visit the site daily and communicate with the contractor for all days work is occurring on site and shall invoice in (5) hour increments (to include drive time, report writing and administration) for each site visit after initial scheduled work is complete. Overtime shall be billed at 1 ½ times standard pay or per the local operator’s union. Fee’s are inclusive of KCS management, administration, and work performed off-site in support of the project and DSA requirements.

Knowland Construction Services (Project Inspectors /Project Managers/ Engineers) shall provide all necessary cell phones, laptop computers, digital cameras, and equipment necessary to maintain proper documentation and administrative functions throughout the duration of the project. The City shall provide all utility lines, office space and furniture as required. KCS at its own discretion may utilize project managers or project engineers to perform administrative, report writing, DSA Box, and other duties where it is in the interest of the project.

7. In the event the project is extended beyond the contracted schedule, additional work shall be prorated. A minimum of 2 hours per week shall be applied for DSA oversight and administration until the project is completed and certified by DSA.

Other arrangements shall be as negotiated between the Client and Knowland Construction Services as necessary.

Christopher Knowland
Christopher Knowland – KCS Agent – City of Buena Park
Knowland Construction Services
DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F EXHIBIT “B”

CALIFORNIA LABOR CODE COMPLIANCE
[Labor Code §§ 1720 et seq., 1813, 1860, 1861, 3700]

If this Agreement calls for services that, in whole or in part, constitute “public works” as defined in the California Labor Code, then:

1. This Agreement is subject to the provisions of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works and the awarding public agency (“City”) and Consultant agree to be bound by all the provisions thereof as though set forth in full herein.

2. Consultant shall be registered with the Department of Industrial Relations (“DIR”) in accordance with California Labor Code Section 1725.5 and has provided proof of registration to CITY prior to the Effective Date of this Agreement.

3. Consultant agrees to comply with the provisions of California Labor Code Sections 1771, 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The applicable prevailing wage determination(s) may be obtained at
(http://www.dir.ca.gov/OPRL/DPreWageDetermination.htm), are on file with City, and are available to any interested party upon request. Consultant shall, as a penalty to the City, forfeit not more than two-hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for any public work done under this Agreement by Consultant or by any subcontractor.

4. Pursuant to California Labor Code Section 1771.4, Consultant’s services are subject to compliance monitoring and enforcement by the Department of Industrial Relations.

Consultant shall post job site notices as prescribed by DIR regulations and furnish the records specified in California Labor Code Section 1776 directly to the Labor Commissioner in the manner prescribed by California Labor Code Section 1771.4(a)(3) and (c)(2).

5. Consultant shall comply with the provisions of California Labor Code Section 1776 which, among other things, require Consultant and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform the City of the location of the records. The Consultant is responsible for compliance with Section 1776 by itself and all of its subcontractors.

6. Consultant shall comply with the provisions of California Labor Code Section 1777.5 concerning the employment of apprentices on public works projects, and further agrees that Consultant is responsible for compliance with Section 1777.5 by itself and all of its subcontractors.

7. Consultant shall comply with the provisions of California Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the execution of this Agreement by the Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the California Labor Code.

8. California Labor Code Sections 1860 and 3700 provide that every contractor will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Consultant hereby certifies as follows:

“I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers’ compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this Agreement.”

Date _______________ Signature ____________________________________

DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F 9/7/2023 | 10:45:57 AM PDT
08/11/2023
Cornerstone Specialty Insurance Services, Inc.
14252 Culver Drive, A299
Irvine CA 92604
Aimee Guesno
(714) 731-7700 (714) 731-7750
[email protected]
KNOWLAND CONSTRUCTION SERVICES, INC.
33 Narcissa Drive
Rancho Palos Verdes CA 90275
RLI Insurance Company 13056
22/23 COVERAGES
A

ADDT'L INSURED / PRIMARY
BLNKT WVR OF SUBRO Y Y PSB0009795 12/15/2022 12/15/2023 2,000,000
1,000,000
10,000

INCLUDED
4,000,000
4,000,000
A PSB0009795 12/15/2022 12/15/2023
2,000,000
A
0 PSE0004801 12/15/2022 12/15/2023
3,000,000
3,000,000
A

PROFESSIONAL LIABILITY
Claims Made RDP0049165 12/15/2022 12/15/2023
EACH CLAIM: $2,000,000
ANNUAL AGGREGATE: $4,000,000
Certificate Holder is Additional Insured for General Liability but only if required by written contract with the Named Insured prior to an occurrence and as per attached endorsement. Coverage is subject to all policy terms and conditions. *30 days notice of cancellation, except for 10 days notice for non-payment of premium. For Professional Liability coverage, the aggregate limit is the total insurance available for all covered claims reported within the policy period.

City of Buena Park Public Works Dept.
6650 Beach Blvd.

Buena Park CA 90622

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS.

INSURER(S) AFFORDING COVERAGE
INSURER F :

INSURER E :

INSURER D :

INSURER C :

INSURER B :

INSURER A :

NAIC #
NAME:

CONTACT
(A/C, No):

FAX
E-MAIL
ADDRESS:

PRODUCER
(A/C, No, Ext):

PHONE

INSURED
REVISION NUMBER:CERTIFICATE NUMBER:COVERAGES
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.

If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS

CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.

OTHER:
(Per accident)
(Ea accident)
$
$
N / A
SUBR
WVD
ADDL
INSD

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS

CERTIFICATE 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. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. $
$
$
$PROPERTY DAMAGE
BODILY INJURY (Per accident)
BODILY INJURY (Per person)

COMBINED SINGLE LIMIT

AUTOS ONLY

AUTOSAUTOS ONLY

NON-OWNED

SCHEDULEDOWNED

ANY AUTO

AUTOMOBILE LIABILITY
Y / N

WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY
OFFICER/MEMBER EXCLUDED?
(Mandatory in NH)
DESCRIPTION OF OPERATIONS below
If yes, describe under

ANY PROPRIETOR/PARTNER/EXECUTIVE
$
$
$
E.L. DISEASE - POLICY LIMIT
E.L. DISEASE - EA EMPLOYEE
E.L. EACH ACCIDENT
ER
OTH-

STATUTE
PER

LIMITS(MM/DD/YYYY)

POLICY EXP
(MM/DD/YYYY)

POLICY EFF

POLICY NUMBERTYPE OF INSURANCELTR
INSR
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

EXCESS LIAB
UMBRELLA LIAB $EACH OCCURRENCE
$AGGREGATE
$
OCCUR

CLAIMS-MADE
DED RETENTION $
$PRODUCTS - COMP/OP AGG
$GENERAL AGGREGATE
$PERSONAL & ADV INJURY
$MED EXP (Any one person)
$EACH OCCURRENCE

DAMAGE TO RENTED
$PREMISES (Ea occurrence)

COMMERCIAL GENERAL LIABILITY

CLAIMS-MADE OCCUR
GEN'L AGGREGATE LIMIT APPLIES PER:

POLICY PRO-

JECT LOC

CERTIFICATE OF LIABILITY INSURANCE

DATE (MM/DD/YYYY)

CANCELLATION

AUTHORIZED REPRESENTATIVE
ACORD 25 (2016/03)
© 1988-2015 ACORD CORPORATION. All rights reserved.

CERTIFICATE HOLDER
The ACORD name and logo are registered marks of ACORD
HIRED

AUTOS ONLY
By Laurie Aubuchon at 9:48 am, Aug 21, 2023
DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F Policy Number: PSB0009795 RLI Insurance Company
Named Insured: Knowland Construction Services, Inc.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR PROFESSIONALS

BLANKET ADDITIONAL INSURED ENDORSEMENT

This endorsement modifies insurance provided under the following:

BUSINESSOWNERS COVERAGE FORM - SECTION II – LIABILITY

1. C. WHO IS AN INSURED is amended to include as
an additional insured any person or organization that
you agree in a contract or agreement requiring
insurance to include as an additional insured on this
policy, but only with respect to liability for "bodily
injury", "property damage" or "personal and
advertising injury" caused in whole or in part by you
or those acting on your behalf:

a. In the performance of your ongoing operations;

b. In connection with premises owned by or rented
to you; or

c. In connection with “your work” and included
within the “product-completed operations
hazard”.

2. The insurance provided to the additional insured by this endorsement is limited as follows:

a. This insurance does not apply on any basis to
any person or organization for which coverage
as an additional insured specifically is added by
another endorsement to this policy.

b. This insurance does not apply to the rendering
of or failure to render any "professional
services".

c. This endorsement does not increase any of the
limits of insurance stated in D. Liability And
Medical Expenses Limits of Insurance.

3. The following is added to SECTION III H.2. Other
Insurance – COMMON POLICY CONDITIONS
(BUT APPLICABLE ONLY TO SECTION II –

LIABILITY)

However, if you specifically agree in a contract or
agreement that the insurance provided to an additional insured under this policy must apply on a
primary ba sis, or a primary and non-contributory
basis, this insurance is primary to other insurance that is available to such additional insured which covers
such additional insured as a named insured, and we
will not share with that other insurance, provided that:

a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have
entered into that contract or agreement; or

b. The "personal and advertising injury" for which
coverage is sought arises out of an offense
committed af ter you have entered into that
contract or agreement.

4. The following is added to SECTION III K. 2.

Transfer of Rights of Recovery Against Others to
Us – COMMON POLICY CONDITIONS (BUT
APPLICABLE TO ONLY TO SECTION II –

LIABILITY)

We waive any rights of recovery we may have against
any person or organization because of payments we
make for "bodily injury", "property dam age" or
"personal and advertising injury" arising out of "your
work" performed by you, or on your behalf, under a
contract or agreement wi th that person or
organization. We waive these rights only where you
have agreed to do so as part of a contract or
agreement with such person or organization entered
into by you before the "bodily injury" or "property
damage" occurs, or the "personal and advertising
injury" offense is committed.

ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED.

PPB 304 02 12 Page 1 of 1
DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F Policy Number:PSE0004801 RLI Insurance Company
Named Insured: Knowland Construction Services, Inc.

THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

RLIPack® FOR DESIGN PROFESSIONALS

EXCESS LIABILITY ENHANCEMENT

SCHEDULE OF COVERAGES ADDRESSED BY THIS ENDORSEMENT

B. Additional Insured – Primary/Non-contributory
C. Waiver Of Transfer Of Rights Of Recovery Against Others To Us

This endorsement modifies insurance provided under the following:

COMMERCIAL EXCESS LIABILITY COVERAGE FORM

B. Additional Insured – Primary/Non-
contributory

Paragraph K. Other Insurance of SECTION
IV – CONDITIONS is deleted and replaced by
the following:

K. Other Insurance
If other insurance, whether collectible or not,
is available to the insured covering a loss
also covered by this policy, the insurance
afforded by this policy shall be in excess of,
and shall not contribute with, such other
insurance. However, if the underlying
insurance provides coverage to an
additional insured on a primary basis, or a
primary and non-contributory basis, this
insurance shall be available to such
additional insured on an excess basis over
the underlying insurance. We will not share
with other insurance which covers such
additional insured as a named insured.

C. Waiver Of Transfer Of Rights Of Recovery
Against Others To Us

Paragraph L. Subrogation of SECTION IV –
CONDITIONS is deleted and replaced by the
following:

L. Subrogation
In the event of any payment under this policy,
the insured must notify us of any of the
insured's rights of recovery against any person
or organization. We shall be subrogated to all
such rights. The insured shall execute and
deliver instruments and papers and do
whatever else is necessary to secure such
rights. The insured shall do nothing after loss
to prejudice such rights. However we waive
any rights of recovery we may have against
any person or organization if the underlying
insurance also waives such rights.

Any amount recovered through subrogation or
otherwise shall be apportioned in the inverse
order of payment of the claim or claims
involved to the extent of actual payment
thereof by all interests. The expenses of all
such recoveries and proceedings in
connection therewith shall be apportioned in
the ratio of respective recoveries. With respect
to proceedings conducted solely by us, if there
is no recovery, we will bear the expense
thereof. If there is a recovery, we shall be
reimbursed in full from
such recovery for the amount of all expenses
incurred by us before apportionment

DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F 08/17/2023Phone: (951)553-7400Diamond Valley Insurance Services, Inc.41856 Ivy Street # 108MURRIETA, CA 92562License #: 0H94716KNOWLAND CONSTRUCTION SERVICES33 NARCISSA DRRANCHO PALOS VERDES, CA 90275-5927Mercury Casualty Company 38342A Y BA040000030888 12/07/2022 12/07/2023XXX 1,000,000State Compensation Insurance Fund35076 B 1793826-2023 07/01/2023 07/01/2024X1,000,0001,000,0001,000,000Certificate holder, its agents, representatives, employees are named as an additional insured per the Auto endorsement attached. 30 days notice of intent to cancel, except 10 days for non payment of premium.City of Buena Park6650 Beach BlvdBuena Park, CA 90621 (SMC)Printed by SMC on 08/17/2023 at 04:06PM
TM
ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED? INSR ADD'LLTRINSRDDATE (MM/DD/YYYY)PRODUCERINSUREDPOLICY EFFECTIVE POLICY EXPIRATIONPOLICY NUMBER LIMITSDATE (MM/DD/YY) DATE (MM/DD/YY)TYPE OF INSURANCEGENERAL LIABILITYAUTOMOBILE LIABILITYGARAGE LIABILITYEXCESS/UMBRELLA LIABILITYWORKERS COMPENSATION ANDEMPLOYERS' LIABILITYOTHERDESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONSSHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATIONDATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL DAYS WRITTENNOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALLIMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS ORREPRESENTATIVES.AUTHORIZED REPRESENTATIVE INSURER A:INSURER B:INSURER C:INSURER D:INSURER E:EACH OCCURRENCE $DAMAGE TO RENTEDCOMMERCIAL GENERAL LIABILITY $PREMISES (Ea occurence)CLAIMS MADE OCCUR MED EXP (Any one person) $PERSONAL & ADV INJURY $GENERAL AGGREGATE $GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $PRO-POLICY LOCJECTCOMBINED SINGLE LIMIT$(Ea accident)ANY AUTOALL OWNED AUTOSBODILY INJURY$(Per person)SCHEDULED AUTOSHIRED AUTOSBODILY INJURY$(Per accident)NON-OWNED AUTOSPROPERTY DAMAGE$(Per accident)AUTO ONLY - EA ACCIDENT $ANY AUTO EA ACC $OTHER THANAUTO ONLY:AGG $EACH OCCURRENCE $OCCUR CLAIMS MADE AGGREGATE $$DEDUCTIBLE $RETENTION $ $WC STATU- OTH-TORY LIMITS ERE.L. EACH ACCIDENT $E.L. DISEASE - EA EMPLOYEE $If yes, describe underE.L. DISEASE - POLICY LIMIT $SPECIAL PROVISIONS below THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDINGANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED ORMAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCHPOLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIONONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATEHOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND ORALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW.INSURERS AFFORDING COVERAGE NAIC #COVERAGES CERTIFICATE HOLDER CANCELLATIONACORD 25 (2001/08)© ACORD CORPORATION 1988

ACORDCERTIFICATE OF LIABILITY INSURANCE
DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F Printed by SMC on August 17, 2023 at 04:06PMACORD 25 (2001/08) If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statementon this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies mayrequire an endorsement. A statement on this certificate does not confer rights to the certificateholder in lieu of such endorsement(s).The Certificate of Insurance on the reverse side of this form does not constitute a contract betweenthe issuing insurer(s), authorized representative or producer, and the certificate holder, nor does itaffirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon.DISCLAIMERIMPORTANT DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F DocuSign Envelope ID: 9C324290-05D1-4787-B920-B22D6DA55B3F City of Buena Park
City Council Regular Meeting Agenda Report
AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT WITH ALLIED UNIVERSAL FOR JANITORIAL

SERVICES
Meeting
Tuesday, December 12, 2023, 5:00 PM
Agenda Group
CONSENT CALENDAR Item: 4I
Presented By
Joe Hunt, Public Works Manager
Prepared By
Mina Mikhael, Director of Public Works/City Engineer
Approved By
Aaron France, City Manager

RECOMMENDED ACTION
1) Approve Amendment No. 1 to Professional Services Agreement with Allied Universal ('Allied') of Santa Ana, California, to provide janitorial services at City facilities for calendar year 2024 in the amount of $356,215.44; 2) Authorize the City Manager and City Attorney to make any necessary, non-monetary changes to the amendment; and, 3) Authorize the City Manager and City Clerk to execute the amendment.

PREVIOUS CITY COUNCIL ACTION
On October 25, 2022, the City Council approved a one-year professional services agreement with Allied with four potential one-year extensions to provide janitorial services at City facilities in the amount of $342,720, annually.

DISCUSSION
In August 2022, the City issued a formal Request for Proposals (RFP) for janitorial services. The RFP opportunity was posted on the City’s bid portal, PlanetBids, and posted in the City's designated public posting locations. Six (6) proposal responses were received in the City Clerk’s Office. Proposals were received from the following vendors: Allied Universal Janitorial; Base Hill, Inc.; Coastal Building Services; Dynamic Building Maintenance; Green Global Environmental; and Servicon Systems.

The proposals were initially reviewed by the Purchasing Manager for responsiveness. The proposals were then evaluated by an evaluation committee ('committee') comprised of internal subject matter experts in accordance with the evaluation criteria set forth in the RFP. The top three ranked finalists were invited to give presentations to the committee and also invited to submit a Best and Final Offer (BAFO) for pricing. In ranking order the finalists were: Allied Universal Janitorial Services; Servicon Systems; and Base Hill. Reference checks were performed and financials were reviewed by the City’s Director of Finance. Final ranking was completed and the committee presented a unanimous recommendation for award.

Based on receiving the highest overall scoring in accordance with the evaluation criteria set forth in the RFP, the committee recommended the award of the agreement of janitorial services to Allied Universal Janitorial Services.

Attachments
FINAL Amendment 1 to PSA 22-32 Allied Universal CC.pdf
Final Proposal Amendment 1.pdf
PSA 22-32 Signed.pdf
Proposal for PSA 22-32.pdf
The proposed agreement was in the amount of $342,720 ($28,560 per month) during the first year. This contract rate was an increase of $5,124 monthly over the previous monthly rate of $23,436. A significant part of this increase expanded the services to include a day porter service at the Ehlers Event Center and the Buena Park Community Center. This one-year agreement included provisions for four additional one-year extensions for a potential total term of five years.

Staff is satisfied with the performance of Allied during the first year of the agreement and recommends approving an additional year of services at the monthly rate of $29,684.62, for a total amount of $356,215.44 for calendar year 2024.

This report and agreement have been coordinated with the Purchasing Manager and the City Attorney.

BUDGET IMPACT
The cost of this agreement is $356,215.44 annually. This results in a monthly cost of $29,684.62. Funds have been budgeted for this purpose in the General Fund and the Facility Maintenance Fund in the following amounts:

Account No. Amount
77-6240-170670 $234,000
11-6240-650306 $102,500
11-6240-875805 $28,000
There are adequate funds in these accounts to pay for janitorial services through December 31, 2024, without an additional budget appropriation.

PAGE 1 OF 2

CITY OF BUENA PARK
Department of Public Works

Amendment No. 1 to Professional Services Agreement No. 22-32

PROJECT NAME: Janitorial Services at City Facilities

SCOPE OF WORK: Provide the City of Buena Park with janitorial services

CONSULTANT: Allied Universal
1815 E. Wilshire Ave., Suite 912
Santa Ana, CA 92705

This Amendment No. 1 to Professional Services Agreement No. 22 -32, is dated December 12, 2023, and is between the City of Buena Park, a California municipal corporation (“City”) and Allied Universal, a limited liability company (“Contractor”).

RECITALS

A. Whereas, the City and Contractor entered into Professional Services Agreement No. 22 - 32, dated October 25, 2022 (the “Agreement”) under which City retained Contractor to provide and Contractor agreed to provide janitorial services at specified City facilities, as such “Services” are more specifically defined in the Agreement.

B. Whereas, Section 4 of the Agreement specifies that the initial term is scheduled to expire on December 31, 2023, and that the initial term may be extended by four (4) additional one (1) year periods.

C. Whereas, the City and Contractor (jointly at times hereinafter the “Parties”) now desire to exercise the first such option and extend the term of the Agreement for one (1) additional year on the terms and conditions set forth in the Amendment.

AMENDMENT

NOW THEREFORE, the Parties agree as follows:

1. EXTENSION OF TERM. The initial term of the Agreem ent as specified in Section

4.0 is hereby extended for one (1) additional calendar year commencing on January 1, 2024 (“Effective Date ”) and expiring on December 31 , 2024 , unless sooner terminated as provided in Section 10 of the Agreement.

2. COMPENSATION. Commencing the Effective Date of this Amendment , the provisions o f Section 5.0 (COMPENSATION) of the Agre ement shall be deleted and replaced with the following:

5.0 COMPENSATION.

PAGE 2 OF 2

As full and comp lete compensation for the Services provided by Contractor during this Amendment, City shall pay Contractor the total “NOT-TO-EXCEED” monthly amount of $29,684.62, for a the total NOT-TO EXCEED ” compensation to be Contractor during the one year term of this A mendment equaling the amount of $356,215.44. No claims for additional compensation sh all be allowed unless authorized in advance by the City in writing. Any additional work or expenses authorized by the City shall be compensated at the rates set forth in Exhibit A to the Amendment, or if not specified, at a rate agree to by the Parties. The City shall make payment for additional services and expenses in accordance with Section 6.0 of the Agreement.

3. PRICING EXHIBIT SUPERSEDED. The Contractors’ Proposal BAFO Pricing Form attached to the Agreement as Exhibit “B”, is replaced and superseded by the pricing sheet attached as Exhibit “A” to this Amendment.

4. AGREEMENT INCORPORATED. Except as expressly modified and amended by this Amendment, all terms and provisions of the Agreement shall remain unchanged, in full force and effect, and are incorporated fully herein by this reference.

CITY OF BUENA PARK CONTRACTOR
A Municipal Corporation Allied Universal

BY:

Aaron France, City Manager

ATTEST:

BY:

City Clerk

APPROVED AS TO FORM:

BY:

City Attorney

EXHIBIT A TO AMENDMENT 1

1815 E. Wilshire Ave. #912
Santa Ana, CA 92705

JOB COST SHEET
for
City of Buena Park

CONTACT INFORMATION
Contact Name Joe Hunt
Company Name City of Buena Park
Address 6650 Beach Blvd.

City, State, Zip Buena Park, Ca 90621
Phone Number 714-562-3652
Mobile Number
Email Address [email protected]
Date 12/4/2023
Duration 1/1/2024 – 12/31/2024

BUILDING INFORMATION
Property Names
City Hall Building, Public Works City
Yard, Stage Stop Hotel, Ehlers Event
Center, Buena Park Community
Center, Buena Park Police
Department
City, State, Zip Buena Park, Ca 90621
Total Building Square Footage 198,028

NIGHT CLEANING SERVICES
Full Building Cost per Month $15,704.75
Cost per Square Foot $0.1102
Vacancy Credit $0.0937

DAY PORTER SERVICES
Cost per Month $13,979.87

PROPOSED 2024
BUDGET

EXHIBIT A TO AMENDMENT 1

Cost per month total all Services $ 29,684.62
4 percent increase over 2023
Guaranteed base pay rate of at least $17/hr for all employees working onsite at City of Buena Park Facilities

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1810847
Revised: 17-Oct-22

PROFESSIONAL SERVICES AGREEMENT
NO. 22-32

DATE: October 25, 2022

PROJECT: Janitorial Services at City Facilities

PARTIES TO THE AGREEMENT:
“CITY” The CITY OF BUENA PARK, a California municipal corporation

Designated Official: Name: Mina Mikhael, P.E.

Title: Director of Public Works/City Engineer
Telephone: (714) 562-3670

Mailing Address: 6650 Beach Boulevard
P.O. Box 5009
Buena Park, CA 90622-5009

THE CONSULTANT Allied Universal
Name of Business

Representative: Name: Rafael Sorto
Title: Regional Vice President
Telephone: (714) 923-3700
Address:

Mailing Address: 1815 E. Wilshire Ave., Suite 912
Santa Ana, CA 92705

TERM OF SERVICE:

Commencement Date: January 1, 2023
Completion Date: December 31, 2023
CONTRACT AMOUNT: $342,720.00 (per year)

APPROVED BY: ( X ) City Council ( ) City Manager ( ) Director of Public Works

THIS AGREEMENT MUST BE FIRST EXECUTED BY THE CONSULTANT OR ITS

REPRESENTATIVE AND APPROVED AS TO FORM BY THE CITY ATTORNEY BEFORE THE AGREEMENT MAY BE EXECUTED ON BEHALF OF THE CITY OF BUENA PARK.

DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 2 OF 12
Revised: 17-Oct-22

This Professional Services Agreement (“Agreement”) is dated October 25, 2022, and is between Allied Universal, limited liability company (the "CONSULTANT") and the CITY OF BUENA PARK, a California municipal corporation (the "CITY"). The CONSULTANT and the CITY are sometimes referred to herein collectively as the “Parties” and singularly as “Party”.

R E C I T A L S
A. The CITY desires to enter into this Agreement with CONSULTANT as an independent contractor to perform routine and recurring janitorial services at designated City facilities as more specifically described herein (collectively, the “Services”).

B. The CONSULTANT is fully qualified to perform the tasks necessary for this Services by virtue of its experience and the training, education and expertise of its principals and employees.

The Parties therefore agree as follows:

1.0 EMPLOYMENT OF CONSULTANT. The CITY shall engage the CONSULTANT and the CONSULTANT shall perform the services required under this Agreement.

2.0 SCOPE OF SERVICES. The CONSULTANT shall perform during the term of this Agreement, those services set forth in the REQUEST FOR PROPOSAL attached hereto as Exhibit "A" (collectively, the “Services”), all to CITY’s reasonable satisfaction. The CONSULTANT shall commence performance of the Services upon receipt of a written notice from the Designated Official authorizing the CONSULTANT to proceed, and only to the extent of such authorization.

The CITY may, from time to time, request changes in the scope of services of the CONSULTANT to be performed under this Agreement. Such changes shall be in the form of a written amendment to this Agreement signed by both Parties and shall include any additional compensation agreed to by the Parties.

4.0 TERM. The initial term of the Agreement shall be for one (1) year from the date that the Agreement is fully executed with the option to extend by four (4) additional one (1) year periods upon mutual written agreement of both parties and based upon acceptable performance by the Contractor, and subject to the same terms and conditions of the Agreement. Pricing is to remain firm for the first year of the contract term. Subsequent years will allow for the passthrough of demonstrated price increases based on the Orange County Consumer Price Index and / or minimum wage increases over the previous year of the Agreement. The City shall reserve the right to negotiate all requests for price increases.

5.0 COMPENSATION. As full and complete compensation for CONSULTANT's services provided under this Agreement, CITY shall pay CONSULTANT the total "NOT- TO-EXCEED" monthly amount of $28,560.00, as set forth in the CONTRACTOR'S PROPOSAL BAFO PRICING FORM, attached hereto as Exhibit "B." No claims for additional compensation shall be allowed unless authorized in advance by the CITY in writing. Any additional work or expenses authorized by THE City shall be compensated at the rates set forth in Exhibit B, or, if DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 3 OF 12
Revised: 17-Oct-22

not specified at a rate agreed to by both Parties. The CITY shall make payment for additional services in accordance with Section 6.0 of this Agreement.

6.0 PAYMENT. Each month, the CONSULTANT shall submit invoices to the CITY for the services performed and any authorized reimbursable expenses incurred. The invoices shall describe in detail the services rendered during each day of the period, and shall show the days worked, personnel performing the services, number of hours worked, the hourly rates charged, milestone achievements, and, if applicable, reimbursable expenses incurred. The CONSULTANT shall remit the invoices to the address for the CITY specified on page one of this Agreement. The CITY shall review all invoices and notify the CONSULTANT in writing within ten (10) business days of any disputed amounts. The CITY shall pay all undisputed portions of the invoice within thirty (30) calendar days after receipt, up to the maximum compensation amount set forth in Section 5.0 of this Agreement. The CITY shall not withhold federal or state payroll or other taxes, or make deductions, from payments made to the CONSULTANT.

7.0 STANDARD OF SKILL. The CONSULTANT warrants that it possesses the professional expertise necessary to perform the Services. The CITY relies upon the skill of the CONSULTANT, and the CONSULTANT's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and the CONSULTANT and CONSULTANT’s staff, shall perform the Services in such manner. The CONSULTANT shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of the CONSULTANT's work by the CITY shall not operate as a release of the CONSULTANT from such standard of care and workmanship.

8.0 INDEPENDENT CONTRACTOR. The CONSULTANT is retained by the CITY only to the extent set forth in this Agreement, and the CONSULTANT's relationship to the CITY is that of an independent contractor. The CONSULTANT shall be free to dispose of all portions of the CONSULTANT's time and activities that the CONSULTANT is not obligated to devote to the CITY in such a manner, and to such persons, firms or corporations, as the CONSULTANT sees fit except as expressly provided in this Agreement. Neither the CITY nor any of its agents shall have control over the conduct of the CONSULTANT or any of the CONSULTANT's employees, except as set forth in this Agreement. The CONSULTANT shall not have the status of an employee under this Agreement, or be entitled to participate in any insurance, medical care, vacation, sick leave or other benefits provided for the CITY's officers or employees. The CONSULTANT shall have no power to incur any debt, obligation or liability on behalf of the CITY or otherwise act on behalf of the CITY as an agent. The 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 the CITY. The CONSULTANT shall pay all required taxes on amounts paid to the CONSULTANT under this Agreement, and indemnify and hold the CITY harmless from any and all taxes, assessments, penalties and interest asserted against the CITY by reason of the independent contractor relationship created by this Agreement. The CONSULTANT shall fully comply with applicable workers’ compensation laws regarding the CONSULTANT and the CONSULTANT’s employees. The CONSULTANT shall indemnify and hold the CITY harmless from any failure of the CONSULTANT to comply with applicable workers’ compensation laws.

9.0 INDEMNIFICATION. The CONSULTANT and the CITY agree that the CITY, its employees, agents and officials should, to the fullest extent permitted by law, be fully protected DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 4 OF 12
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from any loss, injury, damage, claim, liability, lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the fullest protection possible under the law to the CITY and the Indemnitees. The CONSULTANT acknowledges that the CITY would not have entered into this Agreement in the absence of the commitment of the CONSULTANT to indemnify and protect the CITY and the Indemnitees, as set forth in this Agreement.

9.1 Indemnity for COVID-19: As between the CONSULTANT and the CITY, the CONSULTANT expressly assumes any and all risks associated with providing these contract services in context of the COVID-19 pandemic, and the CONSULTANT’S indemnification obligations hereunder expressly include any and all claims loss, injury, damage, claim, liability, lawsuit, cost, expense, attorneys’ fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to COVID-19 or any variants and the CONSULTANT’S services under this Agreement.

9.1 Indemnity. To the fullest extent permitted by law, the CONSULTANT shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the CITY, its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those CITY agents serving as independent contractors in the role of CITY officials (collectively “Indemnitees” in this Section 9.0) from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively “Claims”), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the acts or omissions, or willful misconduct, of the CONSULTANT, or its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that the CONSULTANT shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees’ active or passive negligence, except for Claims arising from the sole negligence or willful misconduct of Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. The CONSULTANT shall defend the Indemnitees in any action or actions filed in connection with any Claims with counsel of the Indemnitees’ choice, and shall pay all costs and expenses, including all attorneys’ fees and experts’ costs actually incurred in connection with such defense. The CONSULTANT shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith.

9.2 The obligations of the CONSULTANT under this or any other provision of this Agreement shall not be limited by the provisions of any workers’ compensation act or similar act.

The CONSULTANT expressly waives any statutory immunity under such statutes or laws as to the Indemnitees. The CONSULTANT’s indemnity obligation set forth in this Section 9.0 shall not be limited by the limits of any policies of insurance required or provided by the CONSULTANT pursuant to this Agreement.

9.3 The CONSULTANT’s covenant under this Section 9.0 shall survive the expiration or termination of this Agreement.

10.0 TERMINATION OF AGREEMENT. Either party may terminate this Agreement without cause, at anytime during the term of the Agreement upon providing the other party not less 90 calendar days’ prior written notice. The CITY may terminate this agreement upon thirty DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 5 OF 12
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(30) calendar days’ notice if CONTRACTOR fails to perform any of the terms of this Agreement.

If the Agreement is terminated by the CITY, and provided CONTRACTOR is not then in breach, the CONTRACTOR shall be paid for services satisfactorily rendered to the last working day the Agreement is in effect, and the CONTRACTOR shall have no other claim against the CITY by reason of such termination. This Agreement may be extended beyond the term only by the written agreement of both Parties prior to the expiration of the term of the Agreement.

12.0 MANDATORY INSURANCE. The CONSULTANT shall maintain the following insurance coverage throughout the term of this Agreement, and, upon the CITY’s request, the CONSULTANT shall provide the CITY with evidence of such coverage, which may include visual inspection of all policies, copies of declarations page, endorsements signed by an authorized representative of the underwriting company, or certificates of insurance. Insurance coverage shall be provided in the forms and coverage amounts set forth in this Section 12.0.

12.2 Minimum Limits of Insurance. The CONSULTANT shall maintain insurance coverage limits not less than:
(a) General Liability: $2,000,000 per occurrence for bodily injury, personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the Services/location or the general aggregate limit shall be twice the required occurrence limit, and shall contain specific language creating a duty to defend against any suit seeking damages. (b) Automobile Liability: $1,000,000 per accident for bodily injury and property damage.
(c) Employer's Liability: $1,000,000 per accident for bodily injury or disease.

eliminate the deductibles or self–insured retentions with respect to the CITY, its elected officials, officers, attorneys, agents, employees and designated volunteers; or (ii) the CONSULTANT shall provide a bond or other financial guarantee, satisfactory to the CITY, guaranteeing payment of losses and related investigations, claim administration and defense expenses.

12.4 Required Endorsements. Each insurance policy required by this Section 12.0 shall be endorsed as follows:
(a) Except with respect to any employer’s liability or professional liability/errors and omission liability policies required by this Section 12.0, the CITY, its elected officials, officers, attorneys, agents, employees, independent contractors serving in the role of city officials and designated volunteers shall be named as additional insureds (collectively, “Additional Insureds” sometimes hereafter in this Section 12.0).
(b) Additional Insured Endorsements shall not:
(1) Be limited to “Ongoing Operations”;
(2) Exclude “Contractual Operations”;
(3) Restrict coverage to the “Sole” liability of the CONSULTANT; or (4) Contain any other exclusion contrary to this Agreement. (c) For any claims related to the Services, this Agreement or the services performed under this Agreement, the CONSULTANT's insurance coverage shall be primary to any other similar insurance carried by the CITY. Any insurance or self-insurance maintained by the CITY or any of the Additional Insureds, shall be in excess of the CONSULTANT's insurance and shall not be called upon to contribute with it.
(d) All insurance coverage shall contain a provision that prohibits cancellation, modification or lapse without thirty (30) calendar days' prior written notice from insurer to the CITY.

of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only and is not intended by any Party to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. (c) All insurance coverage shall cover the CONSULTANT’s operations pursuant to the terms of this Agreement.
(d) Any actual or alleged failure on the part of the CITY or any other additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of the CITY or any additional insured, in this or any other regard.
(e) In the event any policy of insurance required under this Agreement does not comply with these requirements or is canceled and not replaced, the CITY has the right, but not the duty, to obtain the insurance it deems necessary and the CONSULTANT shall promptly reimburse to the CITY any premium paid by the CITY.
(f) The CONSULTANT shall provide immediate notice to the CITY of any claim or loss against the CONSULTANT that includes the CITY or any of the Additional Insureds as a defendant. The CITY assumes no obligation or liability from the notice. The CITY shall have the right, but not the duty, to monitor the handling of the claim or claims if they are likely to involve the CITY.

12.6 Acceptability of Insurers. All insurance coverage required by this Section 12.0 shall be written by insurers admitted to conduct business in the State of California by the Department of Insurance and rated “A:VIII” in the most recent A.M. Best's Insurance Rating Guide.

12.7 Verification of Coverage. The CONSULTANT shall furnish the CITY with evidence of the insurance required by this Section 12.0, satisfactory to the CITY. The evidence shall consist of original certificates of insurance and amendatory endorsements, including an additional insured endorsement. The endorsements shall be on forms provided by the CITY or on such other forms approved by the CITY in writing, and amended to conform to the CITY's requirements. The CONSULTANT shall file all certificates of insurance and fully executed endorsements with the CITY before commencing performance of the Services. Thereafter, the CONSULTANT shall provide proof that the policies of insurance required under this Agreement and expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. The CONSULTANT shall furnish such proof to the CITY prior to the expiration of the affected coverages. The CITY may require complete, certified copies of all required insurance policies, including endorsements effecting the coverage required by these specifications at any time. The CONSULTANT shall provide complete copies of policies to the CITY upon request.

12.8 Subcontractors. The CONSULTANT shall include all subcontractors, or any other party involved in the performance of the Services, as insureds under its policies or shall require subcontractors or any other party involved in the Services by the CONSULTANT to carry the same insurance as required in this Section 12.0. The CONSULTANT shall obtain certificates evidencing the coverage and make reasonable efforts to ensure that the coverage is provided as required in this Section 12.0. The CONSULTANT shall require that no contract used by any subcontractor, or contract the CONSULTANT enters into on behalf of the CITY, shall reserve the right to charge back to the CITY the cost of insurance required by this Agreement. The CONSULTANT shall, upon request, submit to the CITY for review, all agreements with DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 8 OF 12
Revised: 17-Oct-22

subcontractors or others with whom the CONSULTANT contracts with on behalf of the CITY, and all certificates of insurance obtained in compliance with this Section 12.8. The CITY’s failure to request copies of the documents shall not impose any liability on the CITY, or its employees, or be deemed a waiver of any of the CITY’s rights.

13.0 WORK PRODUCT.

13.2 Ownership.

Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Work Product produced under this Agreement. In the event any the use of any of the Work Product or other deliverables hereunder by the CITY is held to constitute an infringement and the use of any of the same is enjoined, CONSULTANT, at its expense, shall:
(a) secure for the CITY the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for the CITY; or (b) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. The CONSULTANT’s covenants under this Section 13.2 shall survive the expiration or termination of this Agreement.

DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 9 OF 12
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13.3 Confidentiality. Except as otherwise required by law, the CONSULTANT shall not disclose, publish or authorize others to disclose or publish, design data, drawings, specifications, reports or other information pertaining to the Services assigned to the CONSULTANT by the CITY or other information to which the CONSULTANT has had access during the term of this Agreement without the Designated Official’s prior written approval.

CONSULTANT’s covenant under this Section 13.3 shall survive the expiration or termination of this Agreement.

13.4 Records. The CONSULTANT shall maintain complete and accurate records with respect to sales, costs, expenses, receipts and other such information relating to the Services, as required by the CITY or the Designated Official. The CONSULTANT shall maintain adequate records on services provided in sufficient detail to permit an evaluation of the Services. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. At all times during regular business hours, the CONSULTANT shall provide access to such books and records to the Designated Official, or his or her designees, and shall give the Designated Official, or his or her designees, the right to examine and audit such books and records and to make transcripts as necessary, and shall allow inspection of all work, data, documents, proceedings and activities related to this Agreement.

14.0 ASSIGNMENT AND SUBCONTRACTING. This Agreement is personal to the CONSULTANT, and the CITY has entered this Agreement in reliance on the CONSULTANT’s skill, competence and experience. The CONSULTANT shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without the CITY’s prior written consent, by and through the Designated Official. The CITY’s consent to an assignment of rights under this Agreement shall not release the CONSULTANT from any of its obligations or alter any of its obligations to be performed under this Agreement. Any attempt at assignment or delegation by the CONSULTANT in violation of this Section 14.0 shall be void and of no effect and shall entitle the CITY to immediately terminate this Agreement for cause. The CONSULTANT's services under to this Agreement shall be provided by the Representative or directly under the supervision of the Representative and the CONSULTANT shall not assign another to supervise the CONSULTANT's performance of this Agreement without the CITY’s prior written approval, by and through the Designated Official. As used in this Section 14.0, “assignment” and “delegation” means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. The CONSULTANT shall not subcontract any performance required under this Agreement without the CITY’s prior written consent.

15.0 MISCELLANEOUS TERMS.

15.1 Nuisance. The CONSULTANT shall not maintain, commit or permit the maintenance or commission of any nuisance in connection with the performance of services under this Agreement.

§ 81000 et seq.) and California Government Code Section 1090. During the term of this Agreement, the CONSULTANT may perform similar services for other clients, but the CONSULTANT and its officers, employees, associates and subconsultants shall not, without the City Manager’s prior written approval , perform work for another person or entity for whom the CONSULTANT is not currently performing work that would require the CONSULTANT, or one of its officers, employees, associates or subconsultants, to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

15.4 Waiver. No delay or omission to exercise any right, power or remedy accruing to the CITY under this Agreement shall impair any right, power or remedy of the CITY, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver by the CITY of any breach, any failure of a condition, or any right or remedy under this Agreement shall be: (1) effective unless it is in writing and signed by the Party making the waiver; (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy; or (3) deemed to constitute a continuing waiver unless the writing expressly so states.

15.6 Captions for Convenience Only. The titles of the sections, subsections and paragraphs set forth in this Agreement are inserted for convenience and reference only and shall be disregarded in construing or interpreting any of the provisions of this Agreement and the rights or obligations of the Parties to this Agreement.

(whether in contract, tort or both), the prevailing Party shall be entitled to receive from the losing Party all attorneys’ fees, costs and expenses in such amount as the courts may determine to be reasonable. In awarding the cost of litigation, the court shall not be bound by any court fee schedule, but shall, if it is in the interest of justice to do so, award the full amount of costs, expenses and attorneys' fees paid or incurred in good faith.

15.12 Compliance with Laws. In the performance of the work required by this Agreement, the CONSULTANT shall abide by and conform with and to any and all applicable laws of the United States and the State of California, and with the CITY's Municipal Code, ordinances, regulations and policies

15.14 Governing Law. The terms of this Agreement, and any dispute arising from the relationship between the Parties to this Agreement, shall be governed by and construed in accordance with the laws of the State of California, without regard for its conflicts of laws principles, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in superior or federal court with geographic jurisdiction over the City of Buena Park.

15.15 Integrated Agreement and Modificaiton of Agreement. This Agreement, and all exhibits referred to in this Agreement, constitutes the final, complete and exclusive statement of the terms of the agreement between the CITY and the CONSULTANT with respect to the subject matter of this Agreement. This Agreement supersedes all prior or contemporaneous oral or written negotiations, representations or agreements of the Parties. No verbal agreement or implied covenant shall be held to vary the provisions of this Agreement. No Party has been induced to enter into this Agreement by, nor is any Party relying on, any representation or warranty except those expressly set forth in this Agreement. This Agreement may be modified only by a writing signed by both Parties.

15.16 Authority to Bind Parties. Each of the undersigned hereby represents that he or she has the authority to execute this Agreement on behalf of his or her contracting Party.

15.18 Time of the Essence. Time is of the essence in respect to all provisions of this Agreement that specify a time for performance.

DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 PAGE 12 OF 12
Revised: 17-Oct-22

In recognition of the obligations stated in this Agreement, the Parties have executed this Agreement on the date indicated above.

CITY OF BUENA PARK

a California municipal corporation
Allied Universal

a LLC
Name of Business

Signature

Name: Aaron France Name:

Title:

City Manager

Title:

Signature

Name:

Title:

ATTEST:
(SEAL)

_____________________________________
Adria M. Jimenez, MMC, City Clerk

APPROVED AS TO FORM:

_____________________________________
Christopher G. Cardinale, City Attorney
DocuSign Envelope ID: 567C746D-723F-4587-9412-DA5226DA9027 President
Mark Olivas
Rafael Sorto
Regional Vice President

City of Buena Park
City Council Regular Meeting Agenda Report

RESOLUTION AUTHORIZING THE DESTRUCTION OF CERTAIN RECORDS OF THE HUMAN RESOURCES

DEPARTMENT
Meeting
Tuesday, December 12, 2023, 5:00 PM
Agenda Group
CONSENT CALENDAR Item: 4J
Presented By
Eddie Fenton, Assistant City Manager/Director of Human Resources Prepared By
Eddie Fenton, Assistant City Manager/Director of Human Resources Approved By
Aaron France, City Manager
Attachments
Reso Destruction Records 2023.12.12.pdf

RECOMMENDED ACTION
1) Adopt resolution authorizing the Assistant City Manager/Director of Human Resources to destroy certain records of the Human Resources/Risk Management Department which are more than three years old and/or no longer required.

PREVIOUS CITY COUNCIL ACTION
None.

DISCUSSION
Certain Human Resources records, as described in the attached resolution, are occupying needed storage area within the department and are no longer required by statute or law to be retained. All files have been reviewed by staff, and the Assistant City Manager/Director of Human Resources has determined that the records are no longer required or necessary.

BUDGET IMPACT
There is no budget impact in approving this resolution for destruction of records.

RESOLUTION NO. _______

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

BUENA PARK AUTHORIZING THE DESTRUCTION OF CERTAIN

RECORDS OF THE HUMAN RESOURCES DEPARTMENT

WHEREAS, Section 34090 Government Code of the State of California provides for the destruction of public records more than two years old with the consent of the department head, the approval of the city attorney, and the approval of the legislative body by resolution; and

WHEREAS, the Assistant City Manager / Director of Human Resour ces has recommended that the records identified on Exhibit “A” are no longer required or necessary.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF BUENA PARK , CALIFORNIA DOES HEREBY RESOLVE, DETERMINE AND ORDER AS FOLLOWS:

Section 1: Pursuant to the recommendation of the Assistant City Manager / Director of Human Resources that the records identified in Exhibit “A” are no longer required and pursuant to the approval of the City Attorney, the City Council does hereby authorize the destr uction of those records in the Human Resources Department.

Section 2: The City Council hereby finds and determines that said aforementioned records are more than two years old and are no longer required nor are the same required to be kept by statute or law.

Section 3: The Assistant City Manager / Director of Human Resources is hereby directed to cause said records to be destroyed in accordance with the terms and conditions of Section 34090 of the Government Code of the State of California.

Section 4: That upon destruction of the aforementioned records, the Human Resources/Risk Management Department shall make a certificate of destruction of such records and file the original of same in the Office of the City Clerk along with a copy of this resolution.

RESOLUTION NO. _______

Page 2 ends

PASSED AND ADOPTED this 12TH day of December 2023, by the following called vote:

AYES: COUNCILMEMBERS:

NOES: COUNCILMEMBERS:

ABSENT: COUNCILMEMBERS:

ABSTAIN: COUNCILMEMBERS:

________________________________________
Mayor

ATTEST:

City Clerk

I, Adria M. Jimenez, MMC, City Clerk of the City of Buena Park, California, hereby certify that the foregoing resolution was duly and regularly passed and adopted at a regular meeting of the City Council of the City of Buena Park, held this 12TH day of December 2023.

______________________________
City Clerk

RESOLUTION NO. _______

Page 3 ends

EXHIBIT “A”

Human Resources Department

Retention Period: Closed + 3 years
Recruitment Files – Closed Recruitment files and Supporting Data 2017 through 2018

2017 – 2018 Recruitment Files
Accounting Technician - Promotional Only (14-00040)
Accounting Technician (14-00042)
Administrative Assistant - Open and Promotional (14-00058) Administrative Assistant - Open and Promotional (18-00207) Administrative Assistant - Promotional Opportunity (14-00060) Assistant City Clerk-Promotional (14-00056)
Assistant City Engineer (14-00009)
Assistant Engineer (18-00195)
Assistant/Associate Planner (14-00074)
Bus Driver (18-00173)
Bus Driver (18-00214)
Code Enforcement Officer - PART-TIME, NON-BENEFITED (14-00095) Community Services Coordinator (Senior Services Division) (14-00025) Community Services Coordinator - Fine Arts (14-00100)
Community Services Coordinator - Fine Arts Division (18-00219) Director of Community Services (18-00231)
Director of Finance/City Treasurer (14-00019)
Director of Public Works / City Engineer (14-00076)
Driver/Scheduler (18-00172)
Engineering Aide (17-00169)
Environmental Inspector (14-00005)
Executive Assistant - City Manager's Office (18-00197)
Finance Manager (14-00064)
Fleet Maintenance Supervisor (14-00089)
Fleet Mechanic (14-00093)
Forensic Specialist (18-00205)
Human Resources Analyst (14-00038)
Lead Fleet Mechanic (14-00094)
Lead Maintenance Worker - Promotional Only (18-00179)
Lead Maintenance Worker - PROMOTIONAL ONLY (18-00187)
Lead Maintenance Worker (14-00088)

RESOLUTION NO. _______

Page 4 ends

2017 – 2018 Recruitment Files (continued)
Lead Sewer Services Technician (18-00208)
Lead Water Services Technician (17-00168)
Lifeguard (14-00070)
Lifeguard/Cashier - Summer Programs (18-00182)
Lube Technician (14-00092)
Lube Technician (18-00185)
Maintenance Assistant (Part Time) (18-00218)
Maintenance Assistant (Part-Time) (18-00209)
Maintenance Assistant - Part Time (18-00183)
Maintenance Assistant - Part-Time (18-00198)
Maintenance Assistant (17-00171)
Maintenance Assistant (18-00180)
Maintenance Assistant I and II - Parks (14-00048)
Maintenance Assistant I/II (Part-Time) (14-00069)
Maintenance Assistant II - Parks (Part Time) (14-00029) Maintenance Assistant II - Parks (14-00016)
MAINTENANCE HELPER - UTILITIES DIVISION - SEWER (14-00049) Maintenance Helper - Utilities Division (18-00194)
Maintenance Worker - Public Works Street (14-00101)
Maintenance Worker - Public Works Street (18-00186)
Maintenance Worker - Public Works Street Maintenance (14-00046) Marketing Assistant - Part-time, Non-benefited (18-00199) Marketing Assistant (14-00065)
Marketing Specialist (18-00196)
Office Aide (18-00178)
Parking Enforcement Specialist (14-00039)
Parking Enforcement Specialist (18-00190)
Parking Enforcement Specialist (18-00225)
Payroll Technician (18-00232)
Planning Intern (14-00072)
Police Cadet - PART-TIME, NON-BENEFITTED (18-00184)
Police Cadet - Part-Time, Non-Benefitted (18-00220)
Police Cadet (14-00091)
Police Captain - Promotional Only (18-00203)
Police Corporal - Promotional Only 2018 (18-00202)
Police Dispatcher - (IN SCHOOL) (18-00177)
Police Dispatcher - IN SCHOOL (18-00223)

RESOLUTION NO. _______

Page 5 ends

2017 – 2018 Recruitment Files (continued)
Police Dispatcher - Lateral (17-00164)
Police Dispatcher - Lateral (18-00222)
Police Dispatcher - PRE-TRAINED (18-00176)
Police Dispatcher - PRE-TRAINED (18-00221)
Police Dispatcher - Pre-Trained/Lateral (14-00030)
Police Dispatcher - Recruit (18-00175)
Police Dispatcher - RECRUIT (18-00226)
Police Lieutenant - Promotional (14-00055)
Police Lieutenant - Promotional Only (18-00206)
Police Officer - Lateral (14-00001)
Police Officer - Recruit (14-00021)
Police Officer - Recruit (14-00080)
Police Officer - Recruit (18-00174)
Police Officer - Recruit 2018 Fall (18-00216)
Police Officer - Recruit 2018-08 (18-00204)
Police Officer Recruit - 2018-08 (18-00191)
Police Records Clerk - (Females Only) (14-00003)
Police Sergeant - Promotional Opportunity (14-00050)
Police Sergeant - Promotional Opportunity (14-00103)
Police Sergeant (18-00189)
Police Services Officer (14-00083)
Police Transcriptionist - Part-Time (14-00034)
Principal Engineer (18-00212)
Principal Engineer (18-00228)
Public Relations/Journalism Internship (14-00075)
Public Works Inspector (14-00020)
Public Works Inspector (14-00111)
Public Works Inspector (18-00200)
Recreation Leader - Ehlers Event Center (17-00170)
Recreation Leader - Ehlers Event Center (18-00211)
Recreation Leader I - Gymnasium & V.O.L.T. Program (14-00052) Recreation Leader I - Senior Center (14-00031)
Recreation Leader I - Sr. Center (14-00014)
Recreation Leader I - Summer Programs (14-00010)
Recreation Leader I - Summer Programs (18-00181)
Recreation Leader I, II, III - Ehlers Event Center (14-00045) Recreation Leader I, II, III, IV - Summer Programs (14-00071)

RESOLUTION NO. _______

Page 6 ends

2017 – 2018 Recruitment Files (continued)
Recreation Leader II - Ehlers Event Center (14-00087)
Recreation Leader II - Gymnasium (14-00026)
Recreation Leader II - Youth Sports (14-00011)
Recreation Leader III - Buena Park Community Center (14-00108) Recreation Leader III - Gymnasium & VOLT Program (14-00008) Recreation Leader III - Senior Center (14-00032)
Recreation Leader III - Sr. Center (14-00015)
Recreation Leader III - Various Positions (17-00146)
Recreation Leader III - Youth Sports (14-00036)
Recreation Leader III - Youth Sports (14-00047)
Recreation Leader IV - Ehlers Event Center (14-00037)
Recreation Leader IV - Ehlers Event Center (14-00086)
Recreation Leader IV - Leisure Classes (14-00004)
Recreation Leader IV - Youth Sports (14-00018)
Recreation Leader IV - Youth Sports (18-00213)
Recreation Leader-Ehlers Event Center (18-00201)
Senior Administrative Assistant - Police Administration (18-00229) Senior Administrative Assistant - Police Administration (18-00234) Senior Environmental Inspector - Promotional Only (14-00002) Senior Maintenance Worker - PROMOTIONAL ONLY (18-00188) Senior Maintenance Worker-PROMOTIONAL ONLY (14-00112)
Senior Office Assistant - Community Services (14-00041) Senior Planner - Promotional Only (18-00215)
Senior Planner (14-00044)
Senior Sewer Services Technician - Promotional Only Opportunity (18-00192) Senior Sewer Services Technician (18-00217)
Sewer Services Technician - Promotional Only (18-00193) Sewer Services Technician (14-00096)
Special Events Assistant (14-00007)
Special Events Assistant (14-00028)
Special Events Assistant (14-00043)
Special Events Associate (14-00035)
Street Maintenance Superintendent - Promotional Only (14-00082) Street Maintenance Superintendent (14-00054)
Visitor Center Administrative Assistant (14-00066)
Visitor Center Administrative Assistant (14-00110)
Visitor Center Assistant (14-00006)

RESOLUTION NO. _______

Page 7 ends

2017 – 2018 Recruitment Files (continued)
Volunteer - California Welcome Center (14-00024)
Water Services Superintendent - Promotional Opportunity (14-00102) 2016 - 2017 Recruitment Files

RESOLUTION NO. _______

Page 8 ends

APPROVAL BY DEPARTMENT HEAD

I, Eddie Fenton, do hereby certify that I am the duly appointed Assistant City Manager / Director of Human Resources of the City of Buena Park, and that the aforementioned records on file in the Human Resources Department are more than two years old and are not related to any outstanding claim, lawsuit, or other legal proceeding or dispute. I recommend that said records be destroyed.

Dated:

Eddie Fenton
Assistant City Manager /
Director of Human Resources

APPROVAL BY CITY ATTORNEY

I, Christopher Cardinale, do hereby certify that I am the duly appointed City Attorney of the City of Buena Park and that the aforementioned records are not records required to be kept by statute or law and may be destroyed if more than two years old and/or are no longer required, provided destruction thereof has been approved by the Department Head and the City Council.

Dated:________________

___________________________________
Christopher Cardinale
City Attorney

RESOLUTION NO. _______

Page 9 ends

CERTIFICATION OF RECORDS DESTRUCTION

I, Eddie Fenton, do hereby certify that I am the duly appointed Assistant City Manager / Director of Human Resources of the City of Buena Park, and that on ______________________, certain records of the Human Resources Department of the City of Buena Park, as enumerated in Resolution No. ________, were destroyed.

Dated:

Eddie Fenton
Assistant City Manager /
Director of Human Resources

Buena Park City CouncilDecember 12, 2023

Buena Park City Council
December 12, 2023