CC Agreement No. 2025-183
CITY OF CAMARILLO
PROFESSIONAL SERVICES AGREEMENT
With
Berry, Dunn, McNeil & Parker LLC
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 i CC Agreement No. 2025-183
TABLE OF CONTENTS
Page No.
Section 1. Term of Agreement. .............................................................................................. 1 Section 2. Scope and Performance of Services. .................................................................... 1 Section 3. Additional Services and Changes in Services. ...................................................... 2 Section 4. Familiarity with Services and Site. ......................................................................... 2 Section 5. Compensation and Payment. ................................................................................ 2 Section 6. Required Documentation Prior to Performance. .................................................... 3 Section 7. Time of Performance; Excusable Delays; Extensions. .......................................... 3 Section 8. Cooperation by City. .............................................................................................. 4 Section 9. Project Documents. ............................................................................................... 4 Section 10. Confidential Information; Release of Information. ................................................. 4 Section 11. Consultant’s Books and Records. ......................................................................... 5 Section 12. Status of Consultant. ............................................................................................. 5 Section 13. Compliance with Applicable Laws. ........................................................................ 6 Section 14. Unauthorized Aliens. ............................................................................................. 6 Section 15. Conflicts of Interest. ............................................................................................ ... 6 Section 16. Indemnification. .................................................................................................. ... 7 Section 17. Insurance. ........................................................................................................ ...... 8 Section 18. Assignment. ....................................................................................................... .... 8 Section 19. Default; Limitations on Liability. ............................................................................. 8 Section 20. Termination of Agreement. .................................................................................... 9 Section 21. Notices. .......................................................................................................... ....... 9 Section 22. General Provisions. ............................................................................................. 1 0
Exhibit A – Scope Of Services .................................................................................................. A-1 Exhibit B – Key Personnel & Compensation ............................................................................ B-1 Exhibit C – Insurance ................................................................................................................ C-1 Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 1 CC Agreement No. 2025-183
PROFESSIONAL SERVICES AGREEMENT
This PROF
ESSIONAL SERVICES AGREEMENT (“Agreement”) is effective as of October 22, 2025 (“Effective Date”), and is between the City of Camarillo, a California municipal corporation and general law city (“City”) and Berry, Dunn, McNeil & Parker, LLC (“Consultant”).
Section 1. Term of Agreement .
Subject to the provisions of Section 20 (Termination of Agreement), the term of this Agreement will be for a period commencing on the Effective Date and will terminate upon the completion of Consultant’s services.
Section 2. Scope and Performance of Services .
2.1 Consultant agrees to perform the services set forth in Exhibit A (Scope of Services), which is made a part of this Agreement.
2.2 Consultant will furnish all of the labor, technical, administrative, professional and other personnel, all supplies and materials, equipment, printing, vehicles, transportation, office space and facilities, and all tests, testing and analyses, calculations, and all other means whatsoever, except as otherwise expressly specified in this Agreement, necessary to perform the services required of Consultant under this Agreement.
2.3 Consultant’s designated representative(s) who are authorized to act on its behalf and to make all decisions in connection with the performance of services under this Agreement are listed in Exhibit B (Key Personnel & Compensation), which is made a part of this Agreement.
2.4 Consultant must make every reasonable effort to maintain the stability and continuity of Consultant’s key personnel and subconsultants, if any, listed in Exhibit B to perform the services required under this Agreement. Consultant must notify City and obtain City’s written approval with respect of any changes in key personnel prior to the performance of any services by replacement personnel.
2.5 Consultant must obtain City’s prior written approval before utilizing any subconsultants to perform any services under this Agreement. This written approval must include the identity of the subconsultant and the terms of compensation.
2.6 Consultant represents that it has the qualifications, experience and facilities necessary to properly perform the services required under this Agreement in a thorough, competent and professional manner. Consultant will at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described in this Agreement.
In meeting its obligations under this Agreement, Consultant must employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to those required of Consultant under this Agreement.
2.7 City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. Acceptance of any of Consultant’s work by City will not constitute a waiver of any of the provisions of this Agreement.
2.8 The Consultant must maintain any work site in the City in a safe condition, free of hazards to persons and property resulting from its operations.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 2 CC Agreement No. 2025-183
Section 3. Additional Services and Changes in Services .
3.1 Consultant will not be compensated for any services rendered in connection with its performance of this Agreement that are in addition to or outside of those set forth in the Scope of Services or otherwise required by this Agreement, unless such additional services are authorized in advance and in writing by City.
3.2 If Consultant believes that additional services are needed to complete the Scope of Services, Consultant will provide the City Manager with written notification describing the proposed additional services, the reasons for such services, and a detailed proposal regarding cost.
3.3 City may order changes to the Scope of Services, consisting of additions, deletions, or other revisions, and the compensation to be paid Consultant will be adjusted accordingly.
All such changes must be authorized in writing, and executed by Consultant and City. The cost or credit to City resulting from changes in the services will be determined by the written agreement between the parties.
Section 4. Familiarity with Services and Site .
4.1 By executing this Agreement, Consultant represents that Consultant:
(a) has thoroughly investigated and considered the Scope of Services to be performed;
(b) has carefully considered how the services should be performed; (c) understands the facilities, difficulties, and restrictions attending performance of the services under this Agreement; and
(d) possesses all licenses required under local, state or federal law to perform the services contemplated by this Agreement, and will maintain all required licenses during the performance of this Agreement.
4.2 If services involve work upon any site, Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, before commencing its services.
Should Consultant discover any latent or unknown conditions that may materially affect the performance of services, Consultant will immediately inform City of such fact and will not proceed except at Consultant’s own risk until written instructions are received from City.
Section 5. Compensation and Payment .
5.1 Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit B (Key Personnel & Compensation). The total compensation, including reimbursement for actual expenses, may not exceed the amount set forth in Exhibit B, unless additional compensation is approved in writing by City.
5.2 The use of subconsultants will not be considered a reimbursable expense, and such costs must be applied towards the approved budgeted amount.
5.3 Each month during the term of this Agreement, Consultant must furnish City with an original invoice for all services performed and expenses incurred during the preceding month in accordance with the fee schedule set forth in Exhibit B. The invoice must detail charges by the following categories: labor (by subcategory), reimbursable costs, Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 3 CC Agreement No. 2025-183
subconsultant contracts and miscellaneous expenses. The invoice must list, as applicable, the hours worked and hourly rates for each personnel category, the tasks performed, the percentage of the task completed during the billing period, the cumulative percentage completed for each task, and the total cost of the services. If applicable, the invoice must also provide a budget summary including the total amounts previously invoiced and paid, the current invoice amount and the budget remaining.
5.4 City will review each invoice submitted by Consultant to determine whether the work performed and expenses incurred are in compliance with this Agreement. In the event that no charges or expenses are disputed, the invoice will be approved and paid. In the event any charges or expenses are disputed by City, the invoice will be returned by City to Consultant for correction and resubmission.
5.5 Except as to any charges for work performed or expenses incurred by Consultant that are disputed by City, City will cause Consultant to be paid within 30 days of receipt of Consultant’s invoice.
5.6 Payment to Consultant for services performed under this Agreement may not be deemed to waive any defects in the services performed by Consultant, even if such defects were known to City at the time of payment.
5.7 City reserves the right to withhold future payment to Consultant if any aspect of the Consultant’s work is found substantially inadequate.
Section 6. Required Documentation Prior to Performance .
6.1 Consultant may not perform any services under this Agreement until:
(a) Consultant furnishes proof of insurance as required under Exhibit C; (b) Consultant provides City with a Taxpayer Identification Number; (c) Consultant obtains a City business tax certificate and license, if applicable, and provides proof of compliance; and
(d) City gives Consultant a written notice to proceed.
6.2 The City will have no obligation to pay for any services rendered by Consultant in advance of receiving written authorization to proceed, and Consultant acknowledges that any such services are at Consultant’s own risk.
Section 7. Time of Performance; Excusable Delays; Extensions .
7.1 Consultant must adhere to all schedules and deadlines set forth in this Agreement.
7.2 Consultant will not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant.
Such causes include, but are not limited to, acts of God, acts of terrorism, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather.
7.3 If Consultant is delayed by any cause beyond Consultant’s control, City may grant, but is not required to, a time extension for the completion of services. If delay occurs, Consultant must notify City within 48 hours, in writing, of the cause and the extent of the delay and how such delay interferes with Consultant’s performance of services.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 4 CC Agreement No. 2025-183
Section 8. Cooperation by City .
All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Scope of Services will be furnished to Consultant in every reasonable way to facilitate, without undue delay, the services to be performed under this Agreement.
Section 9. Project Documents .
9.1 All original computer programs, data, designs, drawings, files, maps, memoranda, models, notes, photographs, reports, studies, surveys and other documents (collectively, “Project Documents”) prepared, developed or discovered by Consultant in the course of providing services under this Agreement will become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of Consultant. Consultant will take such steps as are necessary to perfect or protect the ownership interest of City in such Project Documents. Upon completion, expiration or termination of this Agreement or upon request by City, Consultant must turn over to City all such original Project Documents in its possession; provided, however, that Consultant may retain copies of Project Documents. City acknowledges and agrees that use of Consultant’s completed work product, for purposes other than identified in this Agreement, or use of incomplete work product, is at City’s own risk. If necessary, Consultant agrees to execute all appropriate documents to assign to City the copyright or intellectual property rights to the Project Documents created pursuant to this Agreement.
9.2 Except as necessary for the performance of services under this Agreement, no Project Documents prepared under this Agreement, will be released by Consultant to any other person or entity without City’s prior written approval.
Section 10. Confidential Information; Release of Information .
10.1 All information gained or work product produced by Consultant in performance of this Agreement will be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant may not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
10.2 Consultant, its officers, employees, or agents, may not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the services performed under this Agreement. Response to a subpoena or court order will not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena.
10.3 If Consultant, or any officer, employee, or agent of Consultant, provides any information or work product (including Project Documents) in violation of this Agreement, then City will have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys fees, caused by or incurred as a result of Consultant’s conduct.
10.4 Consultant must promptly notify City should Consultant, its officers, employees, or agents be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the services performed under this Agreement. City retains the right, but has no obligation, to represent Consultant or be Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 5 CC Agreement No. 2025-183
present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite such response.
10.5 All media and press releases, including graphic display information, must be approved and distributed solely by City, unless otherwise agreed to in writing by City. All media interviews regarding the performance of services under this Agreement are prohibited unless expressly authorized by City.
Section 11. Consultant’s Books and Records .
11.1 Consultant must maintain all documents and records demonstrating or relating to Consultant’s performance of services under this Agreement, including ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City under this Agreement. All financial documents or records must be maintained in accordance with generally accepted accounting principles and all other documents must be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant under this Agreement. All such documents or records must be maintained for at least three years following the final payment under this Agreement.
11.2 Any and all records or documents required to be maintained by this section must be made available for inspection, audit and copying, at any time during regular business hours, upon written request by City or its designated representative. Copies of such documents or records must be provided directly to City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records must be made available at Consultant’s address indicated for receipt of notices in this Agreement.
11.3 Where City has reason to believe that any of the documents or records required to be maintained by this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to a person or entity mutually agreed upon and that such documents and records thereafter be maintained by such person or entity at Consultant’s expense. Access to such documents and records must be granted to City, as well as to its successors-in-interest and authorized representatives.
Section 12. Status of Consultant .
12.1 Consultant is and will at all times remain a wholly independent contractor and not an officer or employee of City. Consultant has no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City.
12.2 The personnel performing the services under this Agreement on behalf of Consultant will at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, will have control over the conduct of Consultant or any of Consultant’s officers, employees or agents, except as provided in this Agreement. Consultant agrees that it will not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees or agents are in any manner officials, officers, or employees of City.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 6 CC Agreement No. 2025-183
12.3 Neither Consultant, nor any of Consultant’s officers, employees or agents, will obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim to any such rights or benefits.
Section 13. Compliance with Applicable Laws .
13.1 In General. Consultant must use the standard of care in its profession to keep itself informed of and comply with all federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement that apply to the services performed by Consultant.
13.2 Professional Licenses and Approvals . Consultant agrees that it will, at its sole cost and expense, obtain and maintain in effect at all times during the term of this Agreement any licenses, permits, insurance and approvals that are legally required for Consultant to practice its profession.
13.3 Employment Laws . Consultant agrees to comply with all applicable federal and state employment laws including those that relate to minimum hours and wages, occupational health and safety, and workers compensation insurance. Consultant further represents that it is an equal opportunity employer and in performing services under this Agreement agrees to comply with all applicable federal and state laws governing equal opportunity employment, and further agrees that it will not discriminate in the employment of persons to perform services under this Agreement on the basis of the race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, or sexual orientation of any such person, except as may be permitted by California Government Code section 12940.
Section 14. Unauthorized Aliens .
Consultant agrees to comply with all of the applicable provisions of the Federal Immigration and Nationality Act (8 U.S.C. § 1101 and following), as it may be amended, and further agrees not to employ unauthorized aliens as defined under the Act. Should Consultant employ any unauthorized aliens for the performance of any work or services covered by this Agreement, and should any liability or sanctions be imposed against City for the use of unauthorized aliens, Consultant agrees to reimburse City for the amount of all such liabilities or sanctions imposed, together with any and all related costs, including attorneys’ fees, incurred by City.
Section 15. Conflicts of Interest .
15.1 Consultant covenants that neither Consultant, nor any officer, principal or employee of its firm, has or will acquire any interest, directly or indirectly, that would conflict in any manner with the interests of City or that would in any way hinder Consultant’s performance of services under this Agreement. Consultant’s attention is directed to the conflict of interest rules applicable to governmental decision-maki ng contained in the Political Reform Act (California Government Code Section 87100 and following) and its implementing regulations (California Code of Regulations, Title 2, Section 18700 and following), and California Government Code section 1090.
15.2 Consultant covenants that neither Consultant, nor any officer, principal or employee of its firm will make, participate in the making, or in any way attempt to use the position of Consultant to influence any decision of the City in which Consultant knows or has reason to know that Consultant, or any officer, principal or employee of Consultant has any of the financial interests listed in Government Code section 87103.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 7 CC Agreement No. 2025-183
15.3 If Consultant discovers that it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Consultant must promptly disclose the relationship to City and take such action as City may direct to remedy the conflict.
15.4 City understands and acknowledges that Consultant is, as of the Effective Date, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant represents that, except as otherwise disclosed to City, it is unaware of any stated position of City relative to these projects. Any future position of City on these projects will not be considered a conflict of interest for purposes of this section.
Section 16. Indemnification.
16.1 Consultant agrees that it will, to the fullest extent permitted by law, defend, indemnify, and hold harmless City from all Services Claims and Operations Claims (each defined below) related to the performance by Consultant of th is Agreement as provided in this section.
Consultant acknowledges that City would not enter into this Agreement in the absence of Consultant’s commitment to defend, indemnify, and hold harmless City as set forth in this section.
16.2 For the purposes of this section, “City” includes City’s officers, officials, employees, agents and volunteers, and “Consultant” includes Consultant’s officers, officials, employees, agents and subcontractors and any other persons for whom Consultant is legally responsible.
16.3 With respect to the performance of professional services under this Agreement where the law establishes a professional standard of care for such services, Consultant agrees to indemnify, and hold harmless City from and against all liabilities, damages, losses, and costs, including but not limited to reimbursement of reasonable attorney's fees and all other costs of defense, to the extent caused by the negligence, recklessness, or willful misconduct of Consultant (collectively, “Services Claims”).
16.4 With respect to the acts and operations of Consultant under this Agreement other than the performance of professional services, Consul tant agrees to defend, indemnify, and hold harmless City from and against any and all claims, liabilities, damages, losses, and costs, including but not limited to reasonable attorney's fees and all other costs of defense, to the extent caused, in whole or in part, by the negligence, recklessness, or willful misconduct of Consultant, and excepting only those claims, damages, liabilities, losses, and costs caused by City’s sole negligence or willful misconduct (collectively, “Operations Claims”).
16.5 Consultant must notify City within five days of receipt of notice of any Operations Claims or Services Claims made or legal action initiated that arises out of or pertains to Consultant’s performance of services under this Agreement.
16.6 Consultant’s duty to defend Operations Claims is a separate and distinct obligation from Consultant’s duty to indemnify City for any Operations Claims. With respect to Operations Claims, Consultant is obligated to defend City in all legal, equitable, administrative, or special proceedings, with counsel reasonably approved by City, immediately upon tender to Consultant of an Operations Claim in any form or at any stage of an action or proceeding, whether or not liability is established. An allegation or determination that persons other than Consultant are responsible for the Operations Claim does not relieve Consultant from its separate and distinct obligation to defend under this section. The obligation to defend extends through final judgment, including exhaustion of any appeals.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 8 CC Agreement No. 2025-183
16.7 Consultant agrees that settlement of any O perations or Services Claim against City requires the consent of City. City agrees that its consent will not be unreasonably withheld provided that Consultant is financially able (based on demonstrated assets including insurance) to fulfill its obligation to indemnify City for the costs of any such settlement as required under this Agreement.
16.8 The insurance required to be maintained by Consultant under this Agreement is intended to ensure Consultant’s obligations under this section, but the limits of such insurance do not limit the liability of Consultant.
16.9 Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each subcontractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement. If Consultant fails to obtain such indemnity obligations from others as required, Consultant will be fully responsible for all obligations under this section. City’s failure to monitor compliance with this requirement imposes no ad ditional obligations on City and will in no way act as a waiver of any rights under this Agreement.
16.10 The parties acknowledge and agree that design professionals are required to defend and indemnify the City only to the extent permitted by Civil Code section 2782.8, which allows for claims only to the extent that they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional, and also places limitations on the costs of defense that may be charged to a design professional. The term "design professional,” is defined in Section 2782.8, and includes licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors and the business entities that offer such services in accordance with the applicable provisions of the Business and Professions Code. The parties further acknowledge and agree that the provisions of this Section 16 are to be interpreted and applied to the fullest extent permitted by Civil Code section 2782.8.
16.11 The provisions of this section will survive the expiration or earlier termination of this Agreement in accordance with the applicable provisions of Exhibit C (Insurance).
Section 17. Insurance .
Consultant agrees to obtain and maintain in full force and effect during the term of this Agreement the insurance coverages listed in Exhibit C (Insur ance), which is made a part of this Agreement.
All insurance policies are subject to approval by City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager or City Attorney.
Section 18. Assignment .
The expertise and experience of Consultant are material considerations for this Agreement. City has an interest in the qualifications of and capability of the persons and entities that will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant may not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of City, which may be withheld in the City’s sole discretion. Any attempted assignment will be null and void, and will constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including summary termination of this Agreement.
Section 19. Default; Limitations on Liability .
19.1 In the event that Consultant is in default under the terms of this Agreement, City will have Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 9 CC Agreement No. 2025-183
no obligation or duty to continue compensating Consultant for any services performed after City pr
ovides written notice to Consultant of such default.
19.2 Consultant agrees that no City official, officer, employee or agent will be personally liable to Consultant in the event of any default or breach of City, or for any amount which may become due to Consultant, or for any obligations directly or indirectly incurred under this Agreement.
19.3 City’s liability under this Agreement is limited to payment of Consultant in accordance with the terms of this Agreement and excludes any liability whatsoever for consequential or indirect damages even if such damages are foreseeable.
Section 20. Termination of Agreement .
20.1 City may terminate this Agreement, with or without cause, at any time by written notice of termination to Consultant. In the event such notice is given, Consultant must cease immediately all work and services in progress.
20.2 Consultant may terminate this Agreement at any time upon 30 days’ prior written notice of termination to City.
20.3 Upon termination of this Agreement by either Consultant or City, all property belonging to City that is in Consultant’s possession must be returned to City. Consultant must promptly deliver to City a final invoice for all outstanding services performed and expenses incurred by Consultant as of the date of termination. Compensation for work in progress not based on an hourly rate will be prorated based on the percentage of work completed as of the date of termination.
20.4 Consultant acknowledges City’s rights to terminate this Agreement as provided in this section, and hereby waives any and all claims for damages that might otherwise arise from City’s termination of this Agreement.
Section 21. Notices .
21.1 All written notices required or permitted to be given under this Agreement will be deemed made when received by the other party at its respective address as follows:
To City:
City of Camarillo
601 Carmen Drive
Camarillo, California 93010
Attention: Mitchell Cameron, CIO
Tel. (805) 383-5432
Fax (805) 388-5318
e-mail [email protected]
To Consultant:
Berry, Dunn, McNeil & Parker, LLC
2211 Congress Street
Portland, ME 04102
Attention: Kevin Price, Principal
Tel. (207) 541-2379
e-mail [email protected]
21.2 Notice will be deemed effective on the date personally delivered or electronically transmitted by facsimile. If the notice is ma iled, notice will be deemed given three days after deposit of the same in the custody of the United States Postal Service, postage prepaid, for first class delivery, or upon delivery if using a major courier service with tracking capabilities.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 10 CC Agreement No. 2025-183
21.3 Any party may change its notice information by giving notice to the other party in compliance with this section.
Section 22. General Provisions .
22.1 Authority to Execute; Counterparts. Each party represents and warrants that all necessary action has been taken by such party to authorize the undersigned to execute this Agreement and to bind it to the performance of its obligations hereunder. This Agreement may be executed in several counterparts, each of which will constitute one and the same instrument and will become binding upon the parties when at least one copy has been signed by both parties.
22.2 Entire Agreement. This Agreement, including the attached Exhibits A through C, is the entire, complete, final and exclusive expression of the parties with respect to the matters addressed in this Agreement and supersedes all other agreements or understandings, whether oral or written, between Consultant and City prior to the execution of this Agreement.
22.3 Binding Effect. This Agreement is binding upon the heirs, executors, administrators, successors and assigns of the parties.
22.4 Modification of Agreement. No amendment to or modification of this Agreement will be valid unless made in writing and approved by Consultant and by the City Council or City Manager, as applicable. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver will be void.
22.5 Electronic Signatures; Counterparts. This Agreement and any amendment will be considered executed when the signature page of a party is delivered by electronic transmission. Such electronic signatures will have the same effect as an original signature. This Agreement may be executed in multiple counterparts.
22.6 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement will not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement will not constitute a waiver of any other provision, or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any services by Consultant will not constitute a waiver of any of the provisions of this Agreement.
22.7 Interpretation. This Agreement will be interpreted, construed and governed according to the laws of the State of California. Each party has had the opportunity to review this Agreement with legal counsel. The Agreement will be construed simply, as a whole, and in accordance with its fair meaning. It will not be interpreted strictly for or against either party.
22.8 Severability. If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement will not be affected and the Agreement will be read and construed without the invalid, void or unenforceable provision.
22.9 Venue. In the event of litigation between the parties, venue in will be exclusively in a state court in the County of Ventura.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 11 CC Agreement No. 2025-183
THE UNDERSIGNED AUTHORIZED REPRESENTATIVES OF the parties hereby execute this Agreement as follows:
CITY OF CAMARILLO
_________________________________
Greg Ramirez, City Manager
ATTEST:
_________________________________
City Clerk
CONSULTANT:
Berry, Dunn, McNeil & Parker, LLC
By_________________________________
Name: Kevin Price
Title: Principal
Camarillo Business Tax Certificated No. 049601 / Expiration Date 8/31/2026
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved January 2018 A-1
EXHIBIT A
SCOPE OF SERVICES
[Attached]
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
BerryDunn is the brand name under which Berry, Dunn, McNeil & Parker, LLC and BDMP Assurance, LLP, independently owned entities, provide services. Berry, Dunn, McNeil & Parker, LLC provides tax, advisory, and consulting services. BDMP Assurance, LLP, a l icensed CPA firm, provides attest services.
September 19, 2025
City of Camarillo
Attn: Mitchell Cameron, CIO
601 Carmen Drive
Camarillo, CA 93010
Dear Mitchell:
On behalf of Berry, Dunn, McNeil & Parker, LLC (BerryDunn), we are pleased to submit this letter to the City of Camarillo (the City) regarding the Data Governance Framework Design and Implementation project. Based on our discussions with the City, we understand the City’s core driver for developing this data governance framework is to help ensure the City’s data is high-quality, well-classified, and ethically managed so that it can leverage Artificial Intelligence (AI) tools quickly and responsibly in the future. The framework will also strengthen compliance, improve interdepartmental collaboration, and align with other City initiatives, including the Organizational Assessment/Performance Measurement project, to help ensure consistent metrics and avoid duplication. The City also requests assistance with development of a detailed statement of work (SOW) for a future vendor to assist with tools and services not implemented as part of BerryDunn’s engagement.
BerryDunn is excited to continue our partnership with the City and assist with this important initiative. Our approach is informed by extensive experience supporting public-sector organizations in developing data governance frameworks, conducting enterprise data inventories, and implementing reporting and analytics solutions.
This project will guide the City through a structured process to establish a sustainable data governance framework, improve data quality and accessibility, and support informed decision-making. We recognize that data, systems, and business processes are deeply interconnected, and our work is focused on establishing responsible, secure, and ethical governance frameworks that ensure transparency, data integrity, and trustworthy AI outcomes. Our work plan, detailed in the following section, outlines our proposed activities, including:
• Initial planning and documentation review
• Facilitation of data governance framework development • Data inventorying and high-level modeling
• Data classification, analysis, and execution of prioritized data initiatives • Data governance training planning and execution
• Scoping and implementation planning of AI-enabled reporting and analytics tools In addition to the work plan, we incorporate organizational change management aspects into all project tasks. Consistent with the Prosci® methodology, the City can expect our change management approach to involve three stages, as described below.
1. Preparing for Change | Developing change management strategies, based on input from the City’s stakeholders on the existing environment.
2. Managing Change | Overseeing assigned roles and tasks, providing training and coaching, using tools effectively, and executing a clear communication plan.
3. Reinforcing Change | Evaluating action plans, reviewing the sustainability of change management activities, and promoting individual and team successes.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
We welcome the opportunity to discuss this proposal further and help ensure our approach is responsive to the City’s unique needs and priorities. BerryDunn is committed to helping the City build a transparent, effective, and future-ready data governance framework.
Project Team
At BerryDunn, we believe in the synergy that accompanies a team approach. That said, we have carefully assembled a project team with unique and specialized qualifications that coincide with the needs and desired outcomes of the City. These project team members will remain committed, available, and assigned to perform the City’s requested work effort. Figure 1 describes the organizational structure of our project team, followed by a listing of project staff.
Figure 1: Organizational Chart
Roles, Responsibilities, and Qualifications
Below and on the following pages, we describe each team member’s roles, responsibilities, and qualifications as they relate to the City’s desired scope of work.
Kevin Price, MPP, PMP®, Prosci® CCP | Project Principal Berry, Dunn, McNeil & Parker, LLC
Kevin is a principal in our Local Government Practice Group. He assists local government clients with business process improvement, technology planning, system selection, and implementation projects. A certified Project Management Professional® (PMP®), Kevin has extensive experience in assessing the business needs and processes of municipal clients for overall IT environments. Kevin is also a Lean Six Sigma Green Belt, allowing him to continuously define, measure, analyze, improve, and control projects and environments for his clients.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
As the project principal, Kevin will have overall responsibility for the services we have proposed to the City and help ensure the commitment of our firm and appropriate resource allocation. He will also review and approach all deliverables in accordance with BerryDunn's quality assurance processes Erin Provazek, MBA, CGCIO, ITIL, Prosci® CCP, PMP®, COBIT 2019 ǀ Engagement Manager
Berry, Dunn, McNeil & Parker, LLC
Erin is a senior manager in BerryDunn’s Local Government Practice Group. She is an experienced information systems (IS) executive with extensive public-sector experience. Most recently, she served as the Assistant IT Director for the City of College Station, Texas. With over 25 years of experience working with local government agencies and extensive experience assisting public-sector entities in planning, problem solving, and service delivery, Erin has demonstrated skills in enhancing operational efficiency and maximizing use of limited resources. Erin has led more than 22 IT strategic planning and assessment engagements since 2019. Erin has served in a similar role on projects with clients such as the Cities of Bloomington, Minnesota, Detroit, Michigan, and Vancouver, Washington.
As the engagement manager, Erin will oversee project progress and help ensure the initiation and completion of tasks and milestones. She will assist in project deliverable development and lead the project team to help ensure deliverables are met.
Candace Pierce, LGCIO, MCITP | Project Manager
Berry, Dunn, McNeil & Parker, LLC
Candace is a manager in our Local Government Practice Group. Candace’s educational, project, and IT leadership backgrounds contribute to her qualifications as it relates to providing project management services, as well as delivering successful projects on time and within budget while adhering to strict government regulations and protocols. Candace has extensive experience leading the assessment of clients’ current technical environments and developing actionable roadmaps to guide growth and provide direction. She has more than 20 years of public-sector experience including as Hoke County, North Carolina’s Director of IT.
As the project manager, Candace will act as primary liaison and will be responsible for maintaining a constructive and clear line of communication between City staff and BerryDunn. She will monitor project progress, track the initiation and completion of tasks and milestones, and facilitate our meetings and project activities.
Alison Tobey, MA, LSSGB | Lead Business Analyst/Facilitator Berry, Dunn, McNeil & Parker, LLC
Alison is a senior consultant in our Local Government Practice Group. Drawing on her expertise in stakeholder engagement, process analysis, and change management, Alison excels at translating organizational needs into actionable strategies and sustainable frameworks. She is highly skilled at fostering collaboration among cross-functional teams, ensuring that all voices are heard and that project objectives align with both business goals and regulatory requirements. Alison’s facilitation style is inclusive and results-driven—she creates environments where stakeholders feel empowered to contribute, which leads to stronger buy-in and more effective adoption of data governance practices.
Alison has a master’s degree in global policy and international affairs and is a Lean Six Sigma Green Belt. Alison has helped facilitate engagement efforts for the City of Santa Monica, California; Attleboro Redevelopment Authority, Massachusetts; Town of Holliston, Massachusetts; Sonoma County, California; and Santa Clara County, California, among others.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
As the lead business analyst/facilitator, Alison will lead the project team with facilitating meetings, preparing status reports, and developing project deliverables in a timely manner.
Joseph Bergeon, CAPM® ǀ Business Analyst
Berry, Dunn, McNeil & Parker, LLC
Joseph is a senior consultant in our Local Government Practice Group. He brings experience in government and community engagement at the local and federal levels.
Joseph is focused on operational management, business process improvement, and analytical review for government institutions in the education, legislative, and community governance fields. Joseph has served in a similar role for the Cities of Midland, Texas and Gainesville, Florida; the Town of Prescott Valley, Arizona; and Tualatin Hills Park and Recreation District, Oregon.
As the business analyst, Joseph will facilitate work sessions and information-gathering activities with the City’s project team. He will also support the development of project deliverables and review of existing documents and data to synthesize findings.
Jeff Martin, PMP®, CGCIO, CBCP, CCRP | Technical Analyst Berry, Dunn, McNeil & Parker, LLC
Jeff is a senior consultant in BerryDunn’s Local Government Practice Group. Prior to joining BerryDunn, he served the Town of Mooresville, North Carolina for nearly a decade, most recently as Deputy Technology and Innovation Director. He is especially skilled in providing IT governance, developing business continuity and disaster recovery programs, and helping ensure Criminal Justice Information System (CJIS), Payment Card Industry (PCI), and National Institute of Standards and Technology (NIST) Cybersecurity Framework (CSF) compliance. He is skilled in managing IT vendor contracts and relationships and helping ensure those comply with internal finance, legal, and procurement requirements as well as local statutes and state laws. He regularly leverages his PMP® and Certified Government Chief Information Officer (CGCIO) credentials to help BerryDunn’s municipal clients to align technology and organizational objectives.
As the technical analyst, Jeff will leverage his firsthand knowledge of technology planning to help the City understand the technical and organizational implications of changes made as a result of this project.
Jeff Stoddard, Prosci® CCP ǀ Data Governance and Data Management Subject Matter Expert (SME)
Berry, Dunn, McNeil & Parker, LLC
Jeff is an accomplished strategic leader in data and technology and analytics, with a demonstrated track record in spearheading system development initiatives. His adeptness in engaging with a wide array of stakeholders, fostering consensus and cultivating productive relationships, stands as a testament to his interpersonal competence. Jeff's unwavering commitment to project objectives is consistently underscored by his ability to deliver results punctually and within budget constraints, consequently aiding clients in optimizing operational efficiencies, enhancing care quality, and reducing costs.
Lee Veilleux ǀ Data Governance and Data Management SME
Berry, Dunn, McNeil & Parker, LLC
Lee is a senior data analytics engineer with over 30 years of experience leading, designing, and developing business and financial applications across diverse platforms, with a strong focus on healthcare data. He brings deep expertise in the analysis, design, development,
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
and support of robust database and client/server systems. Lee is recognized for delivering scalable, high- performance data solutions that drive operational efficiency and support strategic business objectives.
As the data governance and data management SMEs, Jeff and Lee will serve as technical and strategic advisors, helping ensure best practices in data governance and management are applied. They will provide expertise related to data architecture, data quality, security, and regulatory compliance.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Work Plan
The following steps detail our proposed approach to assist the City with development and implementation of a data governance framework. We envision this project to be a collaborative effort, establishing a data governance steering committee and working closely with the committee throughout the process.
1. Planning, Preparation, Documentation Review, and Baseline Data Management Maturity Assessment
1.1 Conduct Initial Project Planning. The purpose of this step is to review the objectives of the engagement, answer questions, and help set the appropriate tone for the work ahead. We will work with the City to plan and schedule an initial kickoff meeting with the City’s project team, including City leadership and appropriate City stakeholders, to:
• Review details of the project work plan
• Confirm project goals
• Identify known project constraints, risks, and other known limitations in data governance and AI readiness, and collaborate on mitigation strategies
• Discuss our approach to managing communications between BerryDunn and the City
1.2 Background information. During this first step of the project, our team will also review any information and materials the City can provide to us that we were not exposed to during prior projects with the City.
We will provide the City with an information request sheet to request available documentation that would be helpful for us during the project. The types of information that will be helpful for us to review at this stage, if available, include:
• Current policies and procedures, including drafts and working documents, related to data management, such as:
o Data access policy or guidelines
o Data classification policy or guidelines
o Information security policy or guideline
o Data authorization policy or guidelines
o Records management Crosswalk table
o Organizational Assessment/Performance Measurement project documents, o Documentation of any current AI/ML initiatives, third-party AI tools, or automated analytics platforms using City data
• Metadata reports and documentation related to data access, data security, data definitions, data quality, and data storage
• Documentation regarding data quality controls, policies, and integrations specific to enterprise systems or platforms (e.g., Naviline, NEOGOVC, OpenGov, PrimeGov, Time and Attendance, ArcGIS Suite, SeeClickFix, SQL Server, DB2, etc.)
• Organizational charts of departments and units with direct data management responsibilities • Current initiatives or plans related to data governance and enterprise data management
1.3 Baseline Data Management Maturity Assessment. Based on the documented background information obtained, BerryDunn will provide the City with a Baseline Data Management Maturity Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Assessment, using BerryDunn’s local government-adapted version of the Federal Data Management Maturity Model. The baseline assessment will score the City’s current data management environment on a 1 – 5 scale (1 – Informal, 2 – Developing, 3 – Defined and Implemented, 4 – Managed and Repeatable, 5 – Integrated and Optimized) over six functional areas:
• Analytics Capability
• Data Culture
• Data Management
• Data Personnel
• Systems and Technology Tools
• Data Governance
The Baseline Data Management Maturity Assessment will serve as the initial state to measure project progress and performance as the project matures functional areas.
1.4 Stakeholder register. Our team will work with the City to identify key data producers, consumers, and decision-makers across the City and incorporate the identified people into a stakeholder register.
1.5 Project Management Plan. Based on the project planning activities, BerryDunn will develop a Project Management Plan that outlines how the project will be managed, including considerations for stakeholder, communication, organizational change, decision, risk, and issue management. The project management plan will serve as a relevant reference artifact for all phases of the project. Documented Outcomes: Project Management Plan, Background Information Request, Baseline Data Management Maturity Assessment
2. Facilitate Initial Data Governance Framework Development
2.1 Visioning workshop. Following the project planning activities, BerryDunn will work with the City team to plan and schedule a data governance visioning workshop. The purpose of the workshop will be to build buy-in for data governance and define a vision and goals for data governance within the City. We can plan to facilitate the on-site workshop to help build buy-in and support for the work ahead.
The workshop will discuss the benefits of effective data governance, focusing on how it directly supports City performance measurement and reporting. This will ensure alignment with the City’s Organizational Assessment/Performance Measurement initiative. Additionally, the workshop will cover the role of AI in achieving the City’s strategic vision, including governance guardrails to ensure AI models are trained on accurate, unbiased, and secure datasets.
During this workshop, we will present draft data governance vision statements, based on our review of background documentation and based on our experience working with the City, to formalize data governance. We will discuss findings and opportunities for improvement in current practices and will encourage discussion regarding the expected outcomes and strategic measures of success for the project.
We will facilitate the discussion by asking thought-provoking questions, defining the ‘why’ behind the vision, and building consensus among the group. A key output of the workshop will be a preliminary set of guiding principles for data governance within the City incorporate change management planning to address potential resistance, ensure clear communications, and build buy-in across all departments.
2.2 Data Governance Steering Committee (DGSC). BerryDunn will work with the City to identify members for a DGSC. Members of the DGSC should include appropriate City department representation and time commitment to the committee’s work.
Upon member identification, BerryDunn will work with the DGSC to establish a charter for the committee, including a formalized vision and goals for its work, recurring meeting cadence, defining its role in relation Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
to other data governance stakeholders involved in data capture, management, ownership, and analysis activities, establishing its scope of authority, and formalizing its role in subsequent project activities.
2.3 Startup data governance framework guidelines. The data governance framework guidelines development will be an iterative process where components are added to the framework as they are defined. BerryDunn will facilitate the DGSC’s creation of the initial data governance framework guidelines, including the following components:
• Data Governance Strategy: Vision and Objectives, Scope, Success Metrics, KPIs • DGSC: Sponsorship of Framework and Decision-Making Authority • Data Definitions: Structured, Unstructured, Semi-Structured • Data Roles and Responsibilities (e.g., data sponsor, data owner, data steward, data custodian):
Definitions, Scope of Authority, Escalation Paths
• Data Guidelines and Standards: Quality, Security and Privacy, Metadata • AI Use Principles: Responsibilities, Ethics, and other City AI Policies BerryDunn will work closely with the City to define the data governance framework best suited to the City and its data environment. We understand the importance of developing a structure that is aligned with stakeholders’ responsibilities; this facilitates adoption and long-term effectiveness. Documented Outcomes: Visioning Workshop, DGSC Charter, Initial Data Governance Framework Guidelines
3. Data Inventory
3.1 Inventory data. BerryDunn will work with the DGSC and all City departments to inventory systems, data stores, and data sets used by the City in its operations. BerryDunn will provide the City with a template for and help facilitate capture of a data inventory. The data inventory will document data categories, systems, data stores, data sets, data use, data ownership (as defined in prior task), authoritative data source(s), data access considerations, known data exchanges or interfaces, and available application program interfaces (APIs), middleware, and extract, transform, and load (ETL) processes supporting data interfaces or integrations. The data inventory will also flag datasets with high AI utility to support future AI and predictive analytics initiatives.
3.2 High-level data model. Based on the data inventory, BerryDunn will create a high-level data model that visually maps systems and data flows across departments. This model will highlight shared systems, internal versus external data, and key connection points, enabling stakeholders to better understand dependencies and opportunities for optimization. The high level data model will present:
• By department – the core systems in place, summary data set information, differentiate internal data versus external data;
• Shared systems and data;
• Summary connection points between departments and systems and the types of the connection points (APIs, middleware, or ETL processes); and
3.3 Procedures for data inventory and high-level data model maintenance. BerryDunn will work with the DGSC to establish procedures for maintaining the data inventory and high-level data model.
Procedures will include the introduction of new data sets, material changes to existing data sets, retirement of data sets, and review and approval responsibilities and steps. The maintenance procedures may include the use of existing or future data discovery and cataloging tools. The procedures will be incorporated into the Data Governance Framework Guidelines.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
3.4 Updated Data Governance Framework. In collaboration with the DGSC, BerryDunn will update the Data Governance Framework Guidelines to include:
• Data Architecture and Infrastructure: Maintenance of Data Inventory and High Level Data Model, Data Integration and ETL Use and Maintenance, Storage
Documented Outcomes: Data inventory, High-level data model, Updated Data Governance Framework Guidelines
4. Data Classification and Analysis
4.1 Data classification and AI-readiness status definitions. Based on the data inventory and high- level data model, BerryDunn will work with the DGSC to develop defined data classifications and associated procedures and guidelines for data access, integration, retention, and destruction. The basis for classification definitions will be protection and retention requirements set forth by state, federal, or other regulatory requirements and include the associated regulation (e.g., CPRA, HIPAA, PCI, etc.). We will also establish and define AI-readiness statuses indicating whether datasets are approved for AI use, require preprocessing, or are restricted due the dataset’s classification. The resulting classifications and AI-readiness statuses will be incorporated into the governance framework to ensure consistent handling of data across the organization.
4.2 Application of data classifications and AI-readiness statuses to data inventory. In collaboration with data owners, BerryDunn will apply the defined classifications and AI-readiness statuses to each data set in the inventory, based on the procedures and guidelines established in the previous task. This exercise will enhance data visibility and support informed decision-making regarding data access, protection, and AI-readiness.
4.3 Data inventory analysis. BerryDunn, the DGSC, and other appropriate data governance roles will analyze the data inventory, identifying citywide data duplication and information silos. Leveraging the data inventory and high-level data model, we will collaboratively identify areas of redundancy and fragmentation. This joint effort will uncover opportunities to consolidate data sources and storage locations, while evaluating the necessity of any duplication, potential integration needs, and the business rationale for maintaining parallel data sets. We will work with the DGSC and data owners to identify datasets where AI-assisted integration, anomaly detection, or predictive modeling could add value to data initiatives.
4.4 Prioritize data initiatives for City execution. BerryDunn will work with the City to prioritize data consolidation, integration, synchronization, and access initiatives identified by the data inventory analysis.
Where duplication is justified, the City and BerryDunn will define authoritative sources and establish synchronization protocols to help ensure high data integrity across systems. The DGSC and department staff will prioritize consolidation efforts, initiate the reduction and removal of unnecessary duplication, and update security permissions for the newly unified data sources. These initiatives will lay the foundation for a more streamlined and trustworthy data environment across the City’s operations. Upon completion of the initiatives, BerryDunn and the DGSC will make appropriate updates to the Data Governance Framework Guidelines, Data Inventory, and High-Level Data Map. Documented Outcomes: Data Governance Framework Guidelines, Data Inventory with Classifications and AI-Readiness Statuses, Completion of Prioritized Data Initiatives, Updated Data Inventory and High-Level Data Map
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
5. Data Governance Training
5.1 Training strategy development. We will work with the DGSC, or designated sub-committee, to co- design a scalable and iterative training strategy that introduces users to core data governance concepts.
This includes aligning on the desired learning outcomes, identifying key stakeholder groups, and mapping out a phased approach that builds awareness, deepens understanding, and supports long-term adoption.
The training pathway will be tailored to organizational context and maturity, ensuring relevance across roles and departments.
5.2 Training content development. We will work with the City to define the foundational elements of the training content, including governance roles and responsibilities, applicable standards and guidelines, and data literacy objectives. This task will involve collaborative workshops to translate existing practices to any changed practice expectations and align content with broader organizational goals such as ethical AI use, compliance, and operational transparency. The resulting framework will guide the development of role-specific learning modules with the goal of preparing content that not only develops an understanding of data governance principles but also equips users to apply them confidently in daily operations.
5.3 Training plan development. We will collaboratively develop a training plan to facilitate the delivery of training modules to City staff, aligned with specific data governance roles. Documented Outcomes: Training Content and Delivery Plan
6. Data Reporting and Analytics
6.1 Identify reporting and analytics opportunities. BerryDunn will work with the DGSC and other data stakeholders to identify and prioritize reporting and transparency needs across departments to support improved decision-making and public accountability. The team will assess current reporting practices, evaluate the effectiveness of existing tools, gather requirements for reporting and analytics capabilities in existing or new tool(s), and opportunities to integrate AI-powered analytics, natural language query tools, and automated reporting features to make data insights more accessible. This foundational step will help ensure that future reporting solutions are aligned with operational goals and transparency expectations.
6.2 Select or plan to acquire data reporting and analytics tool(s). The DGSC and BerryDunn will jointly explore opportunities to enhance or expand the use of existing reporting tools and, where necessary, plan for acquisition of new solutions capable of aggregating and synthesizing data across systems and data stores. The City’s interest in using Microsoft Fabric and Power BI will be the initial exploration, including these solutions’ capabilities to work with AI models. Should the City decide to acquire new tool(s), BerryDunn will assist in the traceable requirement development and a services statement of work (SOW) for selection of a vendor to provide a solution or services to meet the goal of implementing user-friendly reporting tools that deliver real-time insights, support performance tracking, demonstrate measurable results from City programs and services, and contains or can be used in conjunction with AI for automation and performance tracking. This effort will be guided by the reporting requirements defined during the prior subtask and will prioritize tools that promote AI integration, accessibility, consistency, and reliability of data.
Documented Outcomes: Prioritized Data Reporting and Transparency Needs, Documented Decision Matrix for the use of existing or new Tool(s), SOW for Solution and Services
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
7. Data Management Maturity Assessment Updates
7.1 Data Management Maturity Assessment. BerryDunn will work with the DGSC and other data stakeholders to make quarterly updates to relevant Data Management Maturity Assessment factor scores, representing progress of the project’s activities and maturity of the City’s data management environment. Documented Outcomes: Data Management Maturity Assessment updates
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Anticipated Timeline
Figure 1, below, depicts a high-level overview of our proposed timeline for completing the City’s requested services. We will finalize the project schedule based on input received by the City in the initial planning phase of the project.
Figure 1: Anticipated Timeline
Months
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19
Task 1
Task 2
Task 3
Task 4
Task 5
Task 6
Task 7
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Closing
We value the City’s openness and flexibility to discussing our proposed services, and we would be happy to provide any needed clarification on our methodology and approach or negotiate revisions.
Should you have any questions, or if you would like to discuss this letter in greater detail, please do not hesitate to contact our team directly. We appreciate the opportunity to continue to work with the City and to assist with this important initiative.
Sincerely,
Kevin Price, MPP, PMP®, Prosci® CCP ǀ
Principal
Berry, Dunn, McNeil & Parker, LLC
207.541.2379 ǀ [email protected]
Erin Provazek, MBA, Prosci® CCP, CGCIO,
ITIL, COBIT, PMP® ǀ Senior Manager
Berry, Dunn, McNeil & Parker, LLC
207.842.8054 ǀ [email protected]
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved January 2018 B-1
EXHIBIT B
KEY PERSONNEL & COMPENSATION
1. Consultant’s designated representative(s) who are authorized to act on its behalf and to mak
e all decisions in connection with the performance of services under this Agreement are: Kevin Price.
2. Total compensation under this Agreement, including re imbursement for actual expenses,
may not exceed: $336,000.
FEE SCHE
DULE
(Complete or attached Separate Schedule)
KEY PERSONNEL:
Name T
itle/Position Rate
(Per Hour)
SUBCONSULTANTS:
Name
T
itle/Position Rate
(Per Hour)
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Cost Proposal
Our costs are based on our experience conducting similar projects and the unique nuances of the City's specific request. As we use a team approach, and believe in the value of having active and meaningful participation by our project team members when and where it values clients most, we use a blended hourly rate such that your team will not be charged different rates for participation by our project leadership or specialized data experts. We are proposing a blended hourly rate of $275 valid through April 2027. We are happy to discuss any potential adjustments to the work plan based on the needs of the City.
Table 1, below, outlines our anticipated hours per Task. We will submit monthly progress invoices based on the progress towards the completion of each Task and travel expenses will be billed separately, as incurred.
Table 1: Anticipated Hours and Cost per Task
No. Task Anticipated Hours Hourly Rate Total
1 Planning, Preparation, Documentation
Review, and Baseline Data
Management Maturity Assessment
115 $275 $31,625
2 Facilitate Initial Data Governance
Framework Development 155 $275 $42,625
3 Data Inventory 245 $275 $67,375
4 Data Classification and Analysis 205 $275 $56,375
5 Data Governance Training 160 $275 $44,000
6 Data Reporting and Analytics 185 $275 $50,875
7 Data Management Maturity Assessment
Updates 75 $275 $20,625
Total 1,030 $313,500
Estimated travel expenses $22,500
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 C-1
EXHIBIT C
INSURANCE
1. Required Insurance . Before commencing any services, Consultant must procure and maintain in full force and effect during the term of this Agreement the following types of insurance with at least the minimum coverage listed and subject to the applicable additional requirements set forth below:
Type of Insurance Limits
Commercial General Liability $1,000,000 / $2,000,000 aggregate Business Automobile Liability $1,000,000
Workers’ Compensation Statutory Requirements
Professional Liability $1,000,000
2. Insurance Rating. All insurance required to be maintained by Consultant must be issued by companies licensed by or admitted to conduct insurance business in the State of California by the California Department of Insurance and must have a rating of A- or better and Financial Size Category Class VII or better by the latest edition of A.M. Best’s Key Rating Guide, unless otherwise approved by City’s legal counsel.
3. Commercial General Liability Insurance. The commercial general liability insurance must meet or exceed the requirements of Insuranc e Services Office (ISO) form CG 00 01, and must be provided on a per occurrence basis for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. The insurance must be on an “occurrence” not a “claims made” basis. Defense costs must be paid in addition to limits. There must be no cros s-liability exclusion for claims or suits by one insured against another. The insurance must include a waiver of subrogation applicable to the insurance or self-insurance, a primary and non-contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo, its officers, employees and agents, and volunteers; blanket endorsements are acceptable. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
4. Business Automobile Insurance. The business automobile insurance coverage must be at least as broad as ISO Business Auto Coverage form CA 00 01, covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with the services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount stated above per combined single limit for each accident. Such insurance must include a waiver of subrogation applicable to the insurance or self-insurance, and a primary and non-contributory endorsement, and an additional insured endorsement, all in favor of the City of Camarillo, its officers, employees and agents, and volunteers; blanket endorsements are acceptable.
5. Workers’ Compensation. If Consultant has any employees, Consultant must maintain workers’ compensation insurance (statutory limits) and employer’s liability insurance (with limits of at least $1,000,000). Such insurance must include a waiver of subrogation Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 C-2
endorsement in favor of the City of Camarillo, its officers, employees, agents, and volunteers; a blanket endorsement is acceptable.
6. Professional Liability (Errors & Omissions) Insurance . The professional liability insurance must cover the services to be performed under this Agreement. The coverage must be provided on a “claims made” basis. Consultant must maintain continuous coverage through a period not less than three years after the completion of the services required under this Agreement.
7. Umbrella or Excess Liability Insurance . If an excess or umbrella liability policy is used to meet minimum limit requirements, the insurance must provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella or excess liability policy must include a “drop-down provision” requiring the policy to respond in the event that any primary insurance that would otherwise have applied proves to be uncollectable in whole or in part for any reason. Coverage must be provided on a “pay-on- behalf” basis, with defense costs payable in addition to policy limits. There may be no cross- liability exclusion precluding coverage for claims or suits by one insured against another.
The policy must “follow form” to the underlying primary policy. Coverage must be applicable to all insureds under the primary policies. The insurance must contain or be endorsed to contain a waiver of subrogation applicable to the insurance or self-insurance, and a primary and non-contributory endorsement for the benefit of City. The scope of coverage provided is subject to approval of City following receipt of the required proof of insurance.
8. Consultant’s Limitations and Endorsements. The Consultant’s insurance policies must not include any endorsements or provisions that limit coverage for the following risks:
products and completed operations; and contractual liability. These coverages must be specifically included without any exclusions, modifications, or restrictions that would limit the scope of protection otherwise afforded by the basic policies. Any endorsement or exclusion that reduces or eliminates coverage for the above-listed risks is unacceptable.
9. Deductibles and Self-Insured Retention . Any deductibles or self-insured retentions applicable to the insurance policies required under this Agreement must be declared to and approved by City. In no event may any required insurance policy have a deductible, self- insured retention or other similar policy provision in excess of $50,000 without prior written approval by City in its sole discretion. At the option of City, either the insurer will reduce or eliminate such deductibles or self-insured retentions with respect to the City’s additional insureds or Consultant will procure a bond guaranteeing payment of any losses, damages, expenses, costs or settlements up to the amount of such deductibles or self-insured retentions.
10. Certificates of Insurance and Endorsements; Notice of Termination or Changes to Policies. Prior to commencing any services under this Agreement, Consultant must file with the City certificates of insurance and endorsements evidencing the existence of all insurance required by this Agreement, along with such other evidence of insurance or certified copies of policies as may reasonably be required by City. These certificates of insurance and endorsements must be in a form approved by the City’s legal counsel.
Consultant must maintain current certificates and endorsements on file with City during the term of this Agreement reflecting the existence of all required insurance. Each of the certificates must expressly provide that no material change in the policy, or termination or cancellation of the required coverage, will be effective except upon 30 days’ prior written notice to City by certified mail, return receipt requested (except for nonpayment for which a 10-day notice is required). The delivery to City of any certificates of insurance or Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd
Form Approved April 2021 C-3
endorsements that do not comply with the requirements of this Agreement will not waive the City’s right to require compliance. In the event that Consultant’s policies are materially changed, Consultant must provide the City with at least 30 days’ prior written notice of the applicable changes. City reserves the right to require complete, certified copies of all required insurance policies at any time.
11. Failure to Maintain Required Insurance . If Consultant, for any reason, fails to have in place at all times during the term of this Agreement all of the required insurance coverage, the City may, but is not obligated to, obtain such coverage at Consultant’s expense and deduct the cost from the sums due Consultant. Alternatively, City may terminate the Agreement.
12. Effect of Coverage . The existence of the required insurance coverage under this Agreement will not be deemed to satisfy or lim it Consultant’s indemnity obligations under this Agreement. Consultant acknowledges that the insurance coverage and policy limits set forth in this Agreement constitute the minimum coverage and policy limits required. Should any coverage carried by the Consultant or any subconsultant of any tier have limits of liability that exceed the limits or have broader coverage than required in this Agreement, those higher limits and that broader coverage are deemed to apply for the benefit of any person or organization included as an additional insured and those limits and broader coverage will become the required minimum limits and insurance coverage in all sections of this Agreement. Any insurance proceeds available to City in excess of the limits and coverages required by this Agreement, and which is applicable to a given loss, must be made available to City to compensate it for such losses.
13. Required Insurance for Subconsultants/Subcontractors . Consultant agrees to ensure that any subconsultants/subcontractors providing services under this Agreement provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to review and monitor all such coverage and assumes responsibility for ensuring that such coverage is provided in conformity with the requirements of this Agreement.
14. Right to Revise Insurance Specifications . City reserves the right to change the amounts and types of insurance required by giving Consultant at least 90 days advance written notice of such change. If such change results in substantial additional cost to Consultant, the parties may renegotiate Consultant’s compensation.
15. Timely Notice of Claims . Consultant must give City prompt notice of claims made of lawsuits initiated that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability insurance policies.
Doc ID: a1a8e4b4d6307fb04004d63c69d479edec229f9d
Doc ID: 61354abf8dbb5486dad2ab3fcacd65b6c1eaa4fd