Agenda packet — Carson City Council, July 1, 2025 (part 2 of 3)

01007.0004/899540.1

herein.

Section 1. The foregoing recitals are true and correct and are incorporated by reference

Section 2. The City Council approves the Updated CPSA/SEIU MOU, a copy of which is attached hereto as Attachment 1 and authorizes the City Manager to execute the same.

Section 3. The City Clerk shall certify to the passage and adoption of this Resolution and enter it into the book of original resolutions.

Section 4. This Resolution shall be effective immediately upon its passage and adoption.

PASSED, APPROVED and ADOPTED this 1st day of July, 2025.

Lula Davis-Holmes, Mayor
APPROVED AS TO FORM:

Sunny K. Soltani, City Attorney
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
Resolution 25-075

Page 3 ends

01007.0004/899540.1

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) SS:

CITY OF CARSON )

I, Khaleah Bradshaw, City Clerk of the City of Carson, do hereby certify that the foregoing Resolution, being Resolution No. 25-075, was passed and approved by the City Council of the City of Carson at its meeting held on July 1, 2025, by the following vote:

AYES:

NOES:

ABSENT:

ABSTAIN:

Dr. Khaleah K. Bradshaw, City Clerk
Resolution 25-075

Page 4 ends

01007.0004/899540.1

ATTACHMENT 1

Updated CPSA/SEIU MOU
01007.0004 2011669.1

MEMORANDUM OF UNDERSTANDING

BETWEEN

THE CITY OF CARSON
AND

THE SERVICE EMPLOYEES INTERNATIONAL UNION (SEIU) LOCAL
721 – CARSON PROFESSIONAL SUPERVISOR ASSOCIATION

REPRESENTING THE PROFESSIONAL AND SUPERVISORY

EMPLOYEES BARGAINING UNIT OF THE CITY OF CARSON

July 1, 2024 – June 30, 2027

ADOPTED BY RESOLUTION NO. 25-075
(RESCINDS AND REPLACES RESOLUTION NO. 24-021)
APPROVED JULY 1, 2025

Table of Contents
ARTICLE I RECOGNITION ......................................................................................................... 1 ARTICLE II DEFINITION OF TERMS ........................................................................................ 1 SECTION 1. ACTING DUTY: ...................................................................................... 1 SECTION 2. CLASSIFICATION: ................................................................................ 1 SECTION 3. DAY: ........................................................................................................ 1 SECTION 4. DEPARTMENT: ...................................................................................... 1 SECTION 5. DEPARTMENT DIRECTOR: ................................................................. 1 SECTION 6. DOMESTIC PARTNERSHIP: ................................................................ 2 SECTION 7. EMPLOYEE: ........................................................................................... 2 SECTION 8. FULL TIME: ............................................................................................ 2 SECTION 9. IMMEDIATE FAMILY: .......................................................................... 2 SECTION 10. LEAVE: .................................................................................................... 2 SECTION 11. MANAGEMENT ..................................................................................... 2 SECTION 12. MANAGER .............................................................................................. 2 SECTION 13. PAY PERIOD: ......................................................................................... 2 SECTION 14. POSITION: ............................................................................................... 2 SECTION 15. BASE PAY RATE: .................................................................................. 3 SECTION 16. PROFESSIONAL EMPLOYEE: ............................................................. 3 SECTION 17. SENIORITY: ............................................................................................ 3 SECTION 18. SUPERVISOR: ........................................................................................ 3 SECTION 19. TENURE: ................................................................................................. 3 SECTION 20. UNIT MEMBER: ..................................................................................... 3 SECTION 21. WESTERN CONTINENTAL UNITED STATES: ................................. 3 SECTION 22. WORKDAY: ............................................................................................ 3 SECTION 23. WORKWEEK: ......................................................................................... 3 SECTION 24. WORK SCHEDULE: ............................................................................... 3 ARTICLE III COMPENSATION ................................................................................................... 4 SECTION 1. SALARY: ................................................................................................. 4 SECTION 2. LONGEVITY PAY: ................................................................................. 4 SECTION 3. SHIFT DIFFERENTIAL: ........................................................................ 5 SECTION 4. ACTING DUTY PAY: ............................................................................. 5 SECTION 5. SALARY ADVANCEMENT: ................................................................. 7 SECTION 6. ALLOWANCE FOR MILEAGE: ............................................................ 8 SECTION 7. ALLOWANCE FOR UNIFORMS: ......................................................... 8 SECTION 8. ALLOWANCE FOR SAFETY SHOES: ................................................. 8 SECTION 9. COMPENSATION FOR OFF WORK COMMUNICATIONS
CALLS: 8
SECTION 10. OVERTIME COMPENSATION: ............................................................ 9 SECTION 11. COURT SUMMONS/SUBPOENA/JURY DUTY: ............................... 10 SECTION 12. HOLIDAY COMPENSATION: ............................................................ 11 SECTION 13. BILINGUAL USAGE PAY: .................................................................. 11 SECTION 14. ANNUAL PROFESSIONAL DEVELOPMENT ALLOWANCE: ....... 11 SECTION 15. PAYCHECK DISTRIBUTION: ............................................................ 12 SECTION 16. OVERPAYMENT REMEDY: ............................................................... 12 3 3
SECTION 19. SICK LEAVE INCENTIVE PLAN: ...................................................... 13

SECTION 20. CLASS A/B LICENSE PAY (APPLIES TO SUPERVISORS ONLY): 13
4 SECTION 22. EDUCATION/TUITION REIMBURSEMENT .................................... 14 SECTION 23. STAND-BY PAY ................................................................................... 14 ARTICLE IV LEAVES ................................................................................................................ 15 SECTION 1. ANNUAL LEAVE: ................................................................................ 15 SECTION 2. SICK LEAVE: ........................................................................................ 16 SECTION 3. COMPENSATORY LEAVE: ................................................................ 17 SECTION 4. ADMINISTRATIVE LEAVE: ............................................. 17SECTION

5. LEAVE OF ABSENCE WITHOUT PAY: ............................................ 18 SECTION 6. WORKERS’ COMPENSATION LEAVE: ........................................... 19 SECTION 7. MILITARY LEAVE: ............................................................................. 20 SECTION 8. TIME OFF FOR VOTING: .................................................................... 20 SECTION 9. LUNCH PERIOD: .................................................................................. 19 SECTION 10. REST PERIOD: ...................................................................................... 20 SECTION 11. HOLIDAY LEAVE: .............................................................................. 20 SECTION 12. BEREAVEMENT LEAVE: ................................................................... 22 ARTICLE V INSURANCE AND RETIREMENT BENEFITS ................................................... 22 SECTION 1. HEALTH INSURANCE PREMIUM: ................................................... 23 SECTION 2. DENTAL INSURANCE PREMIUM: ................................................... 23 SECTION 3. LIFE INSURANCE COVERAGE: ........................................................ 23 SECTION 4. SHORT TERM AND LONG- TERM DISABILITY INSURANCE PROGRAM: 24
SECTION 5. CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM (CALPERS): .......................................................................................................... 25 SECTION 6. DEFERRED COMPENSATION PROGRAM: ..................................... 26 SECTION 7. VISION CARE PROGRAM: ................................................................. 27 SECTION 8. SECTION 125 PLAN: ........................................................................... 27 ARTICLE VI SAFETY ................................................................................................................. 27 SECTION 1. SAFETY RESPONSIBILITIES: ............................................................ 27 SECTION 2. SAFETY DEVICES AND SAFEGUARDS: ......................................... 27 SECTION 3. SAFETY COMMITTEE: ....................................................................... 27 SECTION 4. USE OF VETERANS PARK SPORTS COMPLEX: ............................ 28 ARTICLE VII CITY RIGHTS ...................................................................................................... 28 SECTION 1. EXCLUSIVE CITY RIGHTS AND AUTHORITY: ............................. 27 SECTION 2. CONCERTED REFUSAL TO WORK: ................................................ 28 SECTION 3. FURLOUGHS: ....................................................................................... 30 ARTICLE VIII UNION RIGHTS AND SECURITY ................................................................... 30 SECTION 1. AGENCY SHOP: ................................................................................... 30 SECTION 2. LEGAL COUNSEL: .............................................................................. 32 SECTION 3. RELEASE TIME: .................................................................................. 32 SECTION 4. CONFERENCE ATTENDANCE: ......................................................... 34 SECTION 5. FAIR LABOR STANDARDS ACT: ..................................................... 34 SECTION 6. REORGANIZATION OR RECLASSIFICATION: .............................. 34 SECTION 7. FLEXIBLE WORK SCHEDULES: ....................................................... 34 SECTION 8. UNION ACCESS TO NEW EMPLOYEE ORIENTATIONS &
INFORMATION: .................................................................................................. 35 SECTION 9. BULLETIN BOARDS ........................................................................... 35 SECTION 10. WORK ACCESS .................................................................................... 35

ARTICLE IX GRIEVANCE PROCEDURE ................................................................................ 35 SECTION 1. PURPOSE: ............................................................................................. 35 SECTION 2. DEFINITION: ............................................................................................ 35 SECTION 3. GRIEVANCE STEPS: ............................................................................... 34 SECTION 4. NON- DEPARTMENTAL
GRIEVANCES……………………………………37
SECTION 5. EXTENSIONS OF TIME: ......................................................................... 36 SECTION 6. REPRISALS: .............................................................................................. 36 SECTION 7. MATTERS EXCLUDED FROM THE GRIEVANCE PROCEDURE: .... 37 ARTICLE X APPEAL PROCEDURES ....................................................................................... 37 SECTION 1. REQUEST FOR DISCIPLINARY HEARING: .................................... 37 SECTION 2. SCHEDULING OF DISCIPLINARY HEARING: ............................... 37 SECTION 3. HEARING OFFICER: ........................................................................... 37 SECTION 4. REPRESENTATION AT DISCIPLINARY HEARING: ...................... 38 SECTION 5. BURDEN OF PROOF AND EVIDENCE: ............................................ 38 SECTION 6. CONDUCT OF THE DISCIPLINARY HEARING: ............................. 38 SECTION 7. HEARING OFFICER'S DECISION: ..................................................... 38 ARTICLE XI LAYOFF ................................................................................................................ 40 SECTION 1. PREREQUISITE FOR LAYOFF: ......................................................... 40 SECTION 2. ORDER OF LAYOFF: ........................................................................... 40 SECTION 3. VOLUNTARY DEMOTION: ................................................................ 41 SECTION 4. RECALL: ............................................................................................... 41 SECTION 5. SEVERANCE PACKAGE: ................................................................... 41 ARTICLE XII OTHER MATTERS WITHIN THE SCOPE OF REPRESENTATION .............. 42 SECTION 1. SECTION 1. STATUS OF GRANT FUNDED EMPLOYEES: ........... 42 SECTION 2. PROMOTIONAL OPPORTUNITIES: .................................................. 42 SECTION 3. CITY COUNCIL PERSONNEL COMMITTEE: .................................. 42 SECTION 4. JOB SERIES STUDY: ........................................................................... 42 SECTION 5. JOB SHARING: ..................................................................................... 43 ARTICLE XIII DRAFTING PROVISIONS AND DURATION ................................................. 44 SECTION 1. FULL UNDERSTANDING: .................................................................. 44 SECTION 2. SEVERABILITY: .................................................................................. 44 SECTION 3. E MERGENCY WAIVER: ..................................................................... 44 SECTION 4. JOINT DRAFTING: .............................................................................. 44 SECTION 5. MODIFICATION: ................................................................................. 45 SECTION 6. DURATION: .......................................................................................... 45 SECTION 7. REOPENERS/ME TOO CLAUSE: ....................................................... 45 ARTICLE XIV CITY COUNCIL APPROVAL ........................................................................... 47

Appendix A – CPSA Monthly Salary Schedule effective July 1, 2024 Appendix B – CPSA Monthly Salary Schedule effective July 1, 2025 Appendix C – CPSA Monthly Salary Schedule effective July 1, 2026 Appendix D – CPSA / SEIU Side Letter Agreement – Job Series Program for Administrative Specialist and Senior Administrative Specialist

CPSA/SEIU 721 MOU 2024-2027

1 ARTICLE I

RECOGNITION
The City of Carson (hereinafter the “City”) recognizes the Carson Professionals and Supervisors Association (hereinafter the “Union” or “ CPSA”) as the sole exclusive bargaining agent for those City employees designated as being in the Professional and Supervisor y Employee bargaining unit Association (CPSA) bargaining unit (hereinafter "Unit") for all matters concerning wages, hours and working conditions. The classifications contained in this Unit are set forth in Appendix A, B, and C.

It is agreed that this Memorandum of Understanding (hereinafter the "MOU") was negotiated pursuant to Chapter 10 (Section 3500 et. seq.) of Division 4, Title 1 of the Government Code, and pursuant to City Resolution No. 85-107, the Employer-Employee Relations Resolution of the City of Carson (hereinafter the "EERR"). The Union recognizes the City Manager, his/her designee and/or the City's Employee Relations Officer as the exclusive representatives of the City for purposes of negotiating this MOU. The City and the Union agree to make a good faith effort to ensure that all rules, policies, and procedures are uniformly and consistently applied throughout the City service.

ARTICLE II

DEFINITION OF TERMS
The following terms, whenever used in this MOU, shall have the meanings set forth in this Article.

SECTION 1. ACTING DUTY:

On a temporary basis, the performance by Unit members of the duties of a higher classification with a higher pay range than the pay range of their assigned classification.

SECTION 2. CLASSIFICATION:

A position or group of positions sufficiently similar in respect to authority, duties, and responsibilities that the same descriptive classification title is assigned.

SECTION 3. DAY:

A calendar day, unless otherwise designated.

SECTION 4. DEPARTMENT:

Any one of the five organizational departments of the City’s organizational structure managed by a Director or the City Manager.

SECTION 5. DEPARTMENT DIRECTOR:

An individual assigned to any of the following classifications: Director of Finance, Director of Public Works, Director of Community Development, Director of Community Services/Recreation/Park Maintenance, Director of Human Resources, Director of Information Technology and Security, Director of Public Safety, and any other Director position created during the terms of this MOU.

CPSA/SEIU 721 MOU 2024-2027

2 SECTION 6. DOMESTIC PARTNERSHIP:

The City of Carson defines domestic partnerships as two adults in a committed, intimate relationship of mutual care. To qualify, they must meet the conditions in the California Family Code Section 297 and other relevant statutes, including Family Code Sect ions 298-298.5 (governing registration and termination), Government Code Section 12955 (housing discrimination protections), and Insurance Code Section 10127.7 (requiring group health coverage for domestic partners). This ensures compliance with all applicable state laws regarding rights and benefits of domestic partners.

SECTION 7. EMPLOYEE:

An individual compensated through the City payroll and appointed to a City classification.

SECTION 8. FULL TIME:

A period of forty (40) hours of work time per workweek in increments of eight (8), nine (9) or ten (10) hours per shift.

SECTION 9. IMMEDIATE FAMILY:

An employee's spouse, domestic partner, children, grandchildren, sons -in-law, daughters -in-law, parents, grandparents, parents -in-law, brothers, sisters, brothers -in-law, and sisters- in-law. "Children" shall also include a biological, foster, or adopted c hild, a stepchild, a legal ward, a child of a domestic partner, or a child of a person standing in loco parentis (which means to assume the duties and responsibilities of a parent; in the place of a parent) . "Parent" shall include a biological, foster, or adoptive parent, a stepparent, or a legal guardian.

SECTION 10. LEAVE:

An absence from work.

SECTION 11. MANAGEMENT
An employee in any classification designated by the City Manager as managerial.

SECTION 12. MANAGER
A manager is an individual responsible for planning, organizing, directing, and controlling resources, including personnel, to achieve specific organizational goals and objectives. They oversee teams, make strategic decisions, and ensure efficient operations within their area of responsibility.

SECTION 13. PAY PERIOD:

A pay period consists of two (2) consecutive workweeks established to provide twenty- six (26) pay periods each calendar year.

SECTION 14. POSITION:

Authority, duties, and responsibilities assigned by the City which constitute the services to be performed by a Unit member.

CPSA/SEIU 721 MOU 2024-2027

3 SECTION 15. BASE PAY RATE:

The base pay rate within a pay range paid to a City employee for the performance of the duties and responsibilities of a classification.

SECTION 16. PROFESSIONAL EMPLOYEE:

For the purposes of this MOU, professional employee means employees in those positions found in Appendix A of this document.

SECTION 17. SENIORITY:

A status acquired by an employee based upon the employee’s period of total actual service in a specific job classification.

SECTION 18. SUPERVISOR:

For the purposes of this MOU, a supervisor shall include those classifications listed in Appendix B of this document.

SECTION 19. TENURE:

A status acquired by an employee based upon the employee’s period of total actual service with the City.

SECTION 20. UNIT MEMBER:

An individual compensated through the City payroll, appointed to a City classification and designated to be within this Unit for labor bargaining purposes.

SECTION 21. WESTERN CONTINENTAL UNITED STATES:

The Western Continental United States shall be defined as west of the Continental Divide.

SECTION 22. WORKDAY:

A workday is an individual 24-hour period within a seven consecutive day (168-hour) workweek.

SECTION 23. WORKWEEK:

A workweek is a fixed and regularly recurring period of 168 hours —seven consecutive 24- hour periods (workdays) - which begins at 12:00 a.m. (00:00 military time) on Saturday and concludes at 11:59 p.m. (23:59 military time) on the following Friday.

SECTION 24. WORK SCHEDULE:

A full-time work schedule is a 40 hour per workweek schedule consisting of:
• Eight (8) hours in a workday for five (5) consecutive workdays within a workweek; or CPSA/SEIU 721 MOU 2024-2027

4 • Ten (10) hours in a workday for four (4) consecutive workdays within a workweek. • Other work schedules necessary to better meet the needs or requirements of the position or the Unit members shall be permitted at the discretion of the Director of the Unit member’s Department. For example, nine (9) hours in a workday for four (4) consecutive workdays followed by a four (4) hour workday on the fifth consecutive workday shall be considered an acceptable workweek.

ARTICLE III

COMPENSATION
SECTION 1. SALARY:

1.1 FY 2024/2025 6.0% Cost -of-living-adjustment (COLA)(Retroactively effective July 1, 2024)

1.2 FY 2025/2026 4.0% COLA Effective July 1, 2025

1.3 FY 2026/2027 4.0% COLA Effective July 1, 2026

1.4 All Classifications within this Unit, who have supervisory duties in the job specifications, shall be assigned a salary range that is at least fifteen percent (15%) higher at Step F than Step F of the salary range of their highest paid subordinate classification. The City and Union agree to meet and confer within 120 days upon City Council’s approval of this MOU regarding this section.

1.5 The Senior Engineering Technician shall be assigned a salary range that is at least ten percent (10%) higher at Step F than Step F of the salary range of the Engineering Technician retroactive to June 20, 2015. The City and Union agree to meet and confer within 120 days upon City Council’s approval of this MOU regarding this section.

SECTION 2. LONGEVITY PAY:

2.1 The City agrees to continue to pay Unit members two and one -half percent ( 2.5%) of their prevailing pay rate as longevity pay, commencing on the anniversary of attaining fifteen (15) years service credit.

2.2 In addition to the longevity pay in Section 2.1 above, the City agrees to continue to pay Unit members an additional two and one -half percent ( 2.5%) of their prevailing pay rate as longevity pay, commencing on the anniversary of attaining twenty (20) years’ service credit.

2.3 In addition to the longevity pay in Sections 2.1 and 2.2 above, , the City agrees to pay Unit members an additional two and one -half percent ( 2.5%) of their prevailing pay rate as longevity pay, commencing on the anniversary of attaining twen ty-five (25) years’ service credit.

2.4 In addition to the longevity pay in Sections 2.1, 2.2 and 2.3, the City agrees to pay Unit members an additional two and one -half percent (2.5%) of their prevailing pay rate as longevity pay, commencing on the anniversary of attaining thirty (30) years’ service credit.

CPSA/SEIU 721 MOU 2024-2027

5 SECTION 3. SHIFT DIFFERENTIAL:

3.1 Non-exempt Unit members scheduled to work during the first shift from 6:30 a.m. to 6:30 p.m. shall not be paid shift differential pay for any hours worked.

3.2 Non-exempt Unit members scheduled to work during the second shift shall receive shift differential pay calculated as a five percent (5%) increase in the Unit member's prevailing pay rate for any hours worked from 2:00 p.m. to 11:00 p.m.

3.3 Non-exempt Unit members scheduled to work during the third shift shall receive shift differential pay calculated as a ten percent (10%) increase in the Unit member's prevailing pay rate for any hours worked from 11:00 p.m. to 7:00 a.m.

3.4 The City shall be able to establish schedules for the first, second, and third shifts in accordance with the City's operational requirements. Assignment to 9/80 or 4/40 shifts shall not require payment of shift differentials unless the majority of the hours worked fall within the hours shown in 3.2 or 3.3 above.

SECTION 4. ACTING DUTY PAY:

4.1 The City Manager, or his/her designee, may appoint a Unit member to acting duty status to perform the duties of a higher classification that is vacant or temporarily absent, subject to all of the provisions of Section 4 herein.

4.2 A Unit member may serve in acting duty status only until such time as the City Manager, or his/her designee, makes a regular appointment to the classification or until such time that the incumbent employee returns to work. To be eligible for an a cting duty status, Unit members must meet the minimum qualifications of the job for the acting assignment. Only Unit members in good standing, e.g., not currently rated unsatisfactory, not currently on a work improvement plan/performance improvement plan, or not currently having disciplinary action pending or in effect, may be appointed to acting duty.

4.3 An acting duty appointment may be effective for a period of up to ninety (90) days, except for special circumstances as defined by the City Manager, or his/her designee. In the event an acting duty appointment is extended past ninety (90) days the City Manager, or his/her designee, shall perform a status review and begin filling the position through normal means, including adding an additional position of said filled position in the City’s budget. Positions shall not be filled with Acting Duty appointments longer than one calendar year. Special circumstances include, but are not limited to, needing required licenses, certificates, or degrees, or needing certain training or abilities. The provisions of this Section 4.3 shall not be applicable for any absence due to an employee who is on an approved protected leave.

4.4 A Unit Member appointed to acting duty status shall be paid a rate not less than the minimum pay range for the acting classification. Acting duty pay shall be at least 10% more than the Unit member’s prevailing pay rate.

4.5 A Unit Member appointed to acting duty status shall not be paid more than the maximum pay rate in the pay range for the acting duty classification.

CPSA/SEIU 721 MOU 2024-2027

6 4.6 While serving in acting duty status a Unit member shall continue to receive any pay adjustments, advancements and fringe benefit increases granted to the Unit Member’s regular classification. These adjustments or advancements may cause a Unit member’s acting duty pay rate to increase correspondingly, if still under the maximum acting pay rate noted in this section 4.5 of Article III.

4.7 A Unit Member appointed to acting duty status shall receive acting duty pay immediately upon assuming the acting duty position, provided the assignment is for at least one scheduled work week (40 consecutive work hours).

4.8 A Unit member has the right to refuse or discontinue any acting duty assignment with 72- hours written notice to the Unit member’s Director with a “cc” copy to the Human Resources Director.

4.9 A Unit member may be removed from any acting duty assignment for any reason, as determined by the City Manager, or his/her designee.

4.10 A Unit member may be appointed to an acting duty assignment while serving in their initial probationary period in the City service, at the discretion of the City Manager, or his/her designee.

4.11 Unit members that are appointed to acting duty in positions that are FLSA exempt from overtime, will not be subject to those provisions provided by the FLSA and will receive overtime compensation.

4.12 A Unit member shall not receive acting duty pay during any approved leave for any period of time greater than two (2) weeks in a calendar year. (Example: Jane Employee is in an acting duty assignment and has three days of approved vacation and shall qualify for the provisions of acting pay under this Section.) Unit members are eligible for Acting Duty pay during any approved leave, including vacation, sick, or for any holiday.

4.13 The City shall not employ temporary or contract employees in any vacant or newly created budgeted position or for a temporary assignment where an acting appointment could be offered to a full time Unit member. However, the City Manager or his/her designee may employ a temporary or contract employee in an interim appointment position.

4.14 The City shall continue a citywide policy of rotating acting duty appointments, based on the following order: 1) from the current employment eligibility list, 2) from a list of qualified Unit members, within the respective division, in the immediately subordinate classification(s) of the vacant position, ranked by seniority, 3) from a list of qualified Unit members, within the respective work group, in the immediately subordinate classification(s) of the vacant position, ranked by seniority, 4) from a list of qualified Unit members, from outside the respective work group, in the immediately subordinate classification(s) of the vacant position, ranked by seniority. An acting appointment from outside the work group can only be made upon the approval of the Directors of the two affected work groups. The rotation of acting appointments should be used for all periods exceeding ninety (90) calendar days, unless extended by the City Manager or his/her designee. Upon completion of the acting assignment, the qualified Unit member will be placed at the bottom of the acting rotation list. For a Unit member that CPSA/SEIU 721 MOU 2024-2027

7 was previously not eligible for acting duty but subsequently becomes eligible, their name will be added to the rotation list in seniority order. Copies of acting duty rotation lists should be provided to both Human Resources and Payroll. Unit members may submit a statement of exception to the City Manager, or his/her designee, if the rotation of acting duty appointments as stated within this subsection is not followed.

4.15 A Unit member on an acting duty rotation list may only be by- passed by receipt of written memorandum from the Unit member’s Director to the Unit member stating the reasons for omission from this round of acting duty. Such notice shall be provided within one week. The memo shall state whether the Unit member is being placed on the bottom of the list i.e., to gain more experience, etc. or whether they are being left at the top of the rotating list for the next available acting assignment i.e., a shorter-term acting assignment. A Unit member may not be removed from an acting duty eligibility list without their written permission.

4.16 When a Unit member is appointed to an acting position, his regular position will not be automatically filled by a subordinate employee in an acting capacity (cascading acting) unless the anticipated workload in that unit will be sufficient to warrant this action. This decision will be made in consultation with the division’s supervisors, manager, and the work group’s Director.

4.17 The “Notification of Acting Appointment” form (Form 1201/1099), must be completed and authorized by both the City Manager, or his/her designee, and the Human Resources Director prior to the first day of the acting assignment, unless unforeseen circumstances occur which prevent such completion.

SECTION 5. SALARY ADVANCEMENT:

5.1 Advancement shall mean a pay rate increase given to a Unit member contingent upon merit and performance, within the pay range established for the Unit member’s classification. A Unit member's pay rate increase shall be effective the first day of the payroll period in which the appropriate length of service is achieved.

5.2 In addition to those conditions provided for in the City’s Standard Management Procedures (“SMPs”), Unit members shall be eligible for advancement when their length of satisfactory service in their classification satisfies at a minimum the following requirements:

Monthly
Salary
Step 1
Monthly
Salary
Step 2
Monthly
Salary
Step 3
Monthly
Salary
Step 4
Monthly
Salary
Step 5
Monthly
Salary
Step 6
Date of
appointment
6 mos. after
appt.
12 mos.
after appt.

After at least
12 months
in Step 3
After at least
12 months
in Step D
After at least
12 months
in Step E

5.3 If a Unit member’s performance evaluation has not been completed, discussed with the Unit member, and received by Human Resources by the merit date, the merit increase will be processed as scheduled.

CPSA/SEIU 721 MOU 2024-2027

8 5.4 The City Manager, at his/her sole discretion, or upon the recommendation of a Director, may grant an accelerated merit pay increase for exceptional job performance. Such merit pay increase shall not be governed by the required service time differential required by subsection

5.2 above. Exceptional job performance merit pay increases shall not exceed ten percent (10%) in any twelve (12) month period. As used herein, the phrase “outstanding job performance” shall mean receiving an “outstanding” rating on his/her most recent performance evaluation, such performance evaluation which is current.

5.5 The City shall retain its flexibility to hire employees with exceptional skills or qualifications at a pay rate above Step A.

SECTION 6. ALLOWANCE FOR MILEAGE:

6.1 The City shall reimburse Unit members for use of their personal automobile for official City business at the current IRS rate as adjusted from time to time, plus any parking fees or tolls associated with City business.

6.2 Reimbursement for mileage and related fees shall be made through submission of a petty cash reimbursement form and mileage reimbursement form to the City Treasurer's office. Such reimbursements may not exceed seventy -five dollars ($75.00). Reimbursements exceeding seventy-five dollars ($75.00) must be reimbursed through the City's demand register process.

6.3 Reimbursement requests must be filed within the time frame required by SMP No. 3.18 or any SMP which may be subsequently adopted.

SECTION 7. ALLOWANCE FOR UNIFORMS:

The City shall, in its sole discretion, determine eligibility standards for uniforms.

SECTION 8. ALLOWANCE FOR SAFETY SHOES:

Unit members including, but not limited to, the Building Maintenance Supervisor, Code Compliance Supervisor, Construction Inspection Supervisor, Custodial Supervisor, Events Supervisor, Parks Maintenance Supervisor, Public Works Maintenance Supervisor, Public Works Mai ntenance-Tree Maintenance Supervisor, Warehouse Supervisor, Public Works Program Administrator , Emergency Preparedness Analyst, Senior Planner, Associate Planner, and Assistant shall receive a safety shoe allowance of one hundred seventy-five dollars ($175) each fiscal year and will be solely responsible to ensure safety shoes are purchased on a timely basis and worn daily during the course of work. In addition, employees who, in the course of their work, enter environments that are safety sensitive (i.e. construction sites, crawl spaces, etc.) will be provided a safety shoe reimbursement up to one hundred and seventy -five dollars ($175). These positions include but are not limited to : Senior Planner, Associate Planner, Assistant Planner, Associate Civil Engineer, Civil Engineering Assistant, Senior Civil Engineer, Senior Engineering Technician, Storm Water Engineer and Public Safety Supervisor.

SECTION 9. COMPENSATION FOR OFF WORK COMMUNICATIONS CALLS:

9.1 Non-exempt Unit members receiving or initiating work -related communications during off work time as part of their regular duties shall be compensated for such calls at the rate of one- CPSA/SEIU 721 MOU 2024-2027

9 half (.5) hour pay. If an individual call or group of calls exceed one-half (.5) hours’ time, the compensation will be rounded up to the next one-half (.5) hour increment.

9.2 Unit members shall submit the request for this compensation through the City’s timekeeping process/system with the department director’s confirmation and approval. The Unit member’s approved timesheet or overtime requisition serve as an affidavit of the communication.

SECTION 10. OVERTIME COMPENSATION:

Except for exempt Unit members, the City shall provide Unit members with overtime compensation subject to the Fair Labor Standards Act and the following conditions:

10.1 Unit members shall receive either pay, calculated at one and one -half (1 .5) times their prevailing pay rate, or compensatory leave credited at one and one -half (1.5) hours, for each hour of overtime worked. Directors shall have the exclusive authority to schedule and authorize overtime work and the City shall not compensate Unit members for unauthorized overtime work. The choice between overtime pay or compensatory time will generally be allowed to be made at the discretion of the Unit member unless, with reasonable notice, the City determines that the Unit member must receive compensatory time, or unless not otherwise allowed by the Fair Labor Standards Act, as determined by the City.

10.2 Except as otherwise provided, overtime work shall be:
a. Work performed in excess of forty (40) hours in a workweek. b. Work performed on the first, second or third scheduled days of rest.

10.3 For purposes of determining a Unit member’s eligibility for overtime compensation only, authorized paid leave shall be considered as hours of work.

10.4 The first quarter hour of the first overtime hour shall not be considered overtime work unless the Unit member works more than a quarter hour of overtime.

10.5 When the City Manager or a Director decides that an emergency exists and requires that Unit members work more than four (4) hours between midnight and 8:00 a.m., such Unit member shall receive, at the discretion of the City Manager or Director, either overtime pay calculated at two and one -half (2.5) times their prevailing pay rate, or compensatory leave, credited at two and one-half (2.5) hours, for each hour of emergency work. When the City Manager or Director requires that a Unit member work more than eight (8) hours during an emergency, such Unit members shall not return to work for at least eight (8) hours following the completion of their emergency work. This section does not apply to hours worked between midnight and 8:00 a.m. if the hours worked are due to a schedule change during a declared state of emergency lasting more than twenty-four (24) hours.

10.6 Non-exempt Unit members called in to work at a time other than their scheduled shift or who are called in to work from standby status shall receive overtime compensation for a minimum of three (3) hours regardless of the number of hours actually worked, except that if a Unit member does not report for work within sixty (60) minutes after being called in, such Unit CPSA/SEIU 721 MOU 2024-2027

10 member shall not be entitled to the three (3) hour minimum compensation, but shall be compensated only for the time actually worked.

10.7 When in a declared state of emergency it becomes necessary to schedule Unit members on twelve (12) hour shifts, they shall receive either pay, calculated at one and one-half (1.5) times their prevailing pay rate, or compensatory leave, credited at one and one -half (1.5) hours for each hour of work performed.

10.8 Unit members shall not be required to shift working hours to avoid receiving overtime or compensatory leave, except as it relates to voluntary attendance at conferences, conventions, or other training classes or workshops.

10.9 Overtime for hours in excess of eight (8) or ten (10) hours in a day shall be paid to all Unit members, including exempt Unit members, who incur overtime hours related to the absentee voter process during the conduct of municipal elections, provided that the City may submit claims to the State Controller’s Office for reimbursement of costs incurred for state-mandated cost programs.

SECTION 11. COURT SUMMONS/SUBPOENA/JURY DUTY:

11.1 Summons and Subpoenas.
a. Any Unit member summoned to provide testimony on behalf of the City, or as a result of the performance of the course and scope of the Unit member’s duties, or at the direction of the City Manager, City Attorney or any Director , in any municipal, superior or federal court proceeding, in any administrative proceeding before any local, federal or state agency, board or commission, or in any arbitration or mediation, shall be paid their prevailing pay rate during such court service. To the extent that the Unit member is called by someone other than the City, the Unit member shall make the necessary arrangements to be on call for testimony. b. Unit members that are to be called as witnesses at the proceedings listed above shall make arrangements to be placed “on call” with at least two-hour notice of the need for their attendance.
c. Any Unit member appearing to provide testimony on behalf of himself/herself, in any municipal, superior or federal court proceeding, in any administrative proceeding before any local, federal or state agency, board or commission, or in any arbitration or mediation, shall be required to use approved accrued leave time, or shall take time off as approved leave without pay.
d. Unless the absence due to a court appearance severally interferes with department operations, the Director will not unreasonably deny requests for approved leave for the purposes described in “b” above.
e. Unit members shall be compensated if reporting for duty on a Friday under this section.

11.2 Jury Duty.

CPSA/SEIU 721 MOU 2024-2027

11 Pay for jury duty shall be limited to ten (10) working days in any one calendar year. Payment for jury duty shall be limited to those workdays, or portions of workdays, which fall during the Unit member’s regular work schedule, and shall not exceed forty (40) hours in any work week. Unit members shall be compensated if reporting for duty on a Friday under this section.

SECTION 12. HOLIDAY COMPENSATION:

Full time non-exempt Unit members shall be allowed time off with pay at the Unit member’s straight time hourly rate for any holiday provided in this MOU unless required by the Department Director to work in order to maintain City services. Unit Members required to work shall also be paid according to Article III, Section 10 [Overtime Compensation] and/or Article IV. Section 11 [Holiday Leave], as applicable.

Non-exempt Unit members required to work on a holiday shall receive, at the discretion of the Department Director, either pay, calculated at two and one -half (2.5) times their regular rate of pay, or compensatory leave, credited at two and one-half (2.5) hours for each hour worked on the holiday.

SECTION 13. BILINGUAL USAGE PAY:

13.1 The Human Resources Director may authorize compensation to a Unit member for using bilingual skills during the course of work upon receipt of a written justification from the Unit member's Director.

13.2 Unit members required to use bilingual skills during the course of work may petition for bilingual usage pay by submitting written justification, approved by the Unit member's Director, to the Human Resources Director.

13.3 Bilingual usage pay shall be one hundred dollars ($100.00) per month.

13.4 The City may, at its discretion, test Unit members for proficiency in a second language in order for such Unit members to receive bilingual usage pay.

13.5 No Unit member may qualify for more than one "second" language or more than one bilingual usage pay at any given time.

SECTION 14. ANNUAL PROFESSIONAL DEVELOPMENT ALLOWANCE:

The City agrees to provide Unit members with professional development pay, payable in the first quarter of the fiscal year, as an allowance towards expenditures for professional development in the following amounts:

Professional and Supervisory Unit Members – six hundred dollars ($600.00) (Education Reimbursement is provided in lieu of increasing the Professional development pay) Professional development expenditures may include: costs incurred for job -related classes or seminars not paid for by the City; computer equipment and job -related software, books, reference publications or other educational materials; professional membership or association fees; or any other expenses which promote the professional development of the Unit member and promote the best interests of the City.

CPSA/SEIU 721 MOU 2024-2027

12 SECTION 15. PAYCHECK DISTRIBUTION:

15.1 Payday shall be bi-weekly on Thursday. In the event the City determines to change the method of paycheck distribution, the Unit will be advised thirty (30) working days in advance.

15.2 Payment distribution shall be through mandatory direct bank deposits except for Unit members who cannot obtain a checking or savings account. Proof and/or verification of inability to open a savings or checking account must be presented to the Human Resources Director and the Finance Director to be granted exception.

15.3 The City does not permit payroll check advances.

SECTION 16. OVERPAYMENT REMEDY:

Unit members covered herein shall reimburse the City for any overpayment of wages or benefits.

Unit members shall notify the City within three (3) working days of any such overpayment. Said reimbursement shall not be required until the City notifies the affected Unit member in writing.

Reimbursement may be accomplished by lump- sum deduction made on the next subsequent Unit member payroll check following overpayment notification, or by other reasonable repayment method acceptable to the Unit member and the City, except that the lump-sum deduction shall be required if the next subsequent Unit member payroll check is the final or termination check issued to the affected Unit member. Human Resources shall not unreasonably withhold approval of payroll deductions to recover the overpayment. Failure by the City to timely notify any Unit member of an overpayment, does not waive the City’s right to repayment. To align with Government Code Section 19838 that governs state agencies and are used by local agencies as best practices, the City will agree that the statute of limitations to recover overpayments is three (3) years from the date of overpayment. If an overpayment is discovered, the employee will be notified in writing of the overpayment amount and provided details of how the amount was calculated. After notification, the employee will be given the option to arrange a reasonable repayment plan, based on factors such as size of overpayment and the employees’ financial situation.

SECTION 17. ATTAINMENT OF PROFESSIONAL ENGINEER REGISTRATION:

Unit members in the Civil Engineering Assistant classification who attain registration as a California Professional Engineer shall be promoted to Associate Civil Engin eer. A Unit member appointed to Associate Civil Engineer shall be paid at a rate that provides at least a five percent (5%) increase.

Such appointment shall require completion of a six (6) month probationary period and verification of registration as a Professional Engineer.

SECTION 18. REDEMPTION OF ACCUMULATED LEAVE:

Unit members covered by this MOU may redeem up to one hundred and eighty (180) hours of any accumulated leave in each fiscal year. The redemption shall be subject to the following conditions:

18.1 Sick leave will be paid at a rate of one (1) hour of pay for each two (2) hours of sick leave redeemed.

18.2 All other types of leave will be paid at the rate of one (1) hour of pay for each hour of leave redeemed.

CPSA/SEIU 721 MOU 2024-2027

13 18.3 In no event shall a Unit member receive pay for more than one hundred and eighty (180) (120) hours in a fiscal year, under the terms of this Section.

SECTION 19. SICK LEAVE INCENTIVE PLAN:

19.1 Each eligible U nit member who has used fifty (50) hours or less of sick leave during the preceding calendar year may elect to receive pay for 50% of the sick leave earned (at one hour pay for one hour converted) during the preceding calendar year, less the amount of sick leave used during the same period. At the U nit member’s election, the payment for unused sick leave may be converted to equivalent annual leave.

19.2 The Unit member shall indicate election by written request to the Finance Director on the City leave request form on or before January 15 of the succeeding calendar year. Payment for unused sick leave or the posting of annual leave shall be done on or before February 15 of each succeeding year as indicated above.

19.3 When a Unit member elects to receive payment in cash or annual leave, such Unit member’s sick leave balance shall be reduced by the amount paid off in cash or converted to annual leave credit. Sick leave not converted as provided herein to cash or annual leave will accumulate as sick leave credit.

19.4 To be eligible for this provision, a Unit member must have been a full -time regular City employee for two full years prior to the calendar year during which the sick leave to be so converted is earned. The Unit member must have minimum of two hundred forty (240) hours of sick leave credits on December 31 of each year in order to qualify for the conversion benefit.

SECTION 20. CLASS A/B LICENSE PAY (APPLIES TO SUPERVISORS ONLY):

20.1 The City agrees to pay Unit members who are required to possess and use a Class A or B California Driver’s License during the course of employment, five percent ( 5%) of their prevailing pay rate per month. To qualify for such compensation, the Class A or B driver’s license must be required to perform the duties of a Unit member’s assigned classification.

20.2 Unit members required to operate vehicles that require the possession of a Class A or B driver’s license shall be enrolled in the City’s Federally mandated random drug testing program.

20.3 License fee for Class A and B driver’s licenses shall be paid by the City.

20.4 The City shall pay the cost of the medical exam of those Unit members that possess a Class A and B Driver’s License, if the Class A and B Driver’s License is not a requirement of the job, but the Unit member is using it to perform work-related duties.

SECTION 21. SPECIAL COMPENSATION FOR CERTIFICATES/LICENSES

21.1 The Human Resources Director may authorize five percent (5%) additional compensation to Unit members who possess specialized licenses or certifications that are not required of their classification but are recognized and used by the City to provide needed services.

CPSA/SEIU 721 MOU 2024-2027

14 21.2 In order for the Unit member to qualify for the Special Compensation, the department will provide Human Resources with a written justification for the use of a Unit member’s licenses or certifications in providing City services.

21.3 Unit members receiving special compensation shall submit copies of current valid licenses or certifications to Human Resources for verification and inclusion in their personnel files.

21.4 Unit members who are classified as supervisors and professionals shall get the benefit of this section.

SECTION 22. EDUCATION/TUITION REIMBURSEMENT
City will reimburse a Unit member up to the California State University in -state rate (per semester, quarter, or academic year: https://www.calstate.edu/attend/paying -for-college/tuition-by-year) for continuing education through an accredited program that either offers growth in an area related to the Unit member’s current position or that may lead to promotional opportunities, as determined by the Human Resources Director. This education may include college courses, continuing education units, adult educat ion classes, certification examination fees, and job -related workshops/seminars/conferences not already paid for by the City on behalf of the employee.

The Unit member must take the course on the member’s own time. City time may not be used to attend educational opportunities covered by this program. If a course is only offered during regularly scheduled work hours, the Unit member’s supervisor and Department Director may make reasonable efforts to adjust work schedules to accommodate the scheduling conflict.

A Unit member must secure a passing grade of "C" or its equivalent or obtain a certification to receive any reimbursement. Expenses must be validated by receipts and a copy of the final grade or certification received. Full -time, regular Unit members who have completed six -months of employment are eligible. The deadline for submitting Education Reimbursement Forms for any expenses of the prior Fiscal Year is the end of the second full pay period of July.

California State University Dominguez Hills Incentive
Unit members who are students enrolled in course work at California State University Dominguez Hills shall be eligible for additional reimbursement of parking permits (excluding violation fees and citations) and required reading materials/textbooks, to be confirmed by instructor/school issued course syllabi or other official university documentation.

The Education Tuition Reimbursement program may be revoked or suspended by the City Council at any time and at the City Council’s discretion, without requirement for meet and confer. Should the City Council decide to revoke or suspend the program, Unit members currently enrolled in course work will be permitted to complete and submit reimbursement requests for the current active term (quarter or semester).

SECTION 23. STAND-BY PAY
If a non- exempt employee is asked by management to be on a stand -by status, the employee may decline to be on stand- by without any adverse employment action, discipline, or retaliation taken against them.

CPSA/SEIU 721 MOU 2024-2027

15 ARTICLE IV
LEAVES
SECTION 1. ANNUAL LEAVE:

The City shall provide Unit members with annual leave subject to the following conditions:

1.1 Annual leave is a period of approved absence with pay from regularly scheduled work which is not properly chargeable to some other category of leave.

1.2 The City Manager or the Unit member’s Director has the exclusive authority to approve the use of annual leave. Unless the Unit member's use of annual leave interferes with work group operations, the City Manager or Director shall permit annual leave to be used at the Unit member's discretion.

1.3 Unit members shall be credited with annual leave at the following accrual rates:

1. Eleven and thirty-three hundredths (11.33) hours for each month of service or major portion thereof from date of appointment to fifth (5th) anniversary date (0-5 yrs.);

2. Thirteen and thirty-three hundredths (13.33) hours for each month of service or major portion thereof upon fifth (5th) anniversary date to tenth (10th) anniversary date (6-10 yrs.);

3. Sixteen and sixty- six hundredths (16.66) hours for each month of service or major portion thereof upon tenth (10th) anniversary date (11 yrs. +);

4. Ten (10) hours upon twentieth (20th) anniversary date in addition to monthly accrual under Section 1.3.a.3;

5. Twenty (20) hours upon twenty- first (21st) anniversary date in addition to monthly accrual under Section 1.3.a.3;

6. Thirty (30) hours upon twenty- second (22nd) anniversary date in addition to monthly accrual under Section 1.3.a.3;

7. Forty (40) hours upon twenty- third (23rd) anniversary date in addition to monthly accrual under Section 1.3.a.3.

1.4 Unit members shall not be credited with annual leave for leaves of absence without pay exceeding eighty (80) working hours in any calendar month.

1.5 Unit members may use annual leave only after completing their initial six (6) months of service. Unit members shall not use less than one (1) hour of annual leave at any time.

1.6 Unit members shall not accrue more than seven hundred (700) hours of annual leave. Unit members whose accrual is at or above the cap limit may cash out their annual leave quarterly to maintain the cap limit. Accordingly, the annual cash out maximum is 180 hours CPSA/SEIU 721 MOU 2024-2027

16 1.7 When a Unit member separates from the City service they shall be compensated for any accrued annual leave, calculated using the Unit member's prevailing pay rate, plus longevity pay on the date of separation from City service. Annual leave hours cashed at separation are not eligible for the City’s match under the City’s deferred compensation program.

SECTION 2. SICK LEAVE:

The City shall provide Unit members with sick leave subject to the following conditions:

2.1 Unit members shall be credited with sick leave at the rate of ten (10) hours of sick leave for each month of service or major portion thereof. Unit members shall not be credited with sick leave during leaves of absence without pay exceeding eighty (80) working hours in any calendar month.

2.2 Unit members failing to satisfactorily complete their probationary period or who resign during their probation period must reimburse the City for utilized sick leave. Sick leave may not be used in increments of less than one-half hour. Unit members may use accrued sick leave only after completing their initial one (1) month of service.

2.3 Unit members may accrue a maximum of one thousand two hundred (1,200) hours of sick leave. The maximum amount of sick leave shall remain seven hundred sixty (760) hours for cash upon separation from the City.

2.4 Unit members may not use sick leave at their discretion, but only in cases of actual sickness, illness, injury or quarantine of the Unit member or actual sickness, illness, injury , or quarantine of the Unit member’s immediate family, or for bereavement. Sick leave shall be used for personal or family medical, dental, and optical appointments, and for any other appointments for the purpose of obtaining professional diagnosis and/or examinations for a medical or mental health condition of the Unit member or his/her immediate family. Unit members shall also use any accrued sick leave for leave necessitated as the result of pregnancy disability under California Government Code Section 12945, family medical leave under California Government Code Sections 12945.2 and 12945.3 (the Moore -Brown-Roberti Family Rights Act), 42 U.S.C. Section 2601, et seq. (the federal Family Medical Leave Act),.

2.5 When a Unit member wishes to use accrued sick leave, the Unit member shall notify their Director, or his/her designee, of the intended absence due to sickness, either before, or within one (1) hour after, the time set for beginning the work period, unless the Unit member is incapacitated and physically unable to provide the required notification. Unit members on sick leave shall regularly inform the General Manger, or his/her designee, of their physical condition.

2.6 When a Unit member uses sick leave, the Unit member shall complete and submit a signed leave request form. When a Unit member uses sick leave in excess of t hree (3) consecutive working days, and there is a pattern of absenteeism, the City may require the Unit member to present upon return to work, a medical certification signed by a physician or licensed medical practitioner verifying the need for such sick leave.

CPSA/SEIU 721 MOU 2024-2027

17 2.7 Unit members shall be paid one-half (½) the value of accrued sick leave up to seven hundred sixty (760) hours, using the Unit member’s prevailing pay rate , plus longevity pay upon termination from the City during the duration of this MOU. Sick leave hours cashed at separation are not eligible for the City’s match under the City’s deferred compensation program.

2.8 The Unit member’s Director may only approve the use of other leaves in lieu of sick leave when a Unit member has no sick leave available and the need for such leave is due to a catastrophic illness or injury to the Unit member or his/her immediate family.

2.9 The City will allow a Unit member to donate up to 25% of any c ombination of their accrued sick and/or annual leave hours, provided the donation leaves the Unit member with at least a combined balance of one hundred (100) hours of sick leave, annual leave and/or compensatory time. These donated hours, as approved by the C ity, shall accrue directory to the sick leave balance of any designated active Full-Time Unit member of the City. The City shall allow for unused donated sick leave hours to be returned to donors.

SECTION 3. COMPENSATORY LEAVE:

The City shall provide Unit members not exempt from the provisions of the Fair Labor Standards Act with compensatory leave subject to the following conditions:

3.1 Unit members shall not use less than one half (.5) hour of compensatory leave at any time.

3.2 Unit members may accrue a maximum of eighty (80) hours of compensatory leave.

3.3 A Unit member shall request use of compensatory leave in advance by a written notice submitted to their supervisor. Use of compensatory time shall require the prior written approval of Supervisor shall permit compensatory leave to be used at the discretion of the Unit member, unless the Supervisor determines, in his/her sole discretion, that the Unit member’s use of compensatory leave on the date and/or times requested interferes with work group operations. A Unit member may combine the use of compensatory leave with other authorized paid leave if approved by the Supervisor as applicable.

3.4 When a Unit member separates from the City service for any reason, the City shall compensate the Unit member for all accrued compensatory leave. The value of accrued compensatory leave shall be calculated using the Unit member's prevailing pay rate, plus longevity pay on the date of separation from City service. Comp time hours cashed at separation are not eligible for the City’s match under the City’s deferred compensation program.

SECTION 4. ADMINISTRATIVE LEAVE:

The City shall provide exempt Unit members with administrative leave as time off from work, instead of pay or compensatory leave credit for overtime work, subject to the following conditions:

4.1 Unit members who are designated exempt shall be credited with ten (10) hours of administrative leave per month. Exempt Unit members may accrue a maximum of one hundred sixty (160) hours of administrative leave.

CPSA/SEIU 721 MOU 2024-2027

18 4.2 Use of administrative leave shall require the prior written approval of the Supervisor The Supervisor shall permit administrative leave to be used at the discretion of the Unit member, unless Supervisor determines that the Unit member’s use of administrative leave on the date and/or times requested interferes with work group operations.

4.3 When a Unit member who is exempt separates from the City service for any reason, the City shall compensate the Unit member for all accrued administrative leave. The value of accrued administrative leave shall be calculated using the Unit member's prevailing pay rate , plus longevity pay on the date of his/her separation from City service. Administrative leave hours cashed at separation are not eligible for the City’s match under the City’s deferred compensation program.

4.4 Unit members shall not be credited with administrative leave hours for leaves of absence without pay exceeding eighty (80) working hours in a calendar month.

SECTION 5. LEAVE OF ABSENCE WITHOUT PAY:

5.1 The City Manager has the exclusive authority to approve a Unit member’s request for leave of absence from work without pay. Such leave of absence shall not be approved unless the Unit member provides the City Manager with a written reason for the request. If the City Manager approves such leave of absence for a period of eight (8) working days or less, the Unit member shall not lose any seniority or tenure for such leave of absence. After the expiration of an approved leave of absence without pay, Unit members shall be reassigned to their former classification. A leave of absence without pay will not be granted in excess of one (1) year. Unit member shall be responsible for paying for the cost of his/her benefits from the COBRA effective date.

5.2 The City Manager has the authority to grant or deny a Unit member’s request for leave of absence from work without pay, except that the City Manager shall not unreasonably deny a request for unpaid leave due to the medical disability of the Unit member or a member of his/her immediate family. In accordance with federal and/or state laws, the City has the right to grant a Unit member’s request for up t o twelve (12) weeks of unpaid, job protected leave to eligible Unit members for certain family and medical reasons under the Family and Medical Leave Act of 1993 (FMLA)

5.3 The continuation of City paid benefits period for Unit members on leave without pay for medical reasons shall be 90 days or longer in accordance with FMLA, CFRA, and Pregnancy Disability Leave (PDL). Those Unit members not covered by FMLA, CFRA and/or PDL shall not be eligible for the 90-day continuation of benefits.

SECTION 6. WORKERS’ COMPENSATION LEAVE:

The City will provide Unit members with workers compensation coverage and leave in accordance with California workers compensation law.

6.1 Except as otherwise provided, Unit members disabled by bodily injury or sickness in the course and scope of employment shall be paid their regular pay rate for up to seventeen (17) weeks from the date of disability, or until the City’s workers compensation administrator terminates workers compensation leave due to payment of a “compromise and release” CPSA/SEIU 721 MOU 2024-2027

19 settlement, a disability and/or service retirement, the Unit member returning to work, or a refusal by the Unit member to return to work following a determination by a physician that the Unit member is no longer temporarily disabled, whichever comes first. In the event of a dispute between the treating physician and another physician as to the Unit member’s temporary disability status, such dispute shall be resolved in accordance with applicable California Workers’ Compensation laws. During the time the di sabled Unit member is receiving the 17 weeks of paid Workers’ Comp leave , the Unit member shall continue to accrue annual leave, sick leave, seniority and tenure for purposes of pay adjustments or advancements.

6.2 Unit members who are still disabled after seventeen (17) weeks may apply for long term disability leave and long-term disability benefits in accordance with Article V, Section 4.

6.3 The City shall make all reasonable efforts to provide Unit members with light duty assignments when the Unit member is still disabled after seventeen (17) weeks from the date of disability.

6.4 As used in this Section 6, the term “disabled”, or “disability” shall have that meaning set forth in California workers’ compensation law.

6.5 If in the opinion of the City , the City’s claims administrator, or the Workers Compensation Appeals Board, a Unit member has been found by a physician to be permanently, physically incapable of performing the essential duties of the currently held position, the City may place the Unit member into another vacant position of an equal or lower level. The Unit member must be able to perform the essential duties of that position. Nothing herein shall be construed to prevent such Unit member from applying for and competing for a position of a higher class.

SECTION 7. MILITARY LEAVE:

The City shall grant military leave to Unit members as required in the California Military and Veterans Code Sections 389 through 395.4.

SECTION 8. TIME OFF FOR VOTING:

The City shall provide Unit members with time off for voting subject to the following conditions:

8.1 When a Unit member claims not to have sufficient time outside of working hours to vote at a statewide election, the Unit member may, without loss of pay, and with the approval of the Director, take off up to two (2) working hours, which when added to the voting hours available outside of working hours will enable the Unit member to vote. The Director may not authorize a Unit member to take off more than two (2) hours from work for voting with pay. The time off authorized for voting shall be only at th e beginning or end of a work period, whichever allows the Unit member the most time for voting and the least time off from work.

8.2 If the Unit member knows or has reason to believe that time off for voting shall be necessary on Election Day, the Unit member shall notify the Director, in writing, of that fact at least two (2) workdays in advance.

SECTION 9. LUNCH PERIOD:

CPSA/SEIU 721 MOU 2024-2027

20 An uninterrupted, uncompensated lunch period of no less than thirty (30) minutes or longer than one (1) hour will be afforded to Unit members. The lunch period may not be combined with the rest periods or used to compensate for a late arrival or early departure from work unless approved by the Supervisor.

SECTION 10. REST PERIOD:

The Supervisor shall provide Unit members with a compensated rest period of fifteen (15) minutes for each half work period as determined by standard management procedures. Unit members may not use the rest period to compensate for a late arrival or early departure from work. Rest periods shall have no monetary value and shall be forfeited if not used during the workday.

SECTION 11. HOLIDAY LEAVE:

The City shall provide Unit members with the following fourteen (14) holidays with pay subject to the following conditions:

11.1 January 1st (New Year’s Day)
The third Monday in January (Dr. Martin Luther King Jr. Day) January 30
th (Fred T. Korematsu Day)
The third Monday in February (President’s Day)
March 8th (International Women’s/Rosa Parks Day)
March 31st (Cesar Chavez Day)
The last Monday in May (Memorial Day)
June 19th (Juneteenth)
July 4th (Independence Day)
The first Monday in September (Labor Day)
October 25th (Larry Itliong Day)
November 11th (Veteran’s Day)
The fourth Thursday in November (Thanksgiving Day)
December 25th (Christmas)
Every day proclaimed by the President, Governor, or Mayor of this City as a public holiday.

11.2 When any day designated as a holiday fall on a Friday or Saturday, the ten (10) hours of holiday leave will be converted to annual leave and added to the Unit members annual leave balance. When any day designated as a holiday fall on a Sunday, the following Monday shall be observed as the holiday. In order to be paid for a holiday or get the leave conversion, the Unit member must work his or her full regularly scheduled workday immediately before and after the holiday unless the Unit member is absent from any portion or all of his or her regularly scheduled workday immediately before or after the holiday on authorized paid leave.

A Unit member shall not receive pay for a holiday, or receive the leave conversion, if any leave without pay was used by the Unit member on his or her regularly scheduled workday immediately before or after the holiday.

11.3 When any day designated as a holiday fall on the Unit member’s regular day off, the Unit member shall have the option to take the workday prior or the workday after the holiday, in observance of the holiday, or have the then (10) hours of holiday leave converted to annual leave and added to the Unit member’s annual leave balance.

CPSA/SEIU 721 MOU 2024-2027

21 11.4 In the event that the Mayor or the City Council declares a portion of the day before Christmas (December 24th) or a portion of the day before New Year's Day (December 31st) to be a holiday, the Unit member must use such additional holiday leave when grant ed, and such leave cannot be accrued. Unit members absent on other paid leave when such additional holiday leave is granted shall not receive compensatory leave or additional pay because of their absence. A Unit member shall not receive holiday pay f or this half-day holiday if any leave without pay was used by the Unit member during his or her regularly scheduled workday immediately before or after the half-day holiday.

11.5 All designated holidays shall be compensated for in ten (10) hour increments, for a total of one hundred forty (140) hours annually regardless of a Unit member’s work schedule.

11.6 When a Unit member is assigned to a 5/40 or 9/80 work schedule, the one (1) or two (2) hours of excess holiday will be converted to annual leave.

11.7 Should the City abandon the closure of City Hall on Fridays, the day after Thanksgiving will be reinstated as a holiday and holiday hours will be renegotiated to ensure that all Unit members accrue the same number of holiday hours.

SECTION 12. BEREAVEMENT LEAVE:

A Unit member will be allowed forty (40) hours of paid bereavement leave per occurrence without carryover into the next calendar year in the event of the death of the Unit member’s spouse, domestic partner, children, stepchildren , foster children, parent, stepparent, brother, sister, grandparents, grandchildren, parents-in-law, brothers-in-law, sisters-in-law, sons-in-law, or daughters-in-law.

ARTICLE V

ARTICLE VIINSURANCE AND RETIREMENT BENEFITS
SECTION 1. HEALTH INSURANCE PREMIUM:

1.1 The City will pay the full family HMO premium from Kaiser Permanente of the Los Angeles Region (including Riverside and San Bernardino counties) for each Unit member and eligible dependents.

1.2 The cafeteria cap for the use of excess monies shall be two hundred dollars ($200.00) per month for all Unit members regardless of the number of dependents.

1.3 Unit members shall have the right to use monies remaining from the sums provided for health insurance to purchase additional term life insurance, vision care and/or long- term care insurance offered by the City.

1.4 Unit members may elect to discontinue or not elect health insurance coverage provided that they submit written proof of equivalent health insurance coverage. Unit members electing to discontinue or not electing health insurance coverage shall receive seventy-five percent (75%) of the lowest 2 -party premium, to be put into a City -sponsored deferred compensation plan credited to the Unit member. Unit members currently receiving a higher amount than seventy- CPSA/SEIU 721 MOU 2024-2027

22 five percent (75%) of the lowest 2-party premium shall continue to receive the same amount to be placed into a City sponsored deferred compensation plan credited to the Unit member.

Unit members may elect to resume health coverage during any open enrollment period, as a result of any change in status, or any other period of time authorized by the policies and requirements of the City-sponsored health coverage plans.

1.5 Unit members covered by this section shall have their choice of plans provided by the California Public Employees Retirement System (CalPERS), which are available in this service area.

1.6 Spouse and dependent coverage shall continue to be available as provided through CalPERS.

A Unit member's spouse and dependent children under age twenty-six (26), as well as children over age twenty-six (26) who are incapable of supporting themselves due to physical or mental disabilities existing prior to obtaining age twenty-six (26) are currently eligible to be enrolled in the CalPERS health plans. This section will be in effect for the duration of this MOU, subject to any contract changes by CalPERS.

1.7 For employees: Eligible retired Unit members shall be covered by the health insurance provided by the City according to the rules established by CalPERS. For Unit members hired prior to January 1, 2014, the effective date of Assembly Bill No. 1144 providing for a postretirement health insurance vesting schedu le, the City shall pay the monthly health insurance premium for eligible retired Unit members' health insurance in the same monthly amount as provided for active full -time Unit members for the term of this MOU. For Unit members hired on or after January 1, 2014, the City shall pay a monthly health insurance premium for eligible retired Unit members’ health insurance in accordance with the following schedule:

% of difference between the
required minimum contribution
Full-Time service with Carson and the amount the City pays at time of retirement for active Unit members
0 – 4.99 years 0%
5 years 50%
6 years 60%
7 years 70%
8 years 80%
9 years 90%
10 ears 100%

SECTION 2. DENTAL INSURANCE PREMIUM:

2.1 The City shall pay up to, but not exceed, the amount of eighty- seven dollars ($87.00) per month for dental insurance provided by the City for each Unit member and his/her eligible dependents.

2.2 Unit members may elect to discontinue or not enroll in the dental insurance program provided that they submit written proof of equivalent coverage. Unit members electing to discontinue CPSA/SEIU 721 MOU 2024-2027

23 or not enroll in the dental insurance program shall receive sixty-five (65%) or fifty-six dollars and fifty-five cents ($56.55) to be placed into a City -sponsored deferred compensation plan credited to the Unit member. Unit members may elect to resume dental coverage during any open enrollment period, as a result of any change in status, or any other period of time authorized by the policies and requirements of the City-sponsored dental coverage plans.

SECTION 3. LIFE INSURANCE COVERAGE:

The City agrees to provide each full-time Unit member with term life insurance coverage of not less than one hundred thousand ($100,000.00), subject to the requirements of the insurance carrier. A Unit member shall have the right to purchase supplemental term life insurance, up to the appropriate limit, using monies remaining from the monthly sum originally provided by the City for the Unit member’s health insurance. The City shall continue to offer additional life insurance programs already offered for Unit member purchase.

SECTION 4. SHORT TERM AND LONG -TERM DISABILITY INSURANCE PROGRAM:

4.1 The City shall provide long term disability insurance (or “LTD”) benefits for each full- time Unit member (“covered Unit member”) under the terms, requirements and conditions set forth in the policy underwritten by a licensed insurance company contracted by the City. The City reserves the right to change the LTD carrier and/or LTD benefits provided, on such terms as the City determines are in its best interest, after meeting and consulting with the bargaining units.

4.2 The City shall provide short term disability insurance (or “STD”) benefits for each covered Unit member solely to provide the benefit during the 90 -day LTD benefit waiting period, the City shall provide a STD insurance plan for each covered Unit member under the terms, requirements and conditions compatible with the City’s LTD benefit plan. Nothing herein shall bind the City to provide STD insurance coverage if the City chooses to implement a self-insured STD program.

4.3 After a maximum of a 90-day waiting period:
a. A covered Unit member who has been employed with the City for five (5) or more years, and who is disabled from his or her own occupation, shall be entitled to sixty - six and two-thirds percent (66⅔%) of his or her prevailing pay rate to a maximum pay rate of seven thousand five hundred dollars ($7,500.00) per month at the commencement of disability leave up to age sixty-five (65); and b. A covered Unit member who has been employed with the City for fewer than five (5) years and who is disabled from his or her own occupation shall be entitled to sixty-six and two-thirds percent (66⅔%) of his or her prevailing pay rate to a maximum pay rate of seven thousand five hundred dollars ($7,500.00) per month at the commencement of disability leave for twenty -four (24) months. A covered Unit member who has been employed with the City for fewer than five (5) years and who is disabled from all occupations shall be entitled to sixty -six and two- thirds percent (66⅔%) of his/her prevailing pay rate to a maximum pay rate of seven thousand five hundred dollars ($7,500.00) per month at the commencement of disability leave up to age sixty-five (65).

CPSA/SEIU 721 MOU 2024-2027

24 c. There shall be no reduction of LTD or STD benefits for a workers’ compensation permanent disability award. In no case shall a Unit member on workers’ compensation receive short-term or long-term disability benefits and worker’s compensation salary continuation or temporary disability benefits simultaneously. d. There shall be no exclusion for “soft tissue injuries”, including but not limited to musculoskeletal and connective tissue disorders, strains, and sprains of the cervical, thoracic and lumbosacral spine.
e. The only allowable offsets are those listed in the LTD and STD policies.

4.4 The provision of the LTD Plan and the STD Plan is conditioned upon the following:
a. The continued availability of insurance coverage for LTD and/or STD at a comparable cost as set forth in the LTD and STD policies, subject only to increases in premium not to exceed applicable increases in the consumer price index for each year for the LTD and STD Plans underwritten by the existing carrier or other insurance carrier. b. Eligibility for and administration of benefits under the STD Plan and the LTD Plan and including the determination whether a covered Unit member is disabled from his or her own occupation, shall be determined by the insurance carrier, not by the City.

4.5 For injuries and other disabilities covered under California workers compensation laws, Unit members shall be paid their regular pay rate for up to seventeen (17) weeks from the date of such disability (“workers compensation leave”) or until the City’s workers compensation administrator terminates workers compensation leave either due to payment of a “compromise and release” settlement, a disability and/or service retirement, the Unit member returns to work, or a refusal by the Unit member to return to work following a determination by a physician that the Unit member is no longer temporarily disabled, whichever comes first. In the event of a dispute between the treating physician and another physician as to the Unit member’s temporary disability status , such dispute shall be resolved in accordance with applicable California Workers’ Compensation laws. If a Unit member is approved for workers’ compensation leave, the Unit member shall not be eligible for STD or LTD benefits during the period of such wor kers’ compensation leave. LTD eligibility for Unit members who are still disabled after seventeen (17) weeks shall be determined by the terms of the LTD insurance plan described in section 4.1, above.

4.6 While on short term or long- term disability, Unit members may use sick leave, comp time, administrative leave or annual leave, in the order specified herein, to equal 100% of the Unit member’s regular salary in conjunction with the disability benefit payment.

SECTION 5. CALIFORNIA PUBLIC EMPLOYEES RETIREMENT SYSTEM (CALPERS):

5.1 For those Unit members hired before the effective date of the CalPERS contract amendment providing for a tiered retirement benefit, the City shall include Unit members in the CalPERS “3% at 60” Plan with the following optional public agency contract provisions:

CPSA/SEIU 721 MOU 2024-2027

25 a. The optional contract provision relating to one (1) year final compensation (12 highest paid consecutive months);
b. The optional contract provision relating to military service credit as public service; c. The optional contract provision relating to the 1959 Survivors Program at the level four benefits;
d. The optional contract provision relating to two years additional service credit; e. The optional contract provision relating to the Pre -Retirement Option 2W Death Benefit;
f. The optional contract provision relating to the ability to purchase part -time service credit, but solely at Unit member’s own cost.

5.2 Unit members shall pay the full percentage of the member contributions.

5.3 For those Unit members hired on or after the effective date of the CalPERS contract amendment providing (May 6, 2011) for a tiered retirement benefit, and defined by Assembly Bill 340 – Pension Reform as “Classic Members”, the City shall include such Unit members in the CalPERS “2% at 55” Plan with the following optional public agency contract provisions:
a. The optional contract provision relating to one (1) year final compensation (12 highest paid consecutive months);
b. The optional contract provision relating to military service credit as public service; c. The optional contract provision relating to the 1959 Survivors Program at the level four benefits;
d. The optional contract provision relating to two years additional service credit; e. The optional contract provision relating to the Pre -Retirement Option 2W Death Benefit;
f. The optional contract provision relating to the ability to purchase part -time service credit, but solely at Unit member’s own cost.

5.4 Unit members shall pay the full percentage of the member contribution.

5.5 For those Unit members hired on or after January 1, 2013, defined by Assembly Bill 340 – Pension Reform, as “New Members”, the City shall include such Unit members in the CalPERS “2% at 62” Plan with a three-year final compensation period, and with the following optional contract provisions:
a. The optional contract provision relating to military service credit as public service; CPSA/SEIU 721 MOU 2024-2027

26 b. The optional contract provision relating to the 1959 Survivors Program at the level four benefits;
c. The optional contract provision relating to two years additional service credit; d. The optional contract provision relating to the Pre -Retirement Option 2W Death Benefit;
e. The optional contract provision relating to the ability to purchase part -time service credit, but solely at the Unit member’s own cost.

5.6 “New Members” shall pay the full percentage of the member contributions.

SECTION 6. DEFERRED COMPENSATION PROGRAM:

The City will continue to match a Unit member’s annual contributions to their deferred compensation account, dollar for dollar, as follows:
a. Professional Association Unit members: One thousand dollars ($1,000.00) per calendar year. b. Supervisors Association Unit members: One thousand five hundred dollars ( $1,500.00) per calendar year.

Funds shall be electronically transferred each payday.

SECTION 7. VISION CARE PROGRAM:

The City will sponsor a vision care program. Unit members may purchase vision care through a payroll deduction from wages and/or with money remaining from the monthly sum provided for health insurance.

SECTION 8. SECTION 125 PLAN:

The City shall provide a Section 125 Tax Code plan in order to allow Unit member to deduct excess insurance premiums, unreimbursed medical expenses, and child care payments before taxes.

ARTICLE VII
SAFETY
SECTION 1. SAFETY RESPONSIBILITIES:

1.1 The City shall make a good faith effort to provide and maintain a safe and healthful place of employment.

1.2 Unit members shall perform their assigned duties safely using the practices, means, methods, operations, and processes prescribed by any law, occupational safety or health standards, safety orders, or safety rules and regulations. Unit members shall report any unsafe practices, equipment or hazardous conditions promptly to their immediate supervisor.

CPSA/SEIU 721 MOU 2024-2027

27 1.3 The City shall not require nor permit any Unit member to go to or be in any employment or place of employment not reasonably safe and healthful.

1.4 The City shall not discipline any Unit member for refusing to perform tasks in the performance of which any law, occupational safety or health standard, or safety order would be violated; if such violation would create a real and substantial risk of harm to the Unit member.

SECTION 2. SAFETY DEVICES AND SAFEGUARDS:

The City shall furnish, and the Unit member shall use, safety devices and safeguards. The City shall adopt and use practices, means, methods, operations and processes which are reasonably adequate to render City employment safe and healthful.

SECTION 3. SAFETY COMMITTEE:

The City and the Unit shall jointly participate in an advisory safety committee. The safety committee membership shall include at least one (1) Unit representative. The safety committee shall make good faith efforts in an advisory capacity to provide and maintain a safe and healthful place of employment.

The safety committee shall meet on a monthly basis or other agreed schedule.

SECTION 4. USE OF VETERANS PARK SPORTS COMPLEX:

All Unit members and their families shall be entitled to use all facilities and programs at Veterans Sports Complex at the rates below:

Unit member – one hundred dollars ($100.00) per year
Unit member and family – one hundred fifty ($150.00) per year Unit members who renew memberships shall receive the same percentage discount on the above prices as the general public receives at time of renewal. For purposes of this section, family shall mean those family members eligible for coverage under the CalPE RS Health Insurance program provided by the City.

ARTICLE VIII

CITY RIGHTS
SECTION 1. EXCLUSIVE CITY RIGHTS AND AUTHORITY:

The City retains the exclusive right to manage and direct the performance of City services and the work force performing such services. The following matters shall not be subject to the meet and confer process but shall be within the exclusive authority of the City.

The consideration of the merits, necessity, or organization of any service or activity conducted by the City shall include but not be limited to the City's right to:
a. Determine issues of public policy;
CPSA/SEIU 721 MOU 2024-2027

28 b. Determine and change the facilities, methods, means, and personnel by which City operations are to be conducted;
c. Expand or diminish services;
d. Determine and change the number of locations, relocations, and types of operations and the processes and materials to be employed in carrying out all City functions, including but not limited to the right to contract out any work or operation; e. Determine the size and composition of the work force, to assign work to employees in accordance with requirements as determined by the City, and to establish and change work assignments;
f. Determine job classifications;
g. Appoint, transfer, promote, demote, and lay off Unit members for lack of work or other appropriate reasons;
h. Initiate disciplinary action for just cause;
i. Determine policies, procedures and standards for selection, training and promotion of employees;
j. Establish Unit member performance standards, including but not limited to quality and quantity standards;
k. Maintain the efficiency of governmental operations;
l. Exercise complete control and discretion over its organization and the technology of performing its work and services;
m. Establish reasonable work and safety rules and regulations in order to maintain the efficiency and economy desirable in the performance of City services; and, n. Determine any and all necessary actions to carry out its mission in emergencies.

The exclusive decision-making authority of the City and management on matters involving the City rights and authority shall not be in any way, directly or indirectly, be subject to the grievance procedure. Unit members may grieve the impact of the exercise of exclusive City rights and authority that directly relate to matters within the scope of representation.

SECTION 2. CONCERTED REFUSAL TO WORK:

2.1 If a Unit member engages in or induces other Unit members to engage in any unlawful strike, work stoppage, slowdown, sick-in, or other concerted refusal to work in violation of the law or any valid court order, such Unit member may be subject to disciplinary action, up to and including discharge, subject to applicable laws and procedures.

CPSA/SEIU 721 MOU 2024-2027

29 2.2 In the event the Unit engages in, encourages, or condones in any manner any unlawful strike, work stoppage, slowdown, sick-in, or other concerted refusal to work in violation of the law, or any valid court order, the City, in addition to any other lawful remedies available to it, may seek appropriate legal relief. However, the City shall not suspend recognition of the Unit or withdraw its rights under this agreement without due process and negotiation in compliance with the MMBA.

2.3 The City shall not lock out Unit members.

SECTION 3. FURLOUGHS:

City maintains the right to furlough employees during the term of this MOU if the City Council formally declares as “fiscal emergency”. Notice to, and meet and confer with, the Unit is still required before taking any action.

ARTICLE IX

UNION RIGHTS AND SECURITY
SECTION 1. AGENCY SHOP:

1.1 Association Dues/Service Fees:
a. The City shall provide any newly hired Professional and Supervisors Unit members , with an authorization notice advising them that agency shop for the Association has been implemented pursuant to vote of the bargaining unit ’s members in accordance with state law, that said agency shop is covered by an agreement between the City and the Association, and that all Unit members subject to that agreement must either join the Association, pay a service fee to the Association, or execute a written declaration claiming a religious exemption from this requirement. Such notice shall include a form for the Unit member’s signature authorizing a payroll deduction of Association dues, a service fee or a charitable contribution equal to the service fee. Such service fee shall be established by the Association, and shall not exceed the standard initiation fee, periodic dues and general assessments of the Association. Said Unit members shall have fourteen (14) calendar days from the date they receive the form to fully execute it and return it to the City’s human resources division. b. If the form is not completed properly or returned within fourteen (14) calendar days, the City shall commence and continue a payroll deduction of service fees from the regular biweekly paychecks of such Unit member. The effective date of Association dues, service fee, or charitable contribution shall begin no later than the beginning of the first pay period commencing fourteen (14) calendar days after receipt of the authorization form by the Unit member.
c. The Unit member’s earnings must be sufficient after the other legal and required deductions are made to cover the amount of the dues or fees authorized. When a Unit member is in a non-pay status for an entire pay period, no withholding will be made to cover the pay period from future earnings. In the case of a Unit member in a non- pay status only during part of the pay period, whose salary is not sufficient to cover the full withholding, no deduction shall be made. In the case of a Unit member who CPSA/SEIU 721 MOU 2024-2027

30 is receiving catastrophic leave benefits during a pay period, no deduction shall be made. In addition to the above, all other legal and required deductions (including health care and insurance deductions) have priority over Association dues and service fees.

1.2 Religious Exemption:
a. Any Unit member who is a member of a bona fide religion, body or sect that has historically held conscientious objections to joining or financially supporting public employee organizations, upon presentation to the City of active membership in such religion, body, or sect, shall not be required to join or financially support any public employee organization as a condition of employment pursuant to Government Code section 3502.5(c). The Unit member may be required, in lieu of periodic dues, initiation fees or agency shop fees, to pay sums equal to the dues, initiation fees or agency shop fees to a nonreligious, nonlabor charitable fund exempt from taxation under Section 501(c)(3) of the Internal Revenue Code, chosen by the Unit member from a list of at le ast three of these funds, designated in a memorandum of understanding between the City and the Association , or if the memorandum of understanding fails to designate the funds, then to any such fund chosen by the Unit member. In instances where a Unit member makes direct payment to a nonreligious, nonlabor charitable fund, the Unit member shall provide proof of the payment on a monthly basis to the City as a condition of continued exemption from the requirement of financial support to the Association.
b. Declarations of or applications for religious exemption and any other supporting documentation shall be forwarded to the Association within fourteen (14) calendar days of receipt by the City. The Association shall then have fourteen (14) calendar days after receipt of a request for religious exemption to challenge any exemption granted by the City. If challenged, the deduction to the charity of the Unit member’s choice shall commence but shall be held in escrow pending resolution of the challenge through means of a meeting between the Association representatives and City Manager, with the City Manager making the final determination.

Charitable contributions shall be made by regular payroll deductions unless otherwise provided for in subsection (1) above.
c. The Association has selected the following three nonreligious, nonlabor charitable funds exempt from taxation under Section 501(c)(3) of the Internal Revenue Code from which the Unit member establishing religious exemption may choose: The Boys & Girls Club of Carson, Charlotte’s House and the Child Guidance Center. This list may change from time to time, but only upon written notice and agreement by both parties.

1.3 Rescission:
a. The agency shop provision in this Agreement may be rescinded by a simple majority of votes cast by eligible bargaining unit members provided that:

CPSA/SEIU 721 MOU 2024-2027

31 (1) A request for such a “rescission vote” is supported by a petition containing the signatures at least thirty (30) percent of the Unit members in the bargaining unit; (2) The vote is by secret ballot; and
(3) The vote may be taken only once per City fiscal year. (If a “rescission vote” is requested, conducted and results in rescission of agency shop, then the Association agrees not to request, petition for, negotiate for or otherwise seek agency shop for one calendar year from the date of the payroll check covering the pay period in which the agency shop deductions actually cease following a rescission vote.)

1.4 Records:

The
Association shall keep an adequate itemized record of its financial transactions and shall make available annually, to the City, and to the employees who are members of the Association, within sixty (60) days after the end of the Association’s fiscal year, a detailed written financial report thereof in the form of a balance sheet and an operating statement, certified as to accuracy by its president and treasurer or corresponding principal officer, or by a certified public accountant.

1.5 Indemnification:

The Association shall indemnify, defend, and hold the City harmless against any liability arising from any claims, demands, or other action relating to the City’s compliance with the agency fee obligation, including but not limited to claims relating to any election or vote, improper deductions, and the
Association’s use of monies
collected under these provisions. The City reserves the right to select and direct legal counsel in the case of any challenge to the City’s compliance with the agency fee obligation, and the
Association agrees to pay any attorney, arbitrator or court fees, costs and expenses related thereto or associated therewith.

SECTION 2. LEGAL COUNSEL:

The City agrees to provide Unit members with legal counsel in accordance with the obligations imposed on public entities by Government Code Sections 825 and 995. The City agrees that Unit members have the right to their own legal representation in all disciplinary actions, but at their own expense.

SECTION 3. RELEASE TIME:

The City shall provide Unit members with release time leave subject to the following conditions:

3.1 Upon advance written notice and unless the Unit member's or designated representative's use of release time interferes with work group operations, the immediate supervisor shall permit a Unit member and one designated representative to use release time as time off from work with pay in order to prepare a formal grievance or to appeal a disciplinary action.

CPSA/SEIU 721 MOU 2024-2027

32 3.2 The immediate supervisor may approve release time requests for up to one (1) hour for both the Unit member and one (1) designated representative for each formal grievance. The immediate supervisor may approve release time requests for up to two (2) hours for both the Unit member and one (1) designated representative for each pre- disciplinary conference or disciplinary hearing. Additional request for release time to prepare for a formal grievance or to appeal a disciplinary action must be approved in advance by the appointing authority.

3.3 A Unit member's designated representative may use release time to be present at the presentation of a formal grievance, a pre-disciplinary conference or disciplinary hearing.

3.4 Up to 4 representatives and/or officers of the Unit will be permitted to use release time to attend meet and confer sessions. Up to 2 representatives and/or officers of the Unit will be permitted to use release time to attend Personnel Committee meetings or Labor/Management meetings scheduled by the City during work hours. The City shall not be liable for overtime payments for sessions or meetings beyond regular work schedules.

3.5 Release time is not available for external grievance or legal procedures, such as PERB, court hearings, etc.

3.6 Unit representatives shall be permitted monthly paid release time for executive board meetings; such meetings shall not exceed two work hours.

3.7 Unit representatives may request release time from the employer -employee relations officer or a special meeting of Unit representatives or the general membership not otherwise covered in this provision. Such requests shall be in writing stating the reasons for such request. .8 Unit members who use release time pursuant to the provisions of this section shall record all such hours on their payroll job ticket each payroll period. .9 Release time is to be used to cover labor relations activities that occur during a Unit member’s normal work hours. It does not add to a Unit member’s normal work schedule nor create any overtime obligation. Any hours expended outside normal work hours shall not count as release time, shall be uncompensated by the City, and are the personal responsibility of the Unit member. However, the City Manager, Assistant City Manager, or the Human Resources Director may pre-authorize overtime for labor relations related purposes. .10 Release time is not available for labor relations related administrative or legal proceedings, except that the bargaining unit may have one representative at administrative proceedings who shall be entitled to the use of release time and all represented me mbers that may be called as witnesses at any administrative proceeding shall be entitled to use release time to cover any required attendance at such proceeding that occurs during the Unit member’s normally scheduled work hours. Unit members that are to be called as witnesses at such proceedings shall be placed “on call” with at least one-hour notice of the need for their attendance and allowed to use release time for any time spent that occurs during the Unit member’s normally scheduled work hours. Examples of administrative proceedings include, but are not limited to, PERB, EEOC, DFEH, Labor Commissioner, etc.

CPSA/SEIU 721 MOU 2024-2027

33 3.11 Unit members shall be permitted one (1) hour of paid release time per month to attend membership meetings. The bargaining unit will keep sign -in sheets and provide same to Human Resources to prove attendance at the membership meetings.

SECTION 4. CONFERENCE ATTENDANCE:

The City agrees to permit Professional and Supervisory Unit members to attend one work- related professional conference of their choosing during each fiscal year, with the approval of the Unit member’s Director, at City expense provided funds are available. The location of the conference must be held within the Western Continental United States and shall be consistent with any Standard Management Procedures (SMP) authorized by the City Manager on attendance at conferences. The conference would be in addition to any conference the Unit member’s Director may require the Unit member to attend. The Unit member will receive no additional compensation or consideration if the Unit member chooses not to make use of this opportunity in a given fiscal year.

SECTION 5. FAIR LABOR STANDARDS ACT:

5.1 The Union affirms the City’s right and obligation to determine the jobs in the City of Carson that are exempt according to the provisions of the Fair Labor Standards Act.

5.2 The Union agrees that supervisors classifications and positions represented by the Unit are non-exempt as defined in the Fair Labor Standards Act.

5.3 The Union agrees that the positions marked as exempt in Appendix A are currently defined by the City as exempt in accordance with the Fair Labor Standards Act.

5.4 The Union agrees that these positions determined to be exempt as defined in the Fair Labor Standards Act are exempt from the minimum wage and overtime provisions of the Fair Labor Standards Act and the overtime provisions of the City of Carson Personnel Rules.

SECTION 6. REORGANIZATION OR RECLASSIFICATION:

The City agrees to meet and confer with the Union in the event of any reorganization and/or reclassification impacting on the members of the Union.

SECTION 7. FLEXIBLE WORK SCHEDULES:

The City will work with Unit members to achieve flexibility in work schedules to accommodate special needs in areas such as: childcare, eldercare or education. These accommodations can be made whenever they can be done without causing hardship on the work unit. The allowable work schedule flexibility shall be restricted to those that can be made within the workday, such as: modifying starting or ending time by thirty (30) minutes, and/or reducing the meal period to thirty (30) minutes.

Flexibility may also inclu de other modifications which would require the use of leave hours or reductions in pay.

SECTION 8. UNION ACCESS TO NEW EMPLOYEE ORIENTATIONS &
INFORMATION:

CPSA/SEIU 721 MOU 2024-2027

34 Pursuant to AB 119, the City agrees to provide, when practical, no less than 10- days’ notice in advance of any new employee orientations and provide the Union access to the orientation(s).

Orientation refers to any onboarding process, whether in person, online or through other means.

Access shall be determined by the Union, which could mean representational attendance or correspondence. The Union shall advise the City reasonably in advance as to the type of access requested. The City agrees to provide such reasonable notice of current employees that have changed position status.” (i.e. part-time to full time, promotional, etc.) The City agrees, pursuant to AB 119, to provide the Union with the name, job title, department, work location, and work telephone number of newly hired employees within thirty (30) days of the date of hire. The City also agrees to provide the Union with the name, job title, department, work location, work, home and personal cellular telephone numbers, personal email addresses and home address of all bargaining unit employees once a year or upon request as long as the prior request for such information or the provision of such information was at least more than 120 days earlier.

SECTION 9. BULLETIN BOARDS
The City shall furnish adequate, visible and accessible bulletin boards for the Association and Union to post Union-relevant information for bargaining unit members.

SECTION 10. WORK ACCESS
Authorized Association and Union representatives shall be given access to work locations during working hours for the following purposes including but not limited to: processing potential or actual grievances, observing working conditions and posting information on Union bulletins boards.

ARTICLE X

GRIEVANCE PROCEDURE
SECTION 1. PURPOSE:

The purpose of the Grievance Procedure is to establish channels of communication between Unit members, supervisors, and management. The City encourages any Unit member having a grievance related to his or her working conditions to discuss the matter infor mally with his or her immediate supervisor without undue delay in order to resolve the issue. The purpose of these preliminary discussions is to settle disagreements fairly, as quickly as possible, and to eliminate problems before they evolve to grievances.

SECTION 2. DEFINITION:

A grievance is a timely written complaint by one or more Unit members concerning the application or interpretation of the provisions of this MOU affecting Unit members' wages, hours, and working conditions.

SECTION 3. GRIEVANCE STEPS:

The grievance procedure shall be used to resolve a Unit member's complaints as defined in Section 2 above. The grievance procedure shall consist of the following "Steps." CPSA/SEIU 721 MOU 2024-2027

35 Step 1. A Unit member shall have the right to present a grievance, in writing, within five (5) working days of the action or incident causing the grievance. Such grievance shall be provided to the immediate supervisor of the Unit member. All grievances s hall state the violation of this MOU, how it affects the Unit member’s wages, hours, working conditions or job security, and the Unit member’s requested remedy. Within ten (10) working days of receipt of the grievance, the immediate supervisor shall render a written decision responding to the grievance and return the completed grievance form to the Unit member. Failure of the immediate supervisor to render a written response on the grievance within ten (10) working days of receipt of the grievance shall constitute a constructive denial of the grievance. If denied, and the Unit member wishes to move the grievance to the next Step in the grievance process, then the Unit member shall move the grievance to the next immediate supervisor within the chain of com mand, in accordance with Section 3, Step 2 of this Article. The grievance shall be considered resolved and no further review of the subject matter of the grievance shall be permitted under this Article when the Unit member does not seek further review of the grievance within five (5) working days after response to or constructive denial of the grievance by the immediate supervisor.

Step 2. If the immediate supervisor’s response does not satisfactorily resolve the complaint, and/or the grievance is denied, then the Unit member and/or the Unit member’s designated representative may submit the grievance to the next immediate supervisor within the chain of command, within five (5) working days of the immediate supervisor’s actual or constructive decision on the grievance. The next immediate supervisor shall contact and discuss the grievance with the Unit member and/or the Unit member’s designated representative and shall discuss the grievance with the Unit member’s immediate supervisor. Within ten (10) working days after receipt of the grievance, the next immediate supervisor shall render a written response to the grievance and the compl eted grievance form shall be returned to the Unit member. Failure of the next immediate supervisor to render a written response on the grievance within ten (10) working days of receipt of the grievance shall constitute a constructive denial of the grievan ce. If the next immediate supervisor’s response does not satisfactorily resolve the complaint, the Unit member and/or Unit member’s designated representative may present the grievance to the next succeeding supervisor within the chain of command, within five (5) working days of the next immediate supervisor’s response to or constructive denial of the grievance. The grievance shall be considered resolved and no further review of the subject matter of the grievance shall be permitted under this Article when the Unit member does not seek further review of the grievance within five (5) working days after response to or constructive denial of the grievance by the next immediate supervisor.

Prior to submitting any grievance to the Director in accordance with Step 3, all Unit members are required to submit their grievance to each next immediate supervisor within the chain of command, and in order of the chain of command, in accordance with the timing requirements and procedures of this Step 2.

Step 3. If the grievance is not satisfactorily resolved through presentation of the complaint to the Unit member’s supervisors pursuant to Step 2, and/or the grievance is denied, the Unit member and/or the Unit member’s designated representative may therea fter submit the grievance to the Director of his/her work group, within five (5) working days of the last supervisor’s response or constructive denial of the grievance. The Director shall contact and discuss the grievance with the Unit member and/or the Unit member’s designated representative and shall discuss the grievance with the Unit member’s immediate supervisor and others within the Unit CPSA/SEIU 721 MOU 2024-2027

36 member’s chain of command. Within ten (10) working days after receipt of the grievance, the Director shall render a written decision on the grievance and the completed grievance form shall be returned to the Unit member. Failure of the Director to render a written decision on the grievance within ten (10) working days constitutes a constructive denial of the grievance.

The grievance shall be considered resolved and no further review of the subject matter of the grievance shall be permitted under this Article when the Unit member does not seek further review of the grievance within five (5) working days after the rec eipt of the response to or constructive denial of the grievance by the Director.

Step 3a. Before moving a grievance to the City Manager’s step, a Unit member may request an advisory mediation session. The cost of mediation will be shared by the City and the Unit on a 50/50 basis, with both parties bearing their own legal costs, including but not limited to attorneys’ fees.

Step 4. If the grievance is not satisfactorily resolved through presentation of the complaint to the Unit member’s Director pursuant to Step 3, or through advisory mediation pursuant to step 3a, and/or the grievance is denied, the Unit member and/or the Unit member’s designated representative may thereafter submit the grievance to a non-involved Director or the Human Resources Department Head in lieu of the City Manager. The hearing officer shall be mutually agreed upon by both parties. When the Unit member presents a grievance to a non- involved Director or the Human Resources Department Head in lieu of the City Manager, the selected person shall discuss the grievance with the Unit member and/or the Unit member’s designated representative. The selected person shall also discuss the grievance with the Unit member’s immediate supervisor and others within the chain of command, up to and including the Director. Within ten (10) working days after receipt of the grievance, the selected person shall render a wr itten decision on the grievance. Failure of the selected person to render a written response on the grievance within ten (10) working days of receipt of the grievance shall constitute a constructive denial of the grievance. The decision or constructive denial of the selected person shall resolve the grievance and no further review of the subject matter of the grievance shall be permitted within the City’s administrative process. Thereafter, the Unit member may consider the administrative procedures compl eted and sue for redress of the grievance.

SECTION 4. NON-DEPARTMENTAL GRIEVANCES:

Grievances resulting from decisions or actions outside the work group chain- of-command shall be initiated by the Unit member and/or Unit member’s representative with the Director of the work group from which the decisions or actions occurred, and will follow the procedures as detailed in Section 3 of this Article.

SECTION 5. EXTENSIONS OF TIME:

Extensions of any of the time limits on the presentation of, or responses to, a grievance as set forth in the grievance procedure may be mutually agreed to by the parties involved with the grievance but must be evidenced in writing by both sides.

SECTION 6. REPRISALS:

CPSA/SEIU 721 MOU 2024-2027

37 The City shall not institute any reprisals against any Unit member or designated representative resulting from the use of the grievance procedure.

SECTION 7. MATTERS EXCLUDED FROM THE GRIEVANCE PROCEDURE:

7.1 Those matters not specifically provided for under the definition in Section 2 above.

7.2 Disputes involving the content of performance reviews arising from the application of the provisions of SMP No. 6.4.

ARTICLE XI

APPEAL PROCEDURES
SECTION 1. REQUEST FOR DISCIPLINARY HEARING:

Unit members who have passed probation shall have the right to appeal the imposition of disciplinary action. As used herein, the term “disciplinary action” shall mean discharge, involuntary demotion or suspension of a Unit member, in accordance with the C ity of Carson Personnel Rules, as such Personnel Rules may be amended from time to time. When a Unit member requests a disciplinary hearing, the request shall be in writing, signed by the Unit member, and presented to the Human Resources Director within ten (10) calendar days after the notification date of the imposition of the disciplinary action. Any such request shall be addressed to the Human Resources Director and shall identify the subject matter of the appeal, the grounds for the appeal, and the relief desired by the Unit member. All disciplinary hearings shall be considered in private unless the Unit member requests, in writing, a public hearing. If the Un it member fails to request a disciplinary hearing within the prescribed time, the Unit membe r shall have waived the right to a hearing and all rights to further appeal of the disciplinary action.

SECTION 2. SCHEDULING OF DISCIPLINARY HEARING:

The Human Resources Director shall be responsible for scheduling any disciplinary hearing within a reasonable time after the filing of the Unit member's request, considering the availability of a hearing officer and the convenience of the Unit member and witnesses. If the disciplinary action taken by the Unit member's Director is discharge, the parties shall commence proceedings to select a hearing officer under Section 3 within fifteen (15) calendar days after the filing of the Unit member’s request, unless a time extension is agreed to in writing by both the City and the affected Unit member and/or his/her representative.

SECTION 3. HEARING OFFICER:

3.1 The appointing authority shall be the hearing officer for disciplinary hearings except for those involving discharge. The appointing authority may designate a Director, as mutually agreed upon by the City and the Unit Union, as the hearing officer for any disciplinary hearing that does not involve discharge.

3.2 In any disciplinary hearing involving discharge, a neutral hearing officer shall be selected from an outside source pursuant to a method mutually agreed upon by the City and the Union, unless the Unit member and/or his/her representative and the appointing authority mutually agree in writing that the hearing officer may be the City Manager.

CPSA/SEIU 721 MOU 2024-2027

38 3.3 Where a neutral hearing officer is selected from an outside source, the cost for the hearing officer shall be shared equally by the City and the Union.

3.4 The City Manager or his/her designee shall be the final hearing officer on all matters of discharge brought forward by a Unit member without the support or involvement of the Unit member’s Unit.

SECTION 4. REPRESENTATION AT DISCIPLINARY HEARING:

4.1 At the disciplinary hearing, the Unit member may appear personally and shall have the right to be represented by counsel and any other person(s) allowed by the hearing officer, but during the disciplinary hearing only one person shall have the right to present the appeal on behalf of the Unit member.

4.2 The Unit member and the City shall each have the right to produce and confront witnesses and to present any relevant oral or documentary evidence.

4.3 Subsections 4.1 and 4.2 are not intended to, and shall not preclude the hearing officer from questioning any witness, or asking any representative or other person present at the hearing, any questions that the hearing officer may deem appropriate and relevant to the subject matter of the appeal.

SECTION 5. BURDEN OF PROOF AND EVIDENCE:

The City shall have the burden of proof and shall be required to prove the charges against the Unit member by a preponderance of the evidence. The disciplinary hearing shall not be conducted according to the technical rules of evidence.

SECTION 6. CONDUCT OF THE DISCIPLINARY HEARING:

The conduct of the disciplinary hearing shall be under the control of the hearing officer with due regard for the rights and privileges of the parties. During the examination of a witness, the hearing officer may exclude from the hearing any and all other witnesses. The hearing officer shall have the power to issue subpoenas to compel the attendance of witnesses or the production of documents.

SECTION 7. HEARING OFFICER'S DECISION:

Within thirty (30) calendar days after the conclusion of the evidentiary and argument portions of the disciplinary hearing, the hearing officer shall issue a written decision containing findings of fact and conclusions of law. The hearing officer shall ha ve the authority to affirm, revoke, or reduce the disciplinary action imposed against the Unit member. The hearing officer's decision constitutes a final resolution of any disciplinary action and no further appeal shall be permitted within the City's administrative process.

ARTICLE XII
LAYOFF
SECTION 1. PREREQUISITE FOR LAYOFF:

CPSA/SEIU 721 MOU 2024-2027

39 If the City Manager determines that a reduction in personnel is necessary for economic reasons, then the order of layoff shall observe the "seniority rule" in putting the reduction into effect. (Government Code § 45100.) It is agreed by the City and the Union that the seniority rule shall mean that when any classification having two or more Unit members is subject to less than a complete lay off, then the Unit members shall be laid off in order of reverse seniority based first upon actual service time in the classification, and in instances where that is equal, then on tenure, defined as cumulative actual City service time.

Reductions in the City's work force for reasons other than solely economic reasons shall continue to observe the layoff order as set forth below in subsections 1.1 through 1.4, and Section 2:

1.1 All temporary, seasonal, and/or recurrent and probationary Unit members have been released from the classification.

1.2 Unit members in the classification have been given an opportunity to seek lateral transfer or voluntarily demote to existing vacant positions, for which they meet minimum qualifications.

1.3 Management will meet and consult with the representative of the Union over alternative courses of action to avoid such layoff.

1.4 Notice of actual layoffs shall be given no less than twenty-eight (28) calendar days before the date of implementation. Such notice shall include:
a. Classification where layoff is to occur;
b. Seniority list by total actual City service in the affected classification; and c. List of current permanent vacancies in all classifications represented by the Union.

SECTION 2. ORDER OF LAYOFF:

2.1 Layoffs shall occur on the basis of seniority, with the least senior Unit member based on total actual employment in a classification represented by the Union shall be laid off first and any subsequent layoff shall proceed to the next least senior.

2.2 Ties in Seniority – Where the seniority of two (2) Unit members is of the same length, the Unit member with the shorter tenure shall be laid off first.

2.3 Ties in Tenure - Where the actual seniority and tenure of two (2) Unit members are of the same length, tenure shall be decided by the date and time of the employee’s submission of job application to the City.

2.4 Title changes and/or amended class specifications for classes with multiple positions will not change or alter the seniority rights of the incumbents in the original classification when subject to layoff, provided such prior classification is the same salary range.

SECTION 3. VOLUNTARY DEMOTION:

A Unit member so laid off may choose voluntary demotion so as to avoid layoff.

CPSA/SEIU 721 MOU 2024-2027

40 3.1 Such voluntary demotion can be to a lower or equal class of previous standing or to a lower or equal class that is vacant provided they meet the minimum qualifications for those positions.

3.2 If the voluntary demotion causes a layoff in the lower or equal class, such layoff shall follow the provisions of this Article.

SECTION 4. RECALL:

Unit members who laterally transfer, take a voluntary demotion or are laid off pursuant to the provisions of this Article, shall have their names entered onto a recall list for the classification of original standing.

4.1 Such a list shall be in inverse order of layoff, lateral transfer or voluntary demotion.

4.2 The recall list shall be kept by Human Resources and shall be used in order when any vacancy for that classification is to be filled.

4.3 The list shall be maintained until all names have been offered an opportunity for recall or at the end of three (3) years, whichever comes first.

4.4 The appointing authority shall offer appointment to the first name on said list. If the individual accepts and he or she shall be appointed after sixty (60) days from the date of layoff, the Unit member may be required to take a medical examination so as to ensure the Unit member is medically and mentally capable of performing duties of the classification. The individual shall still be required to meet the minimum qualifications of the classification.

SECTION 5. SEVERANCE PACKAGE:

The City shall provide laid off Unit members a severance package in exchange for release of all claims as follows:

5.1 Severance pay calculated at thirty (30) hours for each year of service with a minimum benefit of 173.33 hours pay and a maximum benefit of 520 hours pay.

5.2 Medical and dental benefit s will be provided through the regular insurance and/or COBRA reimbursement for the time period equivalent to the number of days as the severance pay.

ARTICLE XIII

OTHER MATTERS WITHIN THE SCOPE OF REPRESENTATION
SECTION 1. STATUS OF GRANT FUNDED EMPLOYEES:

Full-time, non-general fund Unit members shall be considered City employees and will receive all benefits and rights conferred by this MOU. This includes, but is not limited to, Unit members funded through the Carson Successor Agency, Carson Housing Authority, Community Development Block Grant, AQMD funds and Proposition A or C funds.

SECTION 2. PROMOTIONAL OPPORTUNITIES:

CPSA/SEIU 721 MOU 2024-2027

41 2.1 The City shall make a good faith effort to promote and transfer from within the City service.

2.2 The City shall recruit for and establish eligibility lists for all vacant budgeted positions, unless they are temporarily frozen by the City Manager. At his/her sole discretion, the City Manager may fill a position by reinstatement or voluntary demotion.

2.3 A Unit member who is rejected during the probationary period shall be reinstated to the position from which he or she had been promoted. A rejected promotional probationary Unit member does not waive their right to appeal within the City's administrative appeal process.

A promotional probationary period shall be used for the evaluation of a Unit member in the promotional capacity and can in no way be used to revoke rights or benefits gained by the prior passage of the Unit member's initial probationary period within the City.

SECTION 3. CITY COUNCIL PERSONNEL COMMITTEE:

The City agrees to inform the Unit of any issues going before the City Council Personnel Committee and City Council concerning the Unit. The Unit will be given this information and the right to attend said meetings on release time, limited to one or two members, as appropriate.

SECTION 4. JOB SERIES STUDY:

4.1 The City acknowledges the Job Series and will create advancement criteria for:
a. Assistant Planner/Associate Planner
b. Emergency Management Specialist/Emergency Management Senior Specialist c. Accountant I/Accountant II
d. Administrative Analyst/Sr. Administrative Analyst
e. Administrative Specialist . Sr. Administrative Specialist SECTION 5. JOB SHARING:

5.1 Job Sharing Definition:

Bifurcation of the job duties (essential functions) of a full- time classification into two equal ½ -time jobs that total full-time work, generally 40 hours per week, 52 weeks per year.

5.2 Benefits:

A Job-Sharing Unit member shall receive, as applicable, benefits on the basis of one- half the rate accorded to comparable full-time employees. No other method of pro-ration shall apply. For benefits that have a time or service requirement to qualify to receive them, a year shall be defined as successful completion of 2,080 hours of service. Under Job Sharing, this will generally be 104 weeks at 20 hours per week.

5.3 Job Sharing Unit member:

CPSA/SEIU 721 MOU 2024-2027

42 One of a pair of Unit members, each of whom job shares by performing one -half of the essential functions of a full-time classification and who works ½ of the hours of the full -time class, generally 20 hours per week, 52 weeks per year.

5.4 Vacancy of Job Share Position:

If one person occupying half of a job share position leaves the city or takes an extended leave, the City may compel the person occupying the other half to convert to full time. If the person chooses not to convert to full time, the City has the option to eliminate both the job share positions and commence recruitment for a full-time position.

5.5 Resumption of Full-Time Status.

If a Job Sharing Unit member wishes to resume full -time work with the City, he or she shall seek reassignment or transfer to a full-time position in the Unit member’s department, for which he or she meets the minimum qualifications. Should the Unit member’s department be unable to effect such reassignment, the Unit member shall seek a transfer as prescribed under the Personnel Rules.

5.6 Involuntary Conversion to or from Job Sharing Status.

Neither management nor Unit members shall convert full-time positions to job-sharing positions, or the converse, without first consulting with the other party. If both parties are in agreement, as well as the affected Unit members, the decision shall be memorialized via Personnel Action Request forms.

5.7 Salary Anniversary Date.

If a Unit member’s appointment to a Job Sharing position is either as a new hire or by promotion, the salary anniversary date shall be defined as that date which occurs upon successful completion of 2,080 hours of service, generally 104 weeks at 20 hours per week. Such Unit members may be considered for a merit increase after successful completion of 1,040 hours of service, generally 52 weeks at 20 hours per week. Subsequent salary anniversary dates shall be defined as those dates which occur upon completion of 2,080 hours of service, generally 104 weeks at 20 hours per week. If a Unit member’s appointment to a Job Sharing position is not a new hire or promotion, the salary anniversary date shall be based on his or her prior service, in accordance with the Personnel Rules.

ARTICLE XIV

DRAFTING PROVISIONS AND DURATION
SECTION 1. FULL UNDERSTANDING:

This MOU sets forth the full and entire understanding of the parties regarding the matters contained herein, and any other prior or existing understandings or agreements by the parties, whether formal or informal, regarding any such matters are hereby superseded and/or terminated in their entirety. All provisions of existing City rules and regulations, resolutions, ordinances and policies not specifically contained in, or referred to by this MOU, shall remain in full force and effect, and are specifically not superseded or otherwise affected by this MOU. This MOU contains all the terms, covenants and stipulations of employment for Professional and Supervisor Unit members and supersedes all prior resolutions adopting MOUs for this Unit and practices except for those contained in the City's written rules and regulations, resolutions, ordinances and policies that are not in conflict or inconsistent with CPSA/SEIU 721 MOU 2024-2027

43 the MOU. It remains the parties understanding that the City's Personnel Rules, however, do not apply to unclassified persons covered by this MOU.

SECTION 2. SEVERABILITY:

Notwithstanding any other provisions of this MOU, in the event that any article, section, or subsection of this MOU shall be declared invalid by any court or by any state or federal law or regulation, or should a decision by any court or any state or federal law or regulation diminish the benefits provided by this MOU, or impose additional obligations on the City, the City and the Unit shall meet and confer on the affected article, section, or subsection. In such event, all other articles, sections or subsections of this MOU not affected shall continue in full force and effect.

SECTION 3. EMERGENCY WAIVER:

In the event of circumstances beyond the control of the City, such as acts of God, fire, flood, earthquake, insurrection, civil disorder, national emergency, or similar circumstances, provisions of this MOU or the Personnel Rules and Regulations of the Cit y, which restrict the City's ability to respond to these emergencies, shall be suspended for the duration of such emergency. After the emergency is declared over, this MOU will be reinstated immediately. The Unit shall have the right to meet and confer w ith the City regarding the impact on Unit members of the suspension of provisions in the MOU during the course of the emergency. Any rights and benefits suspended by virtue of the emergency shall be restored as soon as practicable at the conclusion of the emergency.

SECTION 4. JOINT DRAFTING:

Each party has cooperated in the drafting and preparation of this MOU. Hence, in any construction to be made of this MOU, the same shall not be construed against any party.

SECTION 5. MODIFICATION:

This MOU may only be modified or amended by written agreement between the parties which then must be approved by Council resolution.

SECTION 6. DURATION:

This Memorandum of Understanding shall be binding on the City and the Unit when adopted by the City Council.

Except as otherwise provided herein, this MOU shall be in full force and effect from July 1, 2024 and shall remain in full force and effect up to and including June 30, 2027.

SECTION 7. REOPENERS/ME TOO CLAUSE:

The parties do specifically agree to reopen the meet and confer process during the term of this MOU only as regards the following issues. These reopeners are not contingent upon the execution of any successor MOU and no successor MOU is contingent upon agreement on these reopeners:
a. Changes and/or revisions to the City's Personnel Rules and Regulations, including related SMPs;
CPSA/SEIU 721 MOU 2024-2027

44 b. Changes and/or revisions to the City's Employer Employee Relations Resolution (EERR); c. Changes to Unit member job specifications;
d. Changes to any other wage, hour, term or condition of employment requiring meet and confer pursuant to applicable law.

e. Acting Duty Pay Modification.
f. Overtime for exempt Unit members pay related to elections and declared emergencies;

g. Court Summons/Subpoena/Jury Duty – pay to exempt Unit members for attending court on a non-work days;
h. Workers Compensation Leave – The parties agree to a reopener to discuss the City’s proposal to not offset workers’ compensation/temporary disability payments against long term disability. Employee shall not be allowed to transition from workers’ compensation/temporary disability to long term disability while still suffering from an occupational injury.

i. Short and Long Term Disability Insurance – The parties agree to a reopener to discuss the City’s proposal to change the short and long tent disability benefit on base salary only, not including special compensation.

j. Biometric Timekeeping – The parties agree to a reopener to discuss the City’s proposal to implement biometric timekeeping during MOU term.

k. Home Telephone Calls – The parties agree to a reopener to discuss the City’s proposal to negotiate clarifying language to Article III, Section 9 compensation provision for home telephone calls, including any related issues.

l. Call Back – The parties agree to a reopener to discuss Unit’s proposal to negotiate clarifying language to Article III, Section 10 regarding call back and overtime.

m. Stand By Pay – The parties agree to a reopener to discuss Unit’s proposal that bargaining unit employees on monthly standby duty shall be compensated $280 per week and shall be compensated for all hours worked when called to actual duty, as defined and required by the Fair Labor Standards Act and the Portal-to-Portal Act.

n. Safety Shoes – The parties agree to a reopener to discuss Unit’s proposal to add to Article VI Section 1 the provision of safety shoes for certain classifications.

o. Job Series – The parties agree to a reopener to discuss Unit’s proposal on adding a Job Series for Planning and Analyst classifications to the MOU.

p. Court Summons/Subpoena/Jury Duty – pay to exempt Unit members for attending court on a non-workdays; and
CPSA/SEIU 721 MOU 2024-2027

45 q. Lateral Transfers.
r. Administrative Leave increase from 120-180 hours
s. Deferred Compensation increase by $200, and all Unit members receive same amount t. Professional Development amount increase by $100
u. Increase in annual leaves of two vacation hours per month v. Stand-by pay and take home vehicles
w. Job Sharing / special compensation pay (seeking definition on special compensation pay) x. Improved Grievance procedure
During the term of this MOU, if any other bargaining unit in the City of Carson receives additional increases to the proposed cost of living increases or other compensation, including retroactive payments, as described in Article III, Section 1 [Salary], or additional improvements to the health insurance benefits, including but not limited to, additional City contributions to the health insurance premiums or cafeteria caps; or any other financial improvements, the City agrees to provide the same such increases and improvements to the Union and to meet and confer with the Union over such increases and improvements.

ARTICLE XV

CITY COUNCIL APPROVAL
The City Manager and Employee Relations Officer of the City and the Unit have met and conferred in good faith on wages, hours and other terms and conditions of employment for the Unit members represented by the Unit and have reached agreements which are set forth in this MOU. This MOU constitutes a joint recommendation by the City's negotiators and the Unit , after ratification of its membership, to be submitted to the City Council for its determination and approval by one or more resolutions, as the City Council may deem fit and proper. This MOU is of no force or effect unless or until ratified and approved by a resolution of the City Council. [SIGNATURES ON FOLLOWING PAGE]

CPSA/SEIU 721 MOU 2024-2027

46 IT IS SO AGREED:

CPSA CITY OF CARSON

Robin Wilson, President David C. Roberts Jr., City Manager

Garrett Roberts, Vice President Pam Lee, Deputy City Attorney

Priscilla Carreras, Treasurer

Luchie Magante, Secretary

Attachments:

CPSA/SEIU 721 MOU 2024-2027

47 City of Carson
Monthly Salary Schedule
Carson Professional & Supervisors Association
Effective July 1, 2024
6% COLA - Appendix A

TITLE RANGE STEP
1 STEP
2 STEP
3 STEP
4 STEP
5 STEP
6 Accountant I 901 38.30 40.21 42.22 44.33 46.55 48.88 Accountant II 902 42.27 44.38 46.60 48.93 51.38 53.95 Administrative Analyst 903 45.31 47.57 49.95 52.45 55.07 57.82 Administrative Specialist 904 39.08 41.04 43.09 45.25 47.51 49.88 Assistant Planner 905 41.03 43.08 45.24 47.50 49.87 52.37 Associate Civil Engineer 906 52.56 55.19 57.95 60.85 63.89 67.08 Associate Planner 907 47.61 49.99 52.49 55.12 57.87 60.77 Business Development Analyst 908 50.02 52.52 55.14 57.90 60.80 63.84 Civil Engineering Assistant 907 47.61 49.99 52.49 55.12 57.87 60.77 Emergency Management Specialist 904 39.08 41.04 43.09 45.25 47.51 49.88 Emergency Preparedness Analyst 914 48.79 51.22 53.79 56.48 59.30 62.26 GIS Analyst 907 47.61 49.99 52.49 55.12 57.87 60.77 GIS Technician 904 39.08 41.04 43.09 45.25 47.51 49.88 Housing Analyst 903 45.31 47.57 49.95 52.45 55.07 57.82 Housing Program Manager 909 59.45 62.43 65.55 68.83 72.27 75.88 Housing Specialist 910 51.26 53.83 56.52 59.34 62.31 65.43 Network Administrator 910 51.26 53.83 56.52 59.34 62.31 65.43 Principal Administrative Analyst 908 50.02 52.52 55.14 57.90 60.80 63.84 Project Manager 909 59.45 62.43 65.55 68.83 72.27 75.88 Public Information Analyst 903 45.31 47.57 49.95 52.45 55.07 57.82 Public Safety Specialist 904 39.08 41.04 43.09 45.25 47.51 49.88 Public Works Programs Administrator 909 59.45 62.43 65.55 68.83 72.27 75.88 Senior Administrative Analyst 907 47.61 49.99 52.49 55.12 57.87 60.77 Senior Administrative Specialist 905 41.03 43.08 45.24 47.50 49.87 52.37 Senior Civil Engineer 912 60.93 63.98 67.17 70.53 74.06 77.76 Senior Engineering Technician 913 40.46 42.49 44.61 46.84 49.19 51.64 Sr. Budget Analyst 917 53.69 56.38 59.20 62.16 65.27 68.53 Storm Water Engineer 910 51.26 53.83 56.52 59.34 62.31 65.43 Systems Administrator 918 60.73 63.76 66.95 70.30 73.82 77.51 Systems Business Analyst 918 60.73 63.76 66.95 70.30 73.82 77.51 Systems Specialist 903 45.31 47.57 49.95 52.45 55.07 57.82 Water Quality Administrator 906 52.56 55.19 57.95 60.85 63.89 67.08 Web Developer 910 51.26 53.83 56.52 59.34 62.31 65.43 Community Center Program Manager 602 53.96 56.66 59.49 62.47 65.59 68.87 Human Services Program Manager 602 53.96 56.66 59.49 62.47 65.59 68.87 CPSA/SEIU 721 MOU 2024-2027

48 Recreation Program Manager 602 53.96 56.66 59.49 62.47 65.59 68.87 Senior Accountant 603 48.79 51.22 53.79 56.48 59.30 62.26 Senior Buyer 611 43.13 45.29 47.55 49.93 52.43 55.05 Senior Planner 610 55.21 57.97 60.87 63.91 67.10 70.46 Supv., Code Enforcement 605 45.45 47.72 50.11 52.62 55.25 58.01 Supv., Construction Inspection 604 48.92 51.36 53.93 56.63 59.46 62.43 Supv., Custodial 606 40.04 42.05 44.15 46.36 48.67 51.11 Supv., Employment Development 611 43.13 45.29 47.55 49.93 52.43 55.05 Supv., Event Services 601 46.46 48.78 51.22 53.78 56.47 59.29 Supv., Facilities Maintenance 604 48.92 51.36 53.93 56.63 59.46 62.43 Supv., Parks Maintenance 607 44.20 46.42 48.74 51.17 53.73 56.42 Supv., Public Works Maint. 601 46.46 48.78 51.22 53.78 56.47 59.29 Supv., PW Maint.-Tree Maint. 601 46.46 48.78 51.22 53.78 56.47 59.29 Supv., Warehouse 606 40.04 42.05 44.15 46.36 48.67 51.11 Transportation Program Manager 602 53.96 56.66 59.49 62.47 65.59 68.87 Supv., Fleet Maintenance 604 48.92 51.36 53.93 56.63 59.46 62.43 Supv., Public Safety 608 52.56 55.19 57.95 60.85 63.89 67.08

CPSA/SEIU 721 MOU 2024-2027

49 City of Carson
Monthly Salary Schedule
Carson Professional & Supervisors Association
Effective July 1, 2025
4% COLA - Appendix B

TITLE RANGE STEP
1 STEP
2 STEP
3 STEP
4 STEP
5 STEP
6 Accountant I 901 39.83 41.82 43.91 46.11 48.41 50.83 Accountant II 902 43.96 46.16 48.47 50.89 53.43 56.11 Administrative Analyst 903 47.12 49.47 51.95 54.55 57.27 60.14 Administrative Specialist 904 40.65 42.68 44.81 47.06 49.41 51.88 Assistant Planner 905 42.67 44.81 47.05 49.40 51.87 54.46 Associate Civil Engineer 906 54.66 57.40 60.27 63.28 66.44 69.77 Associate Planner 907 49.52 51.99 54.59 57.32 60.19 63.20 Business Development Analyst 908 52.02 54.62 57.35 60.22 63.23 66.39 Civil Engineering Assistant 907 49.52 51.99 54.59 57.32 60.19 63.20 Emergency Management Specialist 904 40.65 42.68 44.81 47.06 49.41 51.88 Emergency Preparedness Analyst 914 50.74 53.27 55.94 58.73 61.67 64.75 GIS Analyst 907 49.52 51.99 54.59 57.32 60.19 63.20 GIS Technician 904 40.65 42.68 44.81 47.06 49.41 51.88 Housing Analyst 903 47.12 49.47 51.95 54.55 57.27 60.14 Housing Program Manager 909 61.83 64.92 68.17 71.58 75.16 78.92 Housing Specialist 910 53.31 55.98 58.78 61.72 64.80 68.04 Network Administrator 910 53.31 55.98 58.78 61.72 64.80 68.04 Principal Administrative Analyst 908 52.02 54.62 57.35 60.22 63.23 66.39 Project Manager 909 61.83 64.92 68.17 71.58 75.16 78.92 Public Information Analyst 903 47.12 49.47 51.95 54.55 57.27 60.14 Public Safety Specialist 904 40.65 42.68 44.81 47.06 49.41 51.88 Public Works Programs Administrator 909 61.83 64.92 68.17 71.58 75.16 78.92 Senior Administrative Analyst 907 49.52 51.99 54.59 57.32 60.19 63.20 Senior Administrative Specialist 905 42.67 44.81 47.05 49.40 51.87 54.46 Senior Civil Engineer 912 63.37 66.53 69.86 73.35 77.02 80.87 Senior Engineering Technician 913 42.08 44.19 46.40 48.72 51.15 53.71 Sr. Budget Analyst 917 55.84 58.63 61.57 64.64 67.88 71.27 Storm Water Engineer 910 53.31 55.98 58.78 61.72 64.80 68.04 Systems Administrator 918 63.16 66.31 69.63 73.11 76.77 80.61 Systems Business Analyst 918 63.16 66.31 69.63 73.11 76.77 80.61 Systems Specialist 903 47.12 49.47 51.95 54.55 57.27 60.14 Water Quality Administrator 906 54.66 57.40 60.27 63.28 66.44 69.77 Web Developer 910 53.31 55.98 58.78 61.72 64.80 68.04 Community Center Program Manager 602 56.12 58.92 61.87 64.96 68.21 71.62 Human Services Program Manager 602 56.12 58.92 61.87 64.96 68.21 71.62 CPSA/SEIU 721 MOU 2024-2027

50 Recreation Program Manager 602 56.12 58.92 61.87 64.96 68.21 71.62 Senior Accountant 603 50.74 53.27 55.94 58.73 61.67 64.75 Senior Buyer 611 44.86 47.10 49.46 51.93 54.52 57.25 Senior Planner 610 57.42 60.29 63.30 66.47 69.79 73.28 Supv., Code Enforcement 605 47.27 49.63 52.11 54.72 57.46 60.33 Supv., Construction Inspection 604 50.87 53.42 56.09 58.89 61.84 64.93 Supv., Custodial 606 41.65 43.73 45.92 48.21 50.62 53.15 Supv., Employment Development 611 44.86 47.10 49.46 51.93 54.52 57.25 Supv., Event Services 601 48.32 50.73 53.27 55.93 58.73 61.67 Supv., Facilities Maintenance 604 50.87 53.42 56.09 58.89 61.84 64.93 Supv., Parks Maintenance 607 45.97 48.27 50.69 53.22 55.88 58.67 Supv., Public Works Maint. 601 48.32 50.73 53.27 55.93 58.73 61.67 Supv., PW Maint.-Tree Maint. 601 48.32 50.73 53.27 55.93 58.73 61.67 Supv., Warehouse 606 41.65 43.73 45.92 48.21 50.62 53.15 Transportation Program Manager 602 56.12 58.92 61.87 64.96 68.21 71.62 Supv., Fleet Maintenance 604 50.87 53.42 56.09 58.89 61.84 64.93 Supv., Public Safety 608 54.66 57.40 60.27 63.28 66.44 69.77

CPSA/SEIU 721 MOU 2024-2027

51 City of Carson
Monthly Salary Schedule
Carson Professional & Supervisors Association
Effective July 1, 2026
4% COLA - Appendix C

TITLE RANGE STEP
1 STEP
2 STEP
3 STEP
4 STEP
5 STEP
6 Accountant I 901 41.42 43.49 45.67 47.95 50.35 52.87
Accountant II 902 45.72 48.00 50.41 52.93 55.57 58.35
Administrative Analyst 903 49.00 51.45 54.03 56.73 59.56 62.54 Administrative Specialist 904 42.27 44.39 46.61 48.94 51.38 53.95 Assistant Planner 905 44.38 46.60 48.93 51.37 53.94 56.64 Associate Civil Engineer 906 56.85 59.69 62.68 65.81 69.10 72.56 Associate Planner 907 51.50 54.07 56.77 59.61 62.59 65.72 Business Development Analyst 908 54.10 56.80 59.64 62.63 65.76 69.05 Civil Engineering Assistant 907 51.50 54.07 56.77 59.61 62.59 65.72 Emergency Management Specialist 904 42.27 44.39 46.61 48.94 51.38 53.95 Emergency Preparedness Analyst 914 52.77 55.40 58.17 61.08 64.14 67.34 GIS Analyst 907 51.50 54.07 56.77 59.61 62.59 65.72
GIS Technician 904 42.27 44.39 46.61 48.94 51.38 53.95
Housing Analyst 903 49.00 51.45 54.03 56.73 59.56 62.54 Housing Program Manager 909 64.31 67.52 70.90 74.44 78.16 82.07 Housing Specialist 910 55.45 58.22 61.13 64.19 67.40 70.77 Network Administrator 910 55.45 58.22 61.13 64.19 67.40 70.77 Principal Administrative Analyst 908 54.10 56.80 59.64 62.63 65.76 69.05

Project Manager

909 64.31 67.52 70.90 74.44 78.16 82.07
Public Information Analyst 903 49.00 51.45 54.03 56.73 59.56 62.54 Public Safety Specialist 904 42.27 44.39 46.61 48.94 51.38 53.95 Public Works Programs
Administrator

909 64.31 67.52 70.90 74.44 78.16 82.07
Senior Administrative Analyst 907 51.50 54.07 56.77 59.61 62.59 65.72 Senior Administrative Specialist 905 44.38 46.60 48.93 51.37 53.94 56.64 Senior Civil Engineer 912 65.90 69.20 72.66 76.29 80.10 84.11 Senior Engineering Technician 913 43.77 45.96 48.25 50.67 53.20 55.86 Sr. Budget Analyst 917 58.08 60.98 64.03 67.23 70.59 74.12 Storm Water Engineer 910 55.45 58.22 61.13 64.19 67.40 70.77 Systems Administrator 918 65.68 68.97 72.42 76.04 79.84 83.83 Systems Business Analyst 918 65.68 68.97 72.42 76.04 79.84 83.83 Systems Specialist 903 49.00 51.45 54.03 56.73 59.56 62.54 Water Quality Administrator 906 56.85 59.69 62.68 65.81 69.10 72.56 CPSA/SEIU 721 MOU 2024-2027

52 Web Developer 910 55.45 58.22 61.13 64.19 67.40 70.77 Community Center Program
Manager

602 58.36 61.28 64.35 67.56 70.94 74.49
Human Services Program Manager 602 58.36 61.28 64.35 67.56 70.94 74.49 Recreation Program Manager 602 58.36 61.28 64.35 67.56 70.94 74.49 Senior Accountant 603 52.77 55.40 58.17 61.08 64.14 67.34 Senior Buyer 611 46.65 48.98 51.43 54.01 56.71 59.54
Senior Planner 610 59.71 62.70 65.83 69.12 72.58 76.21
Supv., Code Enforcement 605 49.16 51.62 54.20 56.91 59.75 62.74 Supv., Construction Inspection 604 52.91 55.55 58.33 61.25 64.31 67.52 Supv., Custodial 606 43.31 45.48 47.75 50.14 52.65 55.28 Supv., Employment Development 611 46.65 48.98 51.43 54.01 56.71 59.54 Supv., Event Services 601 50.25 52.76 55.40 58.17 61.08 64.13 Supv., Facilities Maintenance 604 52.91 55.55 58.33 61.25 64.31 67.52 Supv., Parks Maintenance 607 47.81 50.20 52.71 55.35 58.12 61.02 Supv., Public Works Maint. 601 50.25 52.76 55.40 58.17 61.08 64.13 Supv., PW Maint.-Tree Maint. 601 50.25 52.76 55.40 58.17 61.08 64.13 Supv., Warehouse 606 43.31 45.48 47.75 50.14 52.65 55.28 Transportation Program Manager 602 58.36 61.28 64.35 67.56 70.94 74.49 Supv., Fleet Maintenance 604 52.91 55.55 58.33 61.25 64.31 67.52 Supv., Public Safety 608 56.85 59.69 62.68 65.81 69.10 72.56

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, July 1, 2025, 5:00 PM
CONSENT 17. To: Honorable Mayor and City Council From: Dr. Arlington Rodgers, Director of Public Works PW Engineering Subject: CONSIDER APPROVAL OF AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENTWITH ALBERT A. WEBB ASSOCIATES TO PROVIDE ON-CALL PROFESSIONAL SERVICES TO THEENGINEERING DIVISION OF THE PUBLIC WORKS DEPARTMENT (CITY COUNCIL) I. SUMMARY
The Engineering Division of the Public Works Department is responsible for the design and construction of a number of projects including several that are grant funded. In consideration of the signiﬁcant number of infrastructure related projects, securing on-call engineering professional services will provide ﬂexibility and enhance the capacity of the Engineering Division to deliver projects in a timely manner. Further, the on-call consultant will reduce the time required to develop the necessary plans, speciﬁcations and estimates by eliminating the need to prepare separate Requests for Proposals (RFPs) for each project under consideration. At its September 2022 Council meeting, the City Council approved a three-year contract with an option to extend by one additional year for a not-to-exceed contract sum of $900,000 with Albert A. Webb Associates (Webb) to provide on- call professional engineering services. The initial contract with Webb was established based on estimated needs at that time. However, due to the increasing number of capital projects programmed for the next ﬁscal years and the recent resignation of the City’s traﬃc engineer, the continuous and increased need for the services of the on-call professional engineering services was determined to be necessary.

It is requested that the City Council approve Amendment No. 1 to the Contract Services Agreement with Webb to provide on-call professional engineering services, by extending the term by one (1) additional year for $300,000.00 for an adjusted contract amount not exceeding $1,200,000.00.

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE Amendment No. 1 to the Contract Services Agreement with Albert A. Webb Associates for on-call professional engineering services by extending the term by one (1) year and increasing the contract sum by $300,000.00 for a total contract sum of $1,200,000.00.

2. AUTHORIZE the Mayor to execute Amendment No. 1 with Albert A. Webb Associates following approval as to form by the City Attorney.

III. ALTERNATIVES

1. DO NOT APPROVE Amendment No. 1 to the Contract Services Agreement with Albert A. Webb Associates.

2. TAKE another action the City Council deems appropriate consistent with the requirements of the Law.

IV. BACKGROUND
The City’s 5-Year Capital Improvement Program (CIP) was approved by the City Council on June 17, 2025, and the total estimated cost to complete all funded and unfunded projects is approximately $190,000,000. It is anticipated that the number of CIP projects listed on the City’s CIP over the next ﬁve years will increase as compared to the previously approved 5-year CIP. Given the increase in number of capital projects, there is a continuous need for on- call consultants to assist with the development of plans, speciﬁcations, and estimates. At its September 2022 Council meeting, the City Council awarded a contract to Albert A. Webb Associates to provide the professional services and the assistance the City staff needs in managing the capital projects.

Albert A. Webb Associates has been providing staff augmentation and professional engineering services to the City under the existing agreement. Their work has included the successful completion of various design efforts and technical studies at the City’s request. Recently, the City’s traﬃc engineer resigned, creating a signiﬁcant staﬃng gap in an essential technical discipline. At the same time, the City’s CIP for FY 25/26 includes numerous traﬃc related projects requiring immediate support to stay on schedule.

Staff requests the City Council approve Amendment No. 1 to the Contract Services Agreement with Albert A. Webb to provide on-call professional engineering services, extending the term by one (1) year increasing the contract sum by $300,000.00 for a new total not-to-exceed contract sum of $1,200,000.00 to provide increased professional service support and assist City staff needs in managing the capital projects.

V. FISCAL IMPACT
If the proposed amendment is approved, the Albert A. Webb Associates contract will be increased by an additional $300,000.00 for a new total not-to-exceed contract amount of $1,200,000.00.

The requested $300,000.00 for the proposed Albert A. Webb Associates contract amendment will utilize funds currently allocated in the adopted FY 25/26 budget in account 101-80-820-100-6004.

VI. EXHIBITS

1. Albert A. Webb Associates Original Contract

2. Albert A. Webb Associates Contract Amendment No. 1

Attachments

1. Albert A. Webb Associates Original Contract.pdf

2. Albert A. Webb Associates Contract Amendment No. 1.pdf

- 1 -
01007.0006 2007074.1
AMENDMENT NO. 1

TO AGREEMENT FOR CONTRACT SERVICES

THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES
(“Amendment”) by and between the CITY OF CARSON, a California municipal corporation (“City”), and ALBERT A. WEBB ASSOCIATES , a California corporation (“Con sultant”), is effective as of the ___ day of ____________, 2025. City and Consultant are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

A. City and Consultant entered into that certain Agreement for Contract Services dated January 1, 2023 (“Agreement”), whereby Consultant agreed to perform certain on-call engineering services for a not- to-exceed Contract Sum of $900,000 over a term of three (3) year s. The Agreement provides for one optional one (1) year extension period for an additional $300,000 at City’s election.

B. City and Consultant now desire to amend the Agreement to extend the Term by one year, from December 31, 2025 to December 31, 2026, for an additional amount of $300,000, thereby increasing the Contract Sum from $900,000 to $1,200,000.

TERMS

1. C ontract Changes. The Agreement is amended as provided herein (new text is indicated in bold italics and deleted text in strikethrough).

A. Section 2.1 ( Contract Sum ) of the Agreement is hereby amended to read in its entirety as follows:
“2.1 Contract Sum.

1.8.”
B. Section 3.4 ( Term) of the Agreement is hereby amended to read in its entirety as follows:
“3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not - 2 -
01007.0006 2007074.1
exceeding fourthree (43) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”) (the “Term”). The City may, at its sole discretion, elect to extend the Term by one additional year (the “Extension Term”), for an amount not exceeding Three Hundred Thousand Dollars ($300,000) for the Extension Term.” C. Section IV. of Exhibit “C” ( Schedule of Compensation) of the Agreement is hereby amended to read in its entirety as follows:
“IV. The total compensation for the Services shall not exceed $1,200,000$900,000 for the four initial three-year Term of this Agreement, and $300,000 for the Extension Term, as provided in Section 2.1 of this Agreement., and as amended in Exhibit “B.””

2. Continuing Effect of Agreement. Except as amended by this Amendment, all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by the Amendment to the Agreement.

3. Affirmation of Agreement; Warranty R e Absence of Defaults. City and Consultant each ratify and reaffirm each and every on e of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

4. Adequate Consideration. The parties hereto irrevocably stipula te and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment.

5. Authority. The persons executing this Amendment on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment on behalf of said party, (iii) by so executing this Amendment , such party is formally bound to the provisions of this Amendment , and (iv) the entering into this Amendment does not violate any provision of any other agreement to which said party is bound.

6. Counterparts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the - 3 -
01007.0006 2007074.1
signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment.

[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]

- 4 -
01007.0006 2007074.1
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal
corporation

___________________________
Lula Davis-Holmes, Mayor
ATTEST:

_____________________________
Dr. Khaleah K. Bradshaw, City Clerk

APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

_________________________________
Sunny K. Soltani, City Attorney
[rjl]
CONTRACTOR:

ALBERT A. WEBB ASSOCIATES , a
California corporation
By:_____________________________
Name:

Title:

By:_____________________________
Name:

Title:

Two corporate officer signatures required when Contractor is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR’S SIGNATURES SHALL BE DULY NOTARIZED,

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS , ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

01007.0006 2007074.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER_______________________________
______________________________________
SIGNER IS REPRESENTING:
(NAME OF PERSON(S) OR ENTITY(IES))
_____________________________________________
_____________________________________________

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

01007.0006 2007074.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, July 1, 2025, 5:00 PM
CONSENT 18. To: Honorable Mayor and City Council From: Dr. Arlington Rodgers, Director of Public Works PW Engineering Subject: CONSIDER APPROVAL OF AMENDMENT NO. 1 TO THE CONTRACT SERVICE AGREEMENTWITH TRANSTECH ENGINEERING INC. TO PROVIDE ON-CALL PROJECT MANAGEMENT AND INSPECTIONSERVICES FOR THE PUBLIC WORKS DEPARTMENT (CITY COUNCIL) I. SUMMARY
The Public Works Department is responsible for the implementation of the Capital Improvement Program (CIP) through design and construction. The ﬁve-year CIP mostly consists of several improvements to the City’s bikeways, building facilities, parks, roadway infrastructure and stormwater systems. Augmentation of the staﬃng level with on-call Project Management Services for the Public Works Department is necessary to ensure delivery of projects in a timely manner. At its November 2023 Council Meeting, City Council approved a thirty (30) month term, and a not-to-exceed contract sum of $615,776 with Transtech Engineering Inc. (Transtech) to provide on-call project management services. The initial contract with Transtech was established based on the estimated needs at the time.

Staff is requesting that the City Council approve Amendment No. 1 to the Contract Services Agreement with Transtech Engineers Inc. to add on-call construction inspection services, by $340,000.00 for an amount not-to- exceed $955,776.00.

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE Amendment No. 1 to the Contract Services Agreement with Transtech Engineering Inc. to add on- call construction inspection services and increase the contract sum by $340,000.00 for a new total not-to- exceed contract sum of $955,776.00.

2. AUTHORIZE the Mayor to execute Amendment No. 1 with Transtech Engineering Inc. following approval as to form by the City Attorney.

III. ALTERNATIVES

1. DO NOT APPROVE Amendment No. 1 to the Contract Services Agreement with Transtech Engineering Inc.

2. TAKE another action the City Council deems appropriate and consistent with the requirements of the Law.

IV. BACKGROUND
The Public Works Department is responsible for the implementation of the Capital Improvement Program (CIP) through design and construction. The ﬁve-year CIP mostly consists of several improvements to the City’s bikeways, building facilities, parks, roadway infrastructure and stormwater systems. The complexity and number of projects listed on the City’s CIP have increased as compared to the previously approved 5-year CIP plans. Given the higher demand for CIP projects there is an increased need for on-call consultants to assist with the management of projects.

The Public Works Department released a Request for Qualiﬁcations (RFQ 23-001Q) to engage on-call project management consulting ﬁrms to provide professional services for various City capital projects. The RFQ was advertised on Planet Bids from July 6, 2023 to August 7, 2023. At the November 21, 2023 City Council meeting, council approved a thirty (30) month, not-to-exceed $615,776.00 contract with Transtech Engineers Inc. Transtech staff and resources include approximately 200, including building oﬃcials, plan checkers, inspectors, permit technicians, engineers, project managers, designers, plan checkers, inspectors, construction managers, traﬃc and transportation analysts, technicians, support personnel.

Recently, one of the city’s public works inspectors resigned, creating a shortage of inspectors for ongoing projects.

Given the large volume of Capital projects the city is managing, along with the work being carried out by other utility companies, the need for public works inspectors has become critical. The city has received multiple concerned inquiries from utility companies unable to proceed with their work due to lack of available inspectors. To address this issue, staff recommends amending the existing scope with Transtech to include inspection services. Staff has requested that Transtech submit a proposal for the necessary services, and the city plans to engage the services of two inspectors to meet the demand.

Staff requests the City Council approve Amendment No. 1 to the Contract Services Agreement with Transtech to provide on-call construction inspection services, increasing the contract sum by $340,000.00 for a new total not-to- exceed contract sum of $955,776.00 to provide construction inspection services.

V. FISCAL IMPACT
If the proposed amendment is approved, the Transtech Engineering Inc. contract will be increased by an additional $340,000.00 for a new total not-to-exceed contract amount of $955,776.00.

The requested three hundred and forty thousand ($340,000.00) for the proposed Transtech Engineering Inc. contract amendment will utilize funds currently allocated in the adopted FY 25/26 budget in engineering professional services account 101-80-820-100-6004.

VI. EXHIBITS

1. Transtech Engineering Inc. Original Contract

2. Transtech Engineering Inc. Amendment No. 1

Attachments

1. Transtech Engineering Inc. Original Contract

2. Transtech Engineering Inc. Amendment No. 1

CONTRACT SERVICES AGREEMENT
By and Between

CITY OF CARSON
and
TRANSTECH ENGINEERS, INC.

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF CARSON AND
TRANSTECH ENGINEERS, INC.

THIS ACRE MENT OR CONTRACT SERVICES ( herein " Agreement") is made and entered into this ay of ti' , 2023 by and between the CITY OF CARSON, a California municipal corporation (" City") and TRANSTECH ENGINEERS, INC., a California corporation (" Consultant"). City and Consultant are sometimes hereinafter individually referred to as " Party" and hereinafter collectively referred to as the " Parties."

RECITALS
A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement.

B. Consultant, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services.

C. Pursuant to the City of Carson's Municipal Code, City has authority to enter into and execute this Agreement.

D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the " Scope of Services" attached hereto as Exhibit " A" and incorporated herein by this reference, which may be referred to herein as the " services" or " work" hereunder.

As a material inducement to the City entering into this Agreement, Consultant represents and warrants 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, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase " highest 01007.0006/936599.1 1-
professional standards" shall mean those standards of practice recognized by one or more first- class firms performing similar work under similar circumstances.

1.2 Consultant's Proposal.

The Scope of Service shall include the Consultant's scope of work or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern.

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered.

1.4 Licenses, Permits, Fees and Assessments.

Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder.

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrants that Consultant ( i) has thoroughly investigated and considered the scope of services to be performed, ( ii) has carefully considered how the services should be performed, and ( iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer.

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence.
01007.0006/936599.1 2-

1.7 Further Responsibilities of Parties.

Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other.

1.8 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in ( i) the Contract Sum for the actual costs of the extra work, and/or ( ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent ( 10%) of the Contract Sum or $ 25,000, whichever is less; or, in the time to perform of up to one hundred eighty 180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.9 Special Requirements.

Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the " Special Requirements" attached hereto as Exhibit " B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit " B" and any other provisions of this Agreement, the provisions of Exhibit " B" shall govern.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the " Schedule of Compensation" attached hereto as Exhibit " C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Six Hundred Fifteen Thousand Seven Hundred Seventy Six Dollars and Zero Cents ($ 615,776.00) ( the " Contract Sum"), unless additional compensation is approved pursuant to Section 1.8. In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit " C." 01007.0006/936599.1 3-

2.2 Method of Compensation.

The method of compensation may include: ( i) a lump sum payment upon completion; ( ii) payment in accordance with specified tasks or the percentage of completion of the services, less contract retention; ( iii) payment for time and materials based upon the Consultant's rates as specified in the Schedule of Compensation, provided that ( a) time estimates are provided for the performance of sub tasks, ( b) contract retention is maintained, and ( c) the Contract Sum is not exceeded; or ( iv) such other methods as may be specified in the Schedule of Compensation.

2.3 Reimbursable Expenses.

Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City.

Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance.

By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor ( by sub - category), travel, materials, equipment, supplies, and sub - contractor contracts. Sub - contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five ( 45) days of receipt of Consultant's correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law.

2.5 Waiver.

Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
01007.0006/936599.1 4-
ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the Schedule of Performance" attached hereto as Exhibit " D" and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty ( 180) days cumulatively.

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten ( 10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section.

3.4 Term.

Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one ( 1) years from the date hereof, except as otherwise provided in the Schedule of Performance ( Exhibit D„
ARTICLE 4. COORDINATION OF WORK

4.1 Representatives and Personnel of Consultant.

The following principals of Consultant (" Principals") are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Okan Demirci, PE, QSD/P, MBA Principal Project Manager
Name) ( Title)
01007.0006/936599.1 5-
Name) ( Title)
Name) ( Title)
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement.

Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance.

4.2 Status of Consultant.

Consultant shall have 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. Consultant shall 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, employees or agents of City. Neither Consultant, nor any of Consultant's officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City's employees. Consultant expressly waives any claim Consultant may have to any such rights.

4.3 Contract Officer.

The Contract Officer shall be Raymond Velasco, P.E., Public Works Operations Manager, or as otherwise designated by the City Manager. It shall be the Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer.

Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement.

4.4 IndependentConsultant.

Neither the City nor any of its employeesshall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant's employees, servants, representatives or agents, or in fixing their number, 01007.0006/936599.1 6-
compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontractingor Assignment.

The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent ( 25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City:
a) General Liability Insurance ( Coverage Form ISO CGL CG 00 01 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $ 1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit. b) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Consultant in the course of carrying out the work or services contemplated in this Agreement, with Employer's Liability insurance coverage limits of at least 1,000,000.00.
c) Automotive Insurance ( Coverage Form ISO CA 00 01 including " any auto" and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability 01007.0006/936599.1 7-
insurance written on a per occurrence for bodily injury and property damage in an amount not less than $ 1,000,000. Said policy shall include coverage for owned, non - owned, leased, hired cars and any automobile.
d) Professional Liability. Professional liability insurance appropriate to the Consultant's profession, as determined by the City's Risk Manager, provided that the limits shall be no less than $ 1,000,000 per claim and no less than $ 1,000,000 general aggregate. This coverage may be written on a " claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5 -year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage.
e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit " B".
g) Broader Coverages and Higher Limits. Notwithstanding anything else herein to the contrary, if Consultant maintains broader coverages and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverages and/or higher limits maintained by Consultant.

5.2 General Insurance Requirements.

All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant's insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self - insured retention, any additional insured may satisfy the self - insured retention.

All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty ( 30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply 01007.0006/936599.1 8-
with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name the City as additional insured ( providing the appropriate endorsement) and shall conform to the following " cancellation" notice:

CANCELLATION:

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY ( 30) -DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
to be initialed]
Consu'ttanfInitials
City, its respective elected and appointedofficers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

Any deductibles or self - insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self - insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages to any persons or property resulting from the Consultant's activities or the activities of any person or persons for which the Consultant is otherwise responsible nor shall it limit the Consultant's indemnification liabilities as provided in Section 5.3.

In the event the Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (" Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, 01007.0006/936599.1 9-
arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened ( herein " claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (" indemnitors"), or arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from Consultant's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith;
b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
c) In the event the City, its officers, agents or employeesis made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employeesin such action or proceeding, including but not limited to, legal costs and attorneys' fees.

Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement.

5.4 Sufficiency of Insurer.

Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated " A-" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (" Risk 01007.0006/936599.1 10-
Manager") due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the risk manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the Risk Manager.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder ( the " books and records"), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three ( 3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant's business, custody of the books and records may be given to City, and access shall be provided by Consultant's successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials ( the " documents and materials") prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of 01007.0006/936599.1 11-
ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any documents and materials that may qualify as " works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed works made for hire" for the City.

6.4 Confidentiality and Release of Information.
a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer.
b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoenaor court order shall not be considered " voluntary" provided Consultant gives City notice of such court order or subpoena. c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall 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. d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors 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 work performed there under. City retains the right, but has no obligation, to represent Consultant or be 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 said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions 01007.0006/936599.1 12-
concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.

This timeframe is presumptively thirty ( 30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant whether or not arising out of this Agreement) ( i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and ( ii) all amounts for which City may be liable to third parties, by reason of Consultant's acts or omissions in performing or failing to perform Consultant's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall 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 work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non - defaulting party on any default shall impair such right or remedy or be construed as a waiver.

Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 01007.0006/936599.1 13-

7.5 Rights and Remedies are Cumulative.

Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party.

7.6 Legal Action.

In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et. seq. and 910 et. seq., in order to pursue a legal action under this Agreement.

7.7 Termination Prior to Expiration of Term.

This Section shall govern any termination of this Agreement except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Agreement at any time, with or without cause, upon thirty ( 30) days' written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Agreement at any time, with or without cause, upon sixty ( 60) days' written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non - terminating party with the opportunity to cure pursuant to Section 7.2.

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated ( provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 01007.0006/936599.1 14-

7.9 Attorneys' Fees.

If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non - liability of City Officers and Employees.

8.2 Conflict of Interest.

Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant's performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement.

No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which ( s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement.

8.3 Covenant Against Discrimination.

Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class. 01007.0006/936599.1 15-

8.4 Unauthorized Aliens.

Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer ( with her/his name and City title), City of Carson, 701 East Carson, Carson, California 90745 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two ( 72) hours from the time of mailing if mailed as provided in this Section.

9.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorshipof this Agreement or any other rule of construction which might otherwise apply.

9.3 Counterparts.

This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Agreement.

9.4 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understandingof the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.
01007.0006/936599.1 16-

9.5 Severability.

In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.

9.6 Warranty & Representation of Non - Collusion.

No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which ( s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which ( s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of financial interest" shall be consistent with State law and shall not include interests found to be remote" or " non - interests" pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement.

Consultant further warrants and represents that ( s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Consultant's Authorized Initials

9.7 Corporate Authority.

The persons executing this Agreement on behalf of the parties hereto warrant that ( i) such party is duly organized and existing, ( ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, ( iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and ( iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties.

SIGNATURES ON FOLLOWING PAGE]
01007.0006/936599.1 17-
IN WITNESS WHEREOF. the parties hereto have executed this Agreement on the date and year first - above written.

CITY:

CITY OF CARSON, a municipal corporation
ATTEST:

Dr. Khaleah K. Bradshaw. City Clerk
APPROVED AS TO FORM:

ALESI-LIRE & WYNDER, LLP
Sunny K. Soltani, City Attorney
nIl
la Davis - Holmes, Mayor
CONSULTANT:

TRANSTECH ENGINEERS, INC.
a California corporation
By:

By:

Name: len Cayir
Title: Pres nt
Name: Sybil Cayir
Title: Secretary
Address: 13367 Benson Avenue
Chino, CA 91710
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01007 0006/936599 1 - 18-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first - above written.

CITY:

CITY OF CARSON, a municipal corporation
Lula Davis - Holmes, Mayor
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Sunny K. Soltani. City Attorney
rj 1]
CONSULTANT:

TRANSTECH ENGINEERS, INC.
a California corporation
By:

By:

Name:

Title: Presi
Name: Sybil Cayir
Title: Secretary
Address: 13367 Benson Avenue
Chino, CA 91710
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01007.0006/936599.1 18-

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signedthe document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO
T-Wyr Am' G,
On \,+ emlfr21, 2023 before me, l\Jdttry WbL_ , personally appeared Alley) Cayi r , proved to me on the basis of satisfactory evidence to be the persons whose names is/ subscribed to the within instrument and acknowledged to me that he/s / tl y executed the same in his/ / r th r authorized capacity), and that by his/l}elr/tl r signature( on the idtrument the person(] or the entity upon behalf of which the person) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature:

Jocelyn Avila
1 1<
COMM# 2445212
NOTARY PUBLIC — CALIFORNIA g
San BetTer •no County
MY COMM. EXPIRES 4/25/2027 I

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER

INDIVIDUAL

CORPORATE OFFICER
El

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY - IN - FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER
SIGNER IS REPRESENTING:

NAME OF PERSON(S) OR ENTITY(IES))

DESCRIPTION OF ATTACHED DOCUMENT

TITLE OR TYPE OF DOCUMENT

NUMBER OF PAGES

DATE OF DOCUMENT

SIGNER(S) OTHER THAN NAMED ABOVE
01007.0006/936599.1

STATE OF CALIFORNIA

COUNTY OF SAN BERNARDINO
TO(elyn AvilG) (^
On NikeMbef2J, 2023 before me, Ni*? ry PubUC. personally appeared J 3bi) Lay) r , proved to me on the
basis of satisfactory evidence to be the plerson('f whose names( is/ie subscribed to the within instrument and acknowledged to me that e/she/ttley executed the same in is/her7thgi`r authorized capacity s), and that by ls/her/tl ir signature
on the instrument the person(A, or the entity upon behalf of which the person acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraphis true and correct.

WITNESS my hand and official seal.

Signature:

Jocelyn Avila I
COMM# 2445212 >`
NOTARY PUBLIC — CALIFORNIA
San5errerdino County
61YCOMM. EXPIRES 4/25/2027 i

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER

INDIVIDUAL

CORPORATE OFFICER

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY - IN - FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER
SIGNER IS REPRESENTING:

NAME OF PERSON(S) OR ENTITY(IES))
01007.0006/936599.1

DESCRIPTION OF ATTACHED DOCUMENT

TITLE OR TYPE OF DOCUMENT

NUMBER OF PAGES

DATE OF DOCUMENT

SIGNER(S) OTHER THAN NAMED ABOVE
EXHIBIT " A"

SCOPE OF SERVICES
I. Consultant will perform the following Project Manager Services on an on - call basis:

STAFF AUGMENTATION:

Assist the City in executing various projects. Consultant will conduct plan reviews and project management services for various public facility projects. Consultant shall be the main point of contact with City staff in project or task developmentfrom concept to close out. Consultant may be stationed at City facilities to perform assignments and coordinate activities as directed by the Contract Officer, Director of Public Works or assigned designee.

Upon request, Consultant will conduct public workshops and have an explicit understanding of the California Public Contract Code and the City of Carson's Municipal Code efficiently and effectively.

GENERAL PROJECT MANAGEMENT STAFF AUGMENTATION SERVICES:

General services include, but are not limited to the following:

General Contract Administration/Project Management.

Review of conceptual and final plans along with project specifications and construction documents.

Development and preparation of Project Studies.

Research of various project related items such as local, State, Federal provisions, grant opportunities. Investigation and management of possible grant opportunities for Public Works projects, including grant application, reporting, and monitoring.

Coordination with, or obtaining approvals from, various private and public agencies.

Preparation of and/or presenting information at City Council, public workshops, or other public meetings.

Development or review of various project related reports, diagrams, exhibits.

Development of databases for capital improvement projects including schedules, budgets and priorities.

Research and review of, record drawings, field investigations, site conditions, restrictions, California Environmental Quality Act ( CEQA) status. 01007.0006/936599.1 A-1
Coordinate projects with outside agencies such as utility companies, Los Angeles County Department of Public Works, Sheriff station, Caltrans.

Preparation of Request for Proposals (RFP).

Coordination of Public Works projects for the bidding process.

Management of project budgets and working closely with the City's Public Works Administrative staff.

Review, evaluate, process, and provide approval recommendation to City staff for payments to consultants, consultants, and various agencies.

Review, evaluate, and approve proposed changes from other consultants and consultants.

Verification of field work such as field investigations, inspections, job walks.

II. Consultant will perform Services, if any, in accordance with project - specific Task Orders, as follows:

When the City requests proposals from on - call consultants ( including the Consultant) on a project -specific Task Order, and if the City accepts Consultant's proposal, then the Task Order and Notice to Proceed shall provide in detail Consultant's Scope of Services on that Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders. This Agreement does not provide for Consultant's compensation except for Consultant's services rendered pursuant to a Notice to Proceed on a Task Order.

III. Consultant must perform all on - call Services in compliance with the following requirements:

A. Each task shall be indicated by a written request (" Task Order") produced by the Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement.

B. Consultant must prepare a written description of the requested tasks including all components and subtasks; the costs to perform the task (" Task Budget"), using the itemized fees in Exhibit C, Schedule of Compensation, whenever a requested task is provided for in Exhibit C; explain how the cost was determined; and, a schedule for completion of the task (" Task Completion Date"); which shall all collectively be referred to as the " Task Proposal."
C. Contract Officer shall in writing approve, modify, or reject the Task Proposal, and may issue a Notice to Proceed.

D. The task shall be performed at a cost not to exceed the Task Budget. 01007.0006/936599.1 A-2
E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date.

IV. In addition to the requirements of Section 6.2 and pursuant to the Task Order's project - specific Scope of Services, the Contract Officer may require the Consultant to provide the following deliverables, as applicable:

A. Project Studies
B. Project related reports, diagrams, exhibits
C. Databases for capital improvement projects including schedules, budgets and priorities
D. RFPs
V. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

VI. Consultant will utilize qualified personnel with the following titles to perform the Services required by the applicable Task Order. Consultant shall obtain the Contract Officer's advanced written approval when replacing any individual assigned to perform services on Task Orders:

A. AHMAD ANSARI, PE, Contract Principal
B. OKAN DEMIRCI, PE, QSD/P, MBA, Principal Project Manager C. AZITA FAKOORBAYAT, PE, Sr. Engineer/Project Manager
D. JOHN OSKOUI, PE, Sr. Engineer/Project Manager
E. MICHAEL ACKERMAN, PE, QSD, QSP, QISP, Sr. Engineer/Project Manager F. ZIAD Y. MAZBOUDI, PE, QSD, QSP, CPSWQ, Sr. Engineer/Project Manager G. MOHAMMAD MOSTAHKAMI, PE, Sr. Engineer/Project Manager H. CARLOS A. PINEDA, PE, QSD, QSP, LEED, Sr. Engineer/Project Manager I. DAVID RAGLAND, PE, PLS, QSD, QSP, Sr. Engineer,
Support for Engineering Projects
J. ALI F. ZAGHARI, PE, PMP, Sr. Engineer, Caltrans
Coordination PM/QC/QA Support/Oversight
K.
01007.0006/936599.1
Technical Review
Involved Projects
BAHMAN JANKA, TE, Sr. Traffic Engineer, Technical Review Support for Traffic and Transportation Eng/Planning Projects
A-3
L. KEITH A. WYATT, Sr. Project/Construction Manager
M. CRAIG MELICHER, PE, Vice President, PM/QC/QA Support N. ALI CAYIR, PE, Principal, PM/QC/QA Support
O. RUDOLPH RODRIGUEZ, Project Manager
P. MELISSA DEMIRCI, Project Manager
Q. FURKAN CETINKALE, Project Manager
R. EARL FRASER, Construction Manager/Supervising Inspector S. LEONARDO MARTINEZ, Project Manager
T. EMANUEL MENDEZ, Office Engineer
U. JEFFREY HIRSH, Construction Manager/Senior Inspector V. ANDY CARLTON, Senior Inspector
W. CRAIG WHEELER, Construction Manager/Senior Inspector X. ROBERT GARCIA, Senior Inspector
Y. ROBERT QUINTERO, Project Manager
Z. GEO-ADVANTEC, INC., Geotechnical Engineering Support ( subconsultant) AA. AVANT GARDE, INC., Funding / Labor ComplianceSupport ( subconsultant) BB. LOSTWEST LANDSCAPE, INC., Landscape Architecture Support subconsultant)
CC. VANLENCO, INC., Survey Support ( subconsultant)
DD. IDS GROUP, INC., Architectural, Structural, MEP Consulting Support subconsultant)
EE. IMPACT SCIENCES, INC., Environmental Consulting Support ( subconsultant) 01007.0006/936599.1 A-4
EXHIBIT " B"

SPECIAL REQUIREMENTS
Superseding Contract Boilerplate)
The Agreement is hereby amended as follows ( deletions shown in strikethr-eugh and additions shown in bold italics):

I. Section 1.1 ( Scope of Services) of the Agreement is hereby amended to read in its entirety as follows:

1.1 Scope of Services.

As a material inducement to the City entering into this Agreement, Consultant represents and warrant& 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, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good in conformance with such standards. For purposes
of this Agreement, the phrase " highest professional standards" shall mean those standards of practice recognized by one or more first class professional firms performing similar work under similar circumstances."
IL Section 1.3 ( Compliance with Law) of the Agreement is hereby amended to read in its entirety as follows:

1.3 Compliance with Law.

Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all applicable ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered."
III. Section 1.5 ( Familiarity with Work) of the Agreement is hereby amended to read in its entirety as follows:

1.5 Familiarity with Work.

By executing this Agreement, Consultant warrant& represents that Consultant ( i) has thoroughly investigated and considered the scope of services to be performed, ( ii) has carefully considered how the services should be performed, and ( iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants - represents that Consultant has or will investigate the site and is or will be fully acquainted with the visible conditions there existing, prior 01007.0006/936599.1 A-1
to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer." IV. Section 1.6 ( Care of Work) of the Agreement is hereby amended to read in its entirety as follows:

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property to the extent caused by Consultant's operations, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence or the negligence or operations of any third party."
V. Section 2.4 ( Invoices) of the Agreement is hereby amended to read in its entirety as follows:

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance.

By submitting an invoice for payment under this Agreement, Consultant is certifying to the best of its knowledge, information and belief, compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor by sub - category), travel, materials, equipment, supplies, and sub - contractor contracts. Sub- contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputedby City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five ( 45) days of receipt of Consultant's correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law."
VI. Section 3.3 ( Force Majeure) of the Agreement is hereby amended to read in its entirety as follows:
01007.0006/936599.1 A-2

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten ( 10) days of the commencement discovery of such delaynotify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section."
VII. Section 3.4 ( Term) of the Agreement is hereby amended to read in its entirety as follows:

3.4 Term
Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services commencing January 1, 2024 and expiring June 30, 2026 but not exceeding one ( 1) years from the date hereof, except as otherwise provided in the Schedule of Performance ( Exhibit " D"). The City may, at its sole discretion, elect to extend the Term by two ( 2) additional one-year terms ( each, an " Extension Term"). The pricing to be applied for each Extension Term is listed in Exhibit " C.'' VIII. Section 4.5 ( Prohibition Against Subcontracting or Assignment) of the Agreement is hereby amended to read in its entirety as follows:

4.5 Prohibition Against Subcontracting or Assignment
The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, with the exception of the subcontractors identified in the immediately following sentence, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. The subcontractors City has consented to are as follows: Geo-Advantec, Inc., which will provide geotechnical engineering support services, Avant Garde, Inc., which will provide funding/labor compliance support services, Lostwest Landscape, Inc., which will provide landscape architecture support services, Vanlenco, Inc., which will provide survey support services, IDS Group, Inc., which will provide architectural, structural, MEP consulting support services, and Impact Sciences, Inc., which will provide environmental consulting support services. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the 01007.0006/936599.1 A-3
prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent ( 25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City." IX. Subsection ( d) ( Professional Liability) of Section 5.1 ( Insurance Coverages) of the Agreement is hereby amended to read in its entirety as follows:
d) Professional Liability. Professional liability insurance appropriate to the Consultant's profession, as determined by the City's Risk Manager, provided that the limits shall be no less than $ 1,000,000 per claim and no less than $ 1,000,000 general aggregate. This coverage may be written on a " claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to negligent services performed under this Agreement.

The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5 -year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage."
X. Section 5.2 ( General Insurance Requirements) of the Agreement is hereby amended to read in its entirety as follows:

5.2 General Insurance Requirements.

All of the above policies of insurance ( except for professional liability) shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant's insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self - insured retention, any additional insured may satisfy the self - insured retention.

All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty ( 30) days prior written notice by certified U.S. mail return receipt requested to the City ( or ten ( 10) days if cancellation is due to nonpayment of premiums). In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply 01007.0006/936599.1 A-4
with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name the City as additional insured ( except with respect to professional liability insurance) ( providing the appropriate endorsement) and shall conform to the following " cancellation" notice:

CANCELLATION:

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY ( 30) -DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
to be initialed]
Con ifals
City, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant's insurance shall apply separately to each insured againstwhom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

In the event the Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the. Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City."
XI. Section 5.3 ( Indemnification) of the Agreement is hereby amended to read in its entirety as follows:
01007.0006/936599.1 A-5

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (" Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened ( herein " claims or liabilities") that may be asserted or claimed by any person, firm or entity to the extent arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (" indemnitors"), or to the extent arising from Consultant's or indemnitors' reckless or willful misconduct, or to the extent arising from Consultant's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and reasonable attorneys' fees incurred in connection therewith;
b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities to the extent arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees to the extent resulting from Consultant's negligence, recklessness or willful misconduct.

With respect to any claims or liabilities related to Consultant's " design professional services", if any, as defined in California Civil Code Section 2782.8, Consultant's duty to the Indemnified Parties shall be limited to extent they are caused by the negligence, recklessness or willful misconduct of Consultant. In no event shall Consultant's cost to defend exceed Consultant's proportionate percentage of fault.

Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that 01007.0006/936599.1 A-6
design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement."
XII. Section 6.3 ( Ownership of Documents) of the Agreement is hereby amended to read in its entirety as follows:

6.3 Ownership of Documents.

Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any documents and materials that may qualify as works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed " works made for hire" for the City."
XIII. Section 7.8 ( Termination for Default of Consultant) of the Agreement is hereby renamed " Termination for Default" and amended to read in its entirety as follows:

7.8 Termination for Default .

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated.

If termination is due to the failure of the City to fulfill its obligations under this Agreement, Consultant may, after compliance with the provisions of Section 7.2, terminate the Agreement upon written notice to the City's Contract Officer. Consultant shall be entitled to payment for all work performed and accepted by the Contract Officer up to the date of termination."
01007.0006/936599.1 A-7
XIV. Section 8.1 ( Non - liability of City Officers and Employers) of the Agreement is hereby renamed " Non - liability of Officers and Employers" and amended to read in its entirety as follows:

8.1 " Non - liability of City Officers and Employees.

No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. Similarly, it is intended that the Consultant's services in connection with this Agreement shall not subject the Consultant's individual employees, officers or directors to any personal legal exposure for the risks associated with this Agreement. Therefore, and notwithstanding anything to the contrary contained herein, the City agrees that any claim, demand or suit that may arise out of this Agreement shall be directed and/or asserted only against the Consultant, the business entity to this Agreement, and not against any of the Consultant's individual shareholders, members, employees, officers or directors, except for acts of fraud or willful misconduct or as otherwise permitted by law." 01007.0006/936599.1 A-8
EXHIBIT " C"

SCHEDULE OF COMPENSATION
I. This Schedule of Compensation governs Consultant's compensation in the event the Consultant performs services pursuant to a Notice to Proceed on a Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders.

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024: $ 120,250.00
July 1, 2024 through June 30, 2025: $ 245,310.00*
July 1, 2025 through June 30, 2026: $ 250,216.00*
Total: $ 615,776.00
July 1, 2026 through June 30, 2027: $ 255,220.00 ( extension period)* July 1, 2027 through June 30, 2028: $ 260,324.00 ( extension period)* Amount reflects 2% increase from prior year.

II. Consultant responding to the City's request for proposals on a project - specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant's proposals on Task Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.
01007.0006/936599.1 C-1
D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

IV. The total compensation for the Services shall not exceed $ 615,776.00 as provided in Section 2.1 of this Agreement.

V. The Consultant's billing rates for all personnel are attached as Exhibit C-1. 01007.0006/936599.1 C-2
EXHIBIT " C-1"

BILLING RATES

ENGINEERING
FFeki Tednician S85 95
EngineeringTechnician S95 S105
Assistant CAD Drafter S105 S120
Senior CAD Drafter S120 S135
Associate Designer S135 5150
Senior Designer S150 S165
Design ProjectManager 190 S200
Assistant Engineer S115 S125
Associate I Staff Engineer 145 5160
Senior Civil Engineer S200 5220
Traffic Analyst Technician S100 5110
Associate Traffic Analyst 5150 5160
Senior Traffic Analyst 160 5170
Professional TransportationPlanner 170 5185
Trafk EngineerTechnician 95 105
Associate/Staff Traffic Engineer 145 160
Traffic Engneer 170 185
Senior Traffic Engineer 185 205
ProjectManager 185 205
Senior ProjectManager 205 220
Deputy City Engineer 170 190
Ciy Engneer 190 5205
Prim -pal Engineer 205 225

BULDING & SAFETY
Perm[ Tednirfan S75 S85
Plan Check Technician/ Analyst/Supervisor 125 140
Dicing Inspector 5115 130
Senior Inspector 125 140
Plans Examiner/Checker 5140 155
Plat Check Engineer 5150 170
Deputy Buffing Official 5160 170
BuildingOfficial 5165 180

CONSTRUCTION MANAGEMENT
Labor CompianceAnalyst 145 155
Funds Coonfnator 150 160
Office Engneer 145 155
Construction Inspector 140 150
Senior Construction Inspector 150 5160
Construction Manager 170 185
Resident Engneer 185 200

PUBLIC WORKS INSPECTION
Public Works Inspector 140 150
Senior Public Works Inspector 150 160
SupervisingPW Inspector 160 170

SURVEY AND MAPPING
Survey Analyst 150 155
Senior Survey Analyst 155 160
2 -Man Survey Crew 345 360
Survey & MappingSpecialist 185 200
Licensed Land Surveyor 210 220
FUNDING & GRANT WRTWiG
Funds Analyst 145 150
Senor Funds Analyst 150 160
Grant Writer 165 170
Funds & Grant ProjectManager 185 195

PLANNING
Corn m unity Devebpment Tech nice n 80 90
PlanningTechnician S90 100
Assistant Planner 100 S120
Associate Ramer 120 S140
Senior Planner 145 165
Planing Manager 170 190

ADMINISTRATIVE STAFF
Administrative/Clerical 70 80
ProjectAccountant 580 590
01007.0006/936599.1 C-3
EXHIBIT " D"

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all Services on an on - call basis as set forth in Exhibit " A." II. If the City selects the Consultant's proposal to perform a project - specific Task Order, the Task Order's Scope of Work/Services or the Notice to Proceed, or both, shall provide the detailed schedule of performance, and all services shall be completed timely in accordance with the approved Task Proposal and by the Task Completion Date.
01007.0006/936599.1 D-1
- 1 -
01007.0006 2012810.1
AMENDMENT NO. 1

TO AGREEMENT FOR CONTRACT SERVICES

THIS AMENDMENT TO THE AGREEMENT FOR CONTRACT SERVICES
(“Amendment”) by and between the CITY OF CARSON, a California municipal corporation (“City”), and TRANS TECH ENGINEERS, INC., a California corporation (“Consultant”), is effective as of the 1st day of July, 2025. City and Consultant are sometimes hereinafter individually referred to as “Party” and hereinafter collectively referred to as the “Parties.”

RECITALS

A. City and Consultant entered into that certain Agreement for Contract Services dated December 19, 2023 (“Agreement”), whereby Consultant agreed to perform certain on-call project manager services on a Task Order basis for an initial contract term of two and one-half (2.5) years and a not-to-exceed Contract Sum of $615,776.00.

B. City and Consultant now desire to amend the Agreement to expand the Scope of Services to include public works inspections (“Additional Services”) for an additional not to exceed amount of $340,000.00, thereby increasing the Contract Sum to $955,776.00.

C. Section 2611(m)(3) of the Carson Municipal Code (“CMC”) provides that any proposed amendment to a contract exceeding $75,000 requires solicitation unless the amendment concerns a change order under Section 2601(d) of the CMC in which event bidding will not be required irrespective of the amount of the change order.

D. The Additional Services qualify as a change order because they concern a change to the scope of work and price arising out of reasonably unforeseeable circumstances borne out of the original scope of the Agreement. It is a change to the scope of work because it is not included in the Scope of Services and it is borne out of the original Scope of Services because the nature of services is similar to the original scope except the description contains more specificity, and at the time the Parties entered in to the Agreement the Additional Services were reasonably unforeseeable.

TERMS

1. C ontract Changes. The Agreement is amended as provided herein (new text is indicated in bold italics and deleted text in strikethrough).

A. Section 2.1 ( Contract Sum ) of the Agreement is hereby amended to read in its entirety as follows:
“2.1 Contract Sum.

In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit “C.” B. Exhibit “A” ( Scope of Services) of the Agreement is hereby amended to read in its entirety as follows:

See attached.

C. Exhibit “C” ( Schedule of Compensation) of the Agreement is hereby amended to read in its entirety as follows:

See attached.

- 3 -
01007.0006 2012810.1

6. Counterparts. This Amendment may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment.

[SIGNATURES ON FOLLOWING PAGE]
- 4 -
01007.0006 2012810.1
IN WITNESS WHEREOF, the parties hereto have executed this Amendment on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal
corporation

___________________________
Lula Davis-Holmes, Mayor
ATTEST:

___________________________
Dr. Khaleah K. Bradshaw, City Clerk

APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

_________________________________
Sunny K. Soltani, City Attorney
[rjl]
CONTRACTOR:

TRANSTECH ENGINEERS, INC.
a California corporation

By:

Name: Allen Cayir
Title: President
By:

Name: Sybil Cayir
Title: Secretary

AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR’S BUSINESS ENTITY.

01007.0006 2012810.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

01007.0006 2012810.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

On __________, 2025 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same i n his/her/their authorized capacity(ies), and that by
his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature: _____________________________________

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT

INDIVIDUAL

CORPORATE OFFICER
_______________________________

TITLE(S)

PARTNER(S) LIMITED

GENERAL

ATTORNEY-IN-FACT

TRUSTEE(S)

___________________________________

TITLE OR TYPE OF DOCUMENT
___________________________________

NUMBER OF PAGES
___________________________________

DATE OF DOCUMENT
___________________________________

SIGNER(S) OTHER THAN NAMED ABOVE

01007.0006 2012810.1
EXHIBIT “A”

SCOPE OF SERVICES
I. Consultant will perform the following Project Manager Services on an on-call basis:

STAFF AUGMENTATION:

Assist the City in executing various projects. Consultant will conduct plan reviews and project management services for various public facility projects. Consultant shall be the main point of contact with City staff in project or task development from concept to close out. Consultant may be stationed at City facilities to perform assignments and coordinate activities as directed by the Contract Officer, Director of Public Works or assigned designee.

Upon request, Consultant will conduct public workshops and have an explicit understanding of the California Public Contract Code and the City of Carson’s Municipal Code efficiently and effectively.

GENERAL PROJECT MANAGEMENT STAFF AUGMENTATION SERVICES:

General services include, but are not limited to the following:
• General Contract Administration/Project Management.
• Review of conceptual and final plans along with project specifications and construction documents.
• Development and preparation of Project Studies.
• Research of various project related items such as local, State, Federal provisions, grant opportunities. Investigation and management of possible grant opportunities for Public Works projects, including grant application, reporting, and monitoring. • Coordination with, or obtaining approvals from, various private and public agencies.
• Preparation of and/or presenting information at City Council, public workshops, or other public meetings.
• Development or review of various project related reports, diagrams, exhibits. • Development of databases for capital improvement projects including schedules, budgets and priorities.
• Research and review of, record drawings, field investigations, site conditions, restrictions, California Environmental Quality Act (CEQA) status.

01007.0006 2012810.1
• Coordinate projects with outside agencies such as utility companies, Los Angeles County Department of Public Works, Sheriff station, Caltrans. • Preparation of Request for Proposals (RFP).
• Coordination of Public Works projects for the bidding process. • Management of project budgets and working closely with the City’s Public Works Administrative staff.
• Review, evaluate, process, and provide approval recommendation to City staff for payments to consultants, consultants, and various agencies. • Review, evaluate, and approve proposed changes from other consultants and consultants.
• Verification of field work such as field investigations, inspections, job walks. • Public Works inspections.

II. Consultant will perform Services, if any, in accordance with project -specific Task Orders, as follows:

When the City requests proposals from on-call consultants (including the Consultant) on a project-specific Task Order, and if the City accepts Consultant’s proposal, then the Task Order and Notice to Proceed shall provide in detail Consultant’s Scope of Services on that Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders. This Agreement does not provide for Consultant’s compensation except for Consultant’s services rendered pursuant to a Notice t o Proceed on a Task Order.

III. Consultant must perform all on -call Services in compliance with the following requirements:

A. Each task shall be indicated by a written request (“Task Order”) produced by the Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement.

B. Consultant must prepare a written description of the requested tasks including all components and subtasks; the costs to perform the task (“Task Budget”), using the itemized fees in Exhibit C, Schedule of Compensation, whenever a requested task is provided for in Exhibit C; explain how the cost was determined; and, a schedule for completion of the task (“Task Completion Date”); which shall all collectively be referred to as the “Task Proposal.”
C. Contract Officer shall in writing approve, modify, or reject the Task Proposal, and may issue a Notice to Proceed.

01007.0006 2012810.1
D. The task shall be performed at a cost not to exceed the Task Budget.

E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date.

IV. In addition to the requirements of Section 6.2 and pursuant to the Task Order’s project-specific Scope of Services, the Contract Officer may require the Consultant to provide the following deliverables, as applicable:

A. Project Studies
B. Project related reports, diagrams, exhibits
C. Databases for capital improvement projects including schedules, budgets and priorities

D. RFPs
V. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

VI. Consultant will utilize qualified personnel with the following titles to perform the Services required by the applicable Task Order. Consultant shall obtain the Contract Officer’s advanced written approval when replacing any individual assigned to perform services on Task Orders:

01007.0006 2012810.1
K. BAHMAN JANKA, TE, Sr. Traffic Engineer, Technical Review Support for Traffic and Transportation Eng/Planning Projects
L. KEITH A. WYATT, Sr. Project/Construction Manager
M. CRAIG MELICHER, PE, Vice President, PM/QC/QA Support N. ALI CAYIR, PE, Principal, PM/QC/QA Support
O. GEO-ADVANTEC, INC., Geotechnical Engineering Support (subconsultant) P. AVANT GARDE, INC., Funding / Labor Compliance Support (subconsultant) Q. LOSTWEST LANDSCAPE, INC., Landscape Architecture Support (subconsultant)
R. VANLENCO, INC., Survey Support (subconsultant)
S. IDS GROUP, INC., Architectural, Structural, MEP Consulting Support (subconsultant)
T. IMPACT SCIENCES, INC., Environmental Consulting Support (subconsultant)

01007.0006 2012810.1
EXHIBIT “C”

SCHEDULE OF COMPENSATION
I. This Schedule of Compensation governs Consultant’s compensation in the event the Consultant performs services pursuant to a Notice to Proceed on a Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders.

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024: $120,250.00
July 1, 2024 through June 30, 2025: $245,310.00*
July 1, 2025 through June 30, 2026: $250,216.00 $590,216.00* Total: $615,776.00 $955,776.00

July 1, 2026 through June 30, 2027: $255,220.00 (extension period)* July 1, 2027 through June 30, 2028: $260,324.00 (extension period)* *Amount reflects 2% increase from prior year.

II. Consultant responding to the City’s request for proposals on a project -specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant’s proposals on T ask Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

01007.0006 2012810.1
IV. The total compensation for the Services shall not exceed $955,776.00 $615,776.00 as provided in Section 2.1 of this Agreement.

V. The Consultant’s billing rates for all personnel are attached as Exhibit C-1.

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, July 1, 2025, 5:00 PM
CONSENT 19. To: Honorable Mayor and City Council From: Dr. Arlington Rodgers, Director of Public Works PW Engineering Subject: CONSIDER APPROVAL OF AMENDMENT NO. 2 TO TOTUM CORP. AGREEMENT TO PROVIDEON-CALL PROFESSIONAL CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES TO THE PUBLICWORKS DEPARTMENT (CITY COUNCIL) I. SUMMARY
In 2023, the initial contract with the Construction Management ﬁrm, Totum Corp., was established based on estimated needs at that time. However, due to limited deﬁnition of speciﬁc projects during the initial solicitation, the total scope was not fully determined. Since then, the construction projects that the Construction Management ﬁrm is managing have been further deﬁned, highlighting a need for additional funding to ensure comprehensive oversight and project quality, and a need to enter into an amendment to the contract to incorporate the same.

Staff requests amending the agreement with Totum Corp., increasing the contract sum by $350,000.00 for a total contract sum of $1,232,635.00.

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE Amendment No. 2 with Totum Corp for Construction Management Construction Inspection services, increasing the contract sum by $350,000.00 for a total contract sum of $1,232,635.00.

2. AUTHORIZE the Mayor to execute contract Amendment No. 2 with Totum Corp following approval as to form by the City Attorney.

III. ALTERNATIVES

1. DO NOT APPROVE the above recommendations.

2. TAKE another action the City Council deems appropriate consistent with the requirements of the Law.

IV. BACKGROUND
The Public Works Department is responsible for the implementation of the Capital Improvement Program (CIP) through design and construction. The ﬁve-year CIP mostly consists of several improvements to the City’s bikeways, building facilities, parks, roadway infrastructure and stormwater systems. The complexity and number of projects listed on the City’s CIP have increased as compared to the previously approved 5-year CIP plans. Given the higher demand for CIP projects, there is an increased need for on-call consultants to assist with the management of projects.

In July 2023, staff issued a Request for Proposals (RFP) for on-call ﬁrms to provide Construction Management and Construction Inspection services. On November 18, 2023, the City Council awarded a contract to Totum Corp, for a not to exceed amount of $482,635.00, and effective until June 30, 2026 (Exhibit No. 1). During the initial process with the CMCI ﬁrm in 2023, staff outlined a provisional scope of work valued at $286,520.00 valid through FY 24/25, and scope of work valued at $196,115.00 valid through FY 25/26 for a total of $482,635.00 valid until June 30, 2026 anticipating that the CMCI ﬁrms would support construction projects expected but not yet fully scoped or scheduled. As these projects have since been further developed, it has become clear that the CMCI ﬁrms' services need to expand to accommodate the scope, complexity, and timelines of these more precisely deﬁned projects.

Since the initial engagement, Totum Corp, has been selected to oversee the construction of Foisia Park, Carriage Crest Park, City Hall restrooms/ kitchenettes and Community Center Coiling Wall. These projects and task orders, have a combined construction cost over $48 million, all of which are considered priority for the City’s facility improvements.

In January 2025, Amendment No. 1 was brought to Council for approval, increasing the contract by $400,000.00 for a not-to-exceed contract total amount of $882,635.00 (Exhibit No. 2).

During the recent construction activities, multiple previously unknown utility lines and structures, both active and abandoned, were discovered at several job sites. These conﬂicts were not identiﬁed in the original site surveys or utility records and have signiﬁcantly impacted the work schedule and required scope. The discovery of unknown utility line and structure conﬂicts necessitated additional investigation, redesign coordination, and the implementation of revised construction sequences to avoid service disruptions and ensure public safety. These changes required the construction management ﬁrm to:

Provide extended on-site support beyond the original schedule; Coordinate additional utility locations and surveys;
Manage change orders and negotiate contractor claims;
Support the re-design and permitting efforts where alignment or routing had to be changed.

The ﬁrm had submitted a detailed cost proposal outlining the additional hours and resources expended to manage these issues. Staff has reviewed and veriﬁed the validity of the proposed additional scope and ﬁnds the requests reasonable and necessary for the continued management of the impacted projects.

The unforeseen utility and structures conﬂicts have introduced unavoidable challenges that require additional professional management to ensure timely and safe completion of the City’s parks projects.

Now, staff is requesting an additional $350,00.00 for Totum Corp. Approval of amendments to the contracts will allow both ﬁrms to continue oversight of accurate implementation of the project plans and speciﬁcations, adhering to construction schedules, compliance with City and safety regulations, inspection of construction quality, and coordination with various stakeholders to ensure timely project delivery.

Staff recommends amending the agreement with Totum Corp, increasing the contract sum by $350,000.00 for a total contract sum of $1,232,635.00 (Exhibit No. 3) to support the continued services.

V. FISCAL IMPACT
If the proposed amendment is approved, the Totum Corp contract will be increased by an additional $350,000.00 for a new total not-to-exceed contract sum of $1,232,635.00.

The contract amendment will utilize funds allocated in the adopted FY 25/26 budget using engineering professional services account 101-80-820-100-6004.

VI. EXHIBITS

1. Totum Corp Original Contract

2. Totum Corp Contract Amendment No. 1

3. Totum Corp Contract Amendment No. 2

Attachments
Exhibit No.1 Totum Corp Original Contract.pdf
Exhibit No. 2 Totum Corp Contract Amendment No. 1.pdf
Exhibit No. 3 Totum Corp Contract Amendment No. 2.pdf

AMENDMENT NO. 1

TO AGREEMENT FOR CONTRACT SERVICES
THIS AMENDMENT NO. 1 TO THE AGREEMENT FOR CONTRACT
SERVICES (<Amendment No. 1=) by and between the CITY OF CARSON, a California municipal corporation (<City=) and TOTUM CORP, a California corporation (<Consultant=), is effective as of the 21st day of January, 2025. City and Consultant are sometimes hereinafter individually referred to as <Party= and collectively referred to as the <Parties.=

RECITALS
A. City and Consultant entered into that certain Agreement for Contract Services dated December 19, 2023 (<Agreement=), whereby Consultant agreed to provide City construction management and inspection services on an on-call basis for a two and one-half year term commencing January 1, 2024 and expiring June 30, 2026, for $482,635.00, with two additional options to extend by one year each.

B. Since commencement of the Term, Consultant has been selected and tasked to oversee the construction of Foisia Park and Carriage Crest Park (<Additional Services=), and as such, an additional $400,000.00 needs to be allocated to this Agreement to allow Consultant to perform such services through June 30, 2025.

C. The Parties now desire to amend the Agreement to specifically prescribe the Additional Services for an additional $400,000.00, thereby increasing the Contract Sum from $482,635.00 to $882,635.00, for that purpose.

D. Section 2611(m)(3) of the Carson Municipal Code (<CMC=) provides that any proposed amendment to a contract exceeding $75,000 requires solicitation unless the amendment concerns a change order under Section 2601(d) of the CMC in which event bidding will not be required irrespective of the amount of the change order.

E. The Additional Services qualify as a change order because they concern a change to the scope of work and price arising out of reasonably unforeseeable circumstances borne out of the original scope of the Agreement. It is a change to the scope of work because it is not included in the Scope of Services and it is borne out of the original Scope of Services because the nature of services is similar to the original scope except the description contains more specificity, and at the time the Parties entered into the Agreement the Additional Services were reasonably unforeseeable.

TERMS
Ls Contract Changes. The Agreement is amended as provided herein (added text shown in bold italics, deleted text in strikethreughfent).

A. Section 2.1 (Contract Sum) is hereby amended to read in its entirety as follows:
<2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the <Schedule of Compensation= attached hereto as Exhibit <C= and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Eight Hundred Eighty-Two Thousand, six Hundred I Thirty-Five Dollars and Zero Cents (3882, 635. vad Four ($482-635.00) (ihe <Contract Sum=), wiles additional sompensation is approved soarsnmns to Section 1.8. In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit <C.== B. Exhibit A (Scope of Services) is hereby amended to read in its entirety as follows:

See attached.

C. Exhibit C (Schedule of Compensation) is hereby amended to read in its entirety as follows:

See attached.

2. Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all provisions of the Agreement, shall remain unchanged and in full force and effect. From and after the date of this Amendment No. 1, whenever the term <Agreement= appears in the Agreement, it shall mean the Agreement, as amended by this Amendment No. 1.

3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement. Each party represents and warrants to the other that the Agreement, as amended by this Amendment No. 1, is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment No. 1, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.

City represents and warrants to Consultant that, as of the date of this Amendment No. 1, Consultant is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.
4, Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1.

5. Authority. The persons executing this Amendment No. 1 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. | on behalf of said party, (iii) by so executing this Amendment No. 1, such party is formally bound to the provisions of this Amendment No. 1, and (iv) the entering into this Amendment No. 1 does not violate any provision of any other agreement to which said party is bound.

6. Counterparts. This Amendment No. 1 may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment No. 1. [SIGNATURES ON FOLLOWING PAGE]
IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 1 on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal corporation
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk i
APPROVED AS TO FORM:

ALESHIRE & WYNDER. LLP
Sunny K. Soltani, City Attorney
[vas; yl]
CONSULTANT:

TOTUM CORP, a California corporation
By:
<~<QIidod ZAYOCTA
ttle:

Be CFO
Name: a QS /
Tie POMEL (AE
PRESET
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT9S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT9S BUSINESS ENTITY.

EXHIBIT <A=

SCOPE OF SERVICES
I. Consultant will perform the following Services on an on-call basis, including but not limited to, oversight of construction of Foisia Park and Carriage Crest Park:

CONSTRUCTION MANAGEMENT SERVICES:

Seneral construction management services may include, out not be limited to:
iL Coordinating and conducting Pre-Construction meetings. 2 Préparation and distribution of meeting minutes.

3. Quality assurance and quality control.

4. Administration and management of construction cantracts.

5. Ensure construction efforts are comeleted per epproved plans, on-schedule, end oan- budget.
¬& Ensure that locaiand stete inspections have been completed as necessary.

Review construction schedule, including activity sequences and duratian, schedule of submittals end delivery schedule of long lead miateriais and equipment. Review cantrector's updates and revision: as may oe required ta reflect actual progress of work.

E Provide construction schedule and budget updates to City's Contract Officer. § Schedule and conduct progress meetings to discuss contract issues, procedures, progress, problems, Construction Change Orders (CCO}, submittals, requests for infarmetion (AFisI, deficiencies and schedules.
i0. Process, review end agprove comtrector9s submittals for City staff. Process and review project design consultant9s submittals and provide recommendation to the City. ii. Process, review and track RFis, submittals, shop drewings, proposed change orders and revizions, end provide recommendation to the City.
i2. Review, evaluate and recommend agproval for proposed CCGs. Aevwiew estimates for Teasonatleness and cost effectiveness and render recommendations to City. Administrate Contrects, process COOs Jorovid= merit determination, quantification of cost and schedule im@acts, render recommendations], review pay requests for accuracy. i3. Maintain cost accounting records on authorized work performed under cantrect unit costs and edditionel work performed based on actual costs of time [labor} end materials (TEM. is, Review contractor sugmittais for extra or unforeseen werk. Meview potential COG for sccuracy and provide recormmendation(s| ta the City9s Construction Manegement and Inspection Services Froject Maneger for proper course of action and orecessing of COOs.

15. Assist City in coerdineting services of other consultants (design, Zeotechnicel, National . Establism and implement job safety procedures in comeliance with CAL-OSHA Pollutant Discharge Efimination System (N2DES}, materials testing, insoection, soecial leboratory testing, etc.] that may be hired or selected for the praject. . Caordinete with project designer the contrector's requests for interpretation or clarification of meaning end intent of project clans end specifications.

Coordinate construction activities with City's Public Works Maintenance Desesmment.

Coordinate end oversee public notifications and public inquiries. requirements. Manitor contractor's comoliance with established safety arogrem, respon to deficiencies and hazards, and investigete end report on accidents. . Track quantities: of wore completed for progress payment(s}. Develop and implement procedures for review and processing of progress payment sgoplicatians. Assist the City with review(s] and certification for payment(si-
Establisn procedures and monitor contractor compliance with federal and state prevailing wee reguletion: and requirements.

Provide 3 recovery olan and/or work-acound schedule as necessary 10 mitigete any oroject impacts.

Confirm delivery and storage ofall materials, sucplies, and equipment.

Prowid= recommendation and essistance to the City and the Design/Engineering Team in resolving amy dizpute{s) erising fram the performance af the contractor and sus- cantrecters.

Ensure that the Prime;Seneral Camtractor has an agprosriate safety orogram in olece.

Recommend the accrual end assessment of liquidated Damages as necessary.

City9s Construction <tenager shall manage and ceoordinate with contracter the project Substantial Completion Punchlist
Provide = Comstruction Preject Close-Cut Report with all construction-related project documents.

INSPECTION SEAWICES tes part of Canztruction Manasement Services}:

Genera! construction management inspection services may include, Dut net be limited to:
4 Become ferriifiar with construction dacuments, traffic control plens, construction hedules, construction sequences, and pennit requirements from ozher agencies.

Photograph and fog 3 pre-work video documenting existing condition: orior, during, and after construction.

Attend pre-construction meetings and present special concems, if any. ~
omtractors and sub-
r focal regulations in
m
rt
= i rt Interpret clans, specifications end regulations and ensur c ere following their comtracts, and any Federal, State, Sifact at time work is performed.
a8
Inspect construction activities to ensure projects are constructed in. accordance with the approved comstruction documents [including, Sut mot limited ta clans, specifications, as- built drawings, reports, etc.}.

Document in writing and notify construction contracters about non-compfience; and direct Cantracter in writing to correct non-camplisnce items 25 scon as they are discovered.

Maintzin @ status log of all Non-Cornpliant items discovered and identified during the performance of this oraject-
Prepare and maintain daily inspection Reports sawing = and weather condittons; trettic control measures taken by contractors; lebor {record headcount of orime contrector and suScontrectors/vendors}, 2quipment and meterials used; quantity cf work perfarmed; and Mejor incidents/safety viclations. Daily insgection Reports shall be submitted to City upon project comeletion
Review and maintain recard of c onstruction progress on 3 regular basis; verity schedules are on track with or. entity devietions: and ensure that corrective actians are taken to bring orojects back on schedule.

Prowid= accurat2 measurements of work completed by Contracters in accordance with contract documents.
ts Review soil compaction end materials testing certifications af compliance (COC.

Coordinate with materials testing firms regerdinge quality cf work completed.

Ensure that comtrectors do not install materials without approved meterial testing certifications. Any failed tests shall be reported to the City, and Comzultent shall direct contractor to teke carrection measures to achieve compliance.

WMioniter contractors9 utility coordinstion to minimize utility conflict delays and potertie need for utility relocations. Aeport potential conflicts to utilities, and edvis= them to relocate or remove conflicting utilities and report outcome tao City.

Coordinete with contractor access to adjacent tusinesses,residents during camstruction.

Provide inspection of treffic central, channejization, end all other traffic-related work.

Observe constructian safety ublic safety and convenience, and repom discovered Fa protlems to City.

Monitor compliance with the city9s NADES permits and requirements. Moniter compliance with all other local, state, and federal laws and regulations.

Wonitor camplience with City's Construction Demelition and Aecycling Ordinance, Il.

Til.
inchiding State requirements for organic waste diversion.

28. Maintain date for change orders and record information regarding time of dispute, tims of notivication by contractor, end sction taken by inspector. 20, Coordingete preparation and submittal of <As-Buik" plans to City upon groject completion. . Prepare and issue prefiminery and finel punch list, including schedule for gumch list completion. Moriter and follow through with contractor until campletion af all punch list items.

22. Evaluate completion of work end recommend to City when work fz ready for final inspection.

23. Conduct final inspection/welk-througnm with City staff 24, Secure and transmit required guerantses, certifications, affidavits, leases, easement deeds, operating & maintenance menuals, warranties and other documents as stipuleted in contract doqiments.

CONSTRUCTION MATERIAL TESTING [25 oart of Construction Management Services}:

General construction manegement materials testing services may include, but not be limited to:
iL Review, recommend and implement testing ls> studies and reports. # Collect concrete samo@les and test their strength_
a. Provide soil testinZ services.
4 theck subgrade compection for concrete and azohalt constructian,

5. Perform tests for sieve analysis, sand equivalent and cleanness, as needed. & Perform plant inspection at facilities supslying concrete and hot mix asphalt_

7. Prawide suromary report of testing results.
& Werity thet sampling and testing procedures are Seing performed oroperly. & Verity certificetions of semplers and testers.

20. Perform split sample tests a5 necessary.

Li. Maintain witness test records.
i2. Verify thet all testing equipment used for ecceptance testing is in good conditian and propery calibrated.

13. Werify thet all plant inspections are being performed correctly by qualified testers.

44. Provide summary report of quality assurance results.

Consultant will perform Services, if any, in accordance with project-specific Task Orders, as follows:

When the City requests proposals from on-call consultants (including the Consultant) on a project-specific Task Order, and if the City accepts Consultant9s proposal, then the Task Order and Notice to Proceed shall provide in detail Consultant9s Scope of Services on that Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders. This Agreement does not provide for Consultant9s compensation except for Consultant9s services rendered pursuant to a Notice to Proceed on a Task Order.

Consultant must perform all on-call Services in compliance with the following requirements:

IV.

Each task shall be indicated by a written request (<Task Order=) produced by the Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement.

Consultant must prepare a written description of the requested tasks including all components and subtasks; the costs to perform the task (<Task Budget9), using the itemized fees in Exhibit C, Schedule of Compensation, whenever a requested task is provided for in Exhibit C; explain how the cost was determined; and, a schedule for completion of the task (<Task Completion Date=); which shall all collectively be referred to as the <Task Proposal.=
Contract Officer shall in writing approve, modify, or reject the Task Proposal, and may issue a Notice to Proceed.

The task shall be performed at a cost not to exceed the Task Budget.

Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date.

In addition to the requirements of Section 6.2 and pursuant to the Task Order9s project-specific Scope of Services, the Contract Officer may require the Consultant to provide the following deliverables, as applicable:

A.
a
Ss fF
oO
So
Meeting minutes
Construction schedule and budget updates
Construction Project Close-Out Report
Inspection reports
Accurate measurements of work completed
Summary report of test results
Summary report of quality assurance results
All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City.

Consultant will utilize qualified personnel with the following titles to perform the Services required by the applicable Task Order. Consultant shall obtain the Contract Officer9s advanced written approval when replacing any individual assigned to perform services on Task Orders:

A. Danny Kaye,Principal, Sr. Construction Project Manager Q
3s
=
5 2
® Alejandro Pinel, Construction Project Manager
Patrick Lappin, Sr. Construction Project Manager
Sandra Gonzalez, Sr. Project Manager
Ethan Erickson, Project Engineer
Henry Graves, QA/QC
Koury, Subcontractor, Inspection/Lab Testing
Il.

Il.

EXHIBIT <C=

SCHEDULE OF COMPENSATION
This Schedule of Compensation governs Consultant9s compensation in the event the Consultant performs services pursuant to a Notice to Proceed on a Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders.

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024 - $94,250.00
July 1, 2024 through June 30, 2025 4 $492,270.00*$592,270.00 July 1, 2025 through June 30, 2026 4 $196,115.00#
Total: $482,635-00$882,635.00
July 1, 2026 through June 30, 2027 4 $200,037.00 (extension period)* July 1, 2027 through June 30, 2028 4 $204,038 (extension period)* Ed Asneunt reflects 294 inerease from prior yeat
Consultant responding to the City9s request for proposals on a project-specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant9s proposals on Task Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.

IV. The total compensation for the Services shall not exceed $482,635.005882,635.00 as provided in Section 2.1 of this Agreement.

V. The Consultant9s billing rates for all personnel are attached as Exhibit C-1. 01007.0006 2010438.3 1

AMENDMENT NO. 2

TO AGREEMENT FOR CONTRACT SERVICES

THIS AMENDMENT NO. 2 TO THE AGREEMENT FOR CONTRACT
SERVICES (“Amendment No. 2”) by and between the CITY OF CARSON, a California municipal corporation (“City”) and TOTUM CORP , a California corporation (“Consultant”), is effective as of the 1st day of July, 2025. City and Consultant are sometimes hereinafter individually referred to as “Party” and collectively referred to as the “Parties.”

RECITALS
A. City and Consultant entered into that certain Agreement for Contract Services dated December 19, 2023 (“Agreement”), whereby Consultant agreed to provide City construction management and inspection services on an on- call basis for a two and one -half year term commencing January 1, 2024 and expiring June 30, 2026, for $482,635.00, with two additional options to extend by one year each.

B. Since commencement of the Term, Consultant has been selected and tasked to oversee the construction of Foisia Park and Carriage Crest Park (“Additional Services”) , and as such, an additional $400,000.00 was allocated to this Agreement to allow Consultant to perform such services through June 30, 2025.

C. The Parties entered into an amendment to the Agreement dated January 21, 2025 (“Amendment No. 1) to specifically prescribe the Additional Services for an additional $400,000.00, thereby increasing the Contract Sum from $482,635.00 to $882,635.00, for that purpose.

D. The Parties now wish to amend the Agreement to increase the contract amount by $350,000, raising the total Contract Sum from $ 882,635.00 to $1,232 ,635.00, to cover the additional cost of services. These services include continued oversight of the project’s implementation in accordance with approved plans and specifications, adherence to construction schedules, compliance with City and safety regulations, ins pection of construction quality, and coordination with stakeholders to ensure timely delivery.

E. Section 2611(m)(3) of the Carson Municipal Code (“CMC”) provides that any proposed amendment to a contract exceeding $75,000 requires solicitation unless the amendment concerns a change order under Section 2601(d) of the CMC in which event bidding will not be required irrespective of the amount of the change order.

F. This Amendment No. 2 qualifies as a change order because it concerns a change to the price arising out of reasonably unforeseeable circumstances borne out of the original scope of the Agreement.
01007.0006 2010438.3 2

TERMS

1. Contract Changes . The Agreement is amended as provided herein (added text shown in bold italics, deleted text in strikethrough font).

A. Section 2.1 (Contract Sum) is hereby amended to read in its entirety as follows:
“2.1 Contract Sum.

Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed One Million Two Hundred Thirty Two Thousand, Six Hundred Thirty Five Dollars and Zero Cents ($1,232,635.00) Eight Hundred Eighty-Two Thousand, Six Hundred Thirty-Five Dollars and Zero Cents ($882,635.00) (the “Contract Sum”), unless additional compensation is approved pursuant to Section 1.8. In the event City elects to exercise its options to extend the Term pursuant to Section 3.4 hereof, the Contract Sum will increase consistent with the additional not to exceed compensation applicable to each Extension Term, as set out in in Exhibit “C.””

B. Exhibit C (Schedule of Compensation) is hereby amended to read in its entirety as follows:

See attached.

2. Continuing Effect of Agreement. Except as amended by this Amendment No. 2, all provisions of the Agreement, and Amendment No. 1 shall remain unchanged and in full force and effect. From and after the date of this Amendment No. 2, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement, as amended by this Amendment No. 2 and Amendment No. 1 to the Agreement.

3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Consultant each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement and Amendment No. 1. Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein and Amendment No. 1. Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation.

Consultant represents and warrants to City that, as of the date of this Amendment No. 2, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement.
01007.0006 2010438.3 3

4. Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 2.

5. Authority. The persons executing this Amendment No. 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 2 on behalf of said party, (iii) by so executing this Amendment No. 2, such party is formally bound to the provisions of this Amendment No. 2, and (iv) the entering into this Amendment No. 2 does not violate any provision of any other agreement to which said party is bound.

6. Counterparts. This Amendment No. 2 may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signatures are originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Amendment No. 2. [SIGNATURES ON FOLLOWING PAGE]

01007.0006 2010438.3 4

IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. 2 on the date and year first-above written.

CITY:

CITY OF CARSON, a municipal corporation

Lula Davis-Holmes, Mayor
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP

Sunny K. Soltani, City Attorney
[vas;rjl]

CONSULTANT:

TOTUM CORP, a California corporation

By:

Name:

Title:

By:

Name:

Title:

Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT’S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY.

01007.0006 2010438.3

EXHIBIT “C”

The not to exceed compensation amounts are as follows:

January 1, 2024 through June 30, 2024 - $94,250.00
July 1, 2024 through June 30, 2025 – $592,270.00
July 1, 2025 through June 30, 2026 – $196,115.00 $546,115.00 Total: $882,635.00 $1,232,635.00

July 1, 2026 through June 30, 2027 – $200,037.00 (extension period) July 1, 2027 through June 30, 2028 – $204,038.00 (extension period) II. Consultant responding to the City’s request for proposals on a project -specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant’s proposals on T ask Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.

D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly charged to the Services.
01007.0006 2010438.3

IV. The total compensation for the Services shall not exceed $882,635.00 $1,232,635.00 as provided in Section 2.1 of this Agreement.

V. The Consultant’s billing rates for all personnel are attached as Exhibit C-1.

CITY OF CARSON 701 East Carson Street
Report to Honorable Mayor and City Council
Tuesday, July 1, 2025, 5:00 PM
CONSENT 20. To: Honorable Mayor and City Council From: Dr. Arlington Rodgers, Director of Public Works PW Operations Subject: CONSIDER APPROVAL OF AMENDMENT NO. 1 TO THE CONTRACT SERVICES AGREEMENTWITH Z&K CONSULTANTS, INC TO PROVIDE ON-CALL PROFESSIONAL PROJECT MANAGEMENTSERVICES TO THE PUBLIC WORKS DEPARTMENT (CITY COUNCIL) I. SUMMARY
The Public Works Department is responsible for the implementation of the Capital Improvement Program (CIP) as well as the development and implementation of the Annual City-Wide Pavement Maintenance Program.

To enhance the capacity of the Public Works Department to deliver projects in a timely manner, staff solicited professional Project Management services. At its November 2023 Council meeting, the City Council approved a contract with Z&K Consultants Inc. (Z&K): A 30-month Contract Services Agreement for Project Management for a not-to-exceed contract sum of $615,776.00.

Z&K has been an integral part of managing and implementing the City’s Pavement Program. As phases 5,6, and 7 are nearing completion, and new phases are planned for the upcoming ﬁscal year, staff has determined the need for a cost amendment to the Z&K contract to ensure work remains uninterrupted and the City-wide Paving Program is completed in a timely manner.

Staff requests Council approve Amendment No.1 to the Project Management contract with Z&K, increasing the contract by $93,200.00 for a new total not-to-exceed contract sum of $708,976.00.

II. RECOMMENDATION
TAKE the following actions:

1. APPROVE Amendment No. 1 to the Contract Services Agreement with Z & K Consultants to provide on-call Project Management Professional Services increasing the contract sum by $93,200.00 for a total contract sum of $708,976.00.

2. AUTHORIZE the Mayor to execute Amendment No. 1 to agreement with Z & K Consultants to provide on-call Project Management Professional Services following approval as to form by the City Attorney.

III. ALTERNATIVES

1. DO NOT APPROVE Amendment No. 1 to the Contract Services Agreement with Z&K Consultants to provide on-call Project Management Professional Services.

2. TAKE another action the City Council deems appropriate consistent with the requirements of the Law.

IV. BACKGROUND
The City’s 5-Year Capital Improvement Program (CIP) was approved by the City Council on June 18, 2024. It is anticipated that the complexity and number of projects listed on the City’s CIP over the next ﬁve years will increase as compared to the previously approved 5-year CIP plans. Additionally, the city-wide pavement program will continue its annual phases in efforts to improve the conditions of residential streets citywide. Given the higher demand for CIP projects and maintenance programs, there is an increased need for on-call consultants to assist with the management of projects.

The Public Works Department released Request for Qualiﬁcations (RFQ 23-002Q) to engage on-call project management consulting ﬁrms to provide professional services for various City capital projects and city-wide maintenance programs.

Z&K Consultants Inc. was one of the several ﬁrms awarded a project management contract. Since their award, Z&K has assisted with management services for several City projects including the Emergency Operations Center project and the city-wide pavement maintenance program.

Given that phases 5,6, and 7 of the city-wide pavement program are underway, with more phases planned for next ﬁscal year, and multiple public works projects are anticipated to be added to the future CIP list, the enhanced services of Z&K are necessary.

Staff requests Council approve Amendment No.1 to the Project Management contract with Z&K, increasing the contract by $93,200.00 for a new total not-to-exceed contract sum of $708,976.00.

V. FISCAL IMPACT
If the proposed Amendment No. 1 to the Z&K Contract Services Agreement for Project Management Professional Services is approved, the contract will increase by an additional $93,200 for a new total not-to-exceed contract amount of $708,976.00.

These funds are allocated in the adopted FY 25/26 budget within Engineering Professional Services account 101- 80-820-100-6004.

VI. EXHIBITS

1. Z&K Original Project Management Contract

2. Z&K Construction Project Contract Amendment No. 1

Attachments
Exhibit 1. Z&K Original Project Management Contract
Exhibit 2. Z&K Construction Project Contract Amendment No. 1

CONTRACT SERVICES AGREEMENT
By and Between

CITY OF CARSON
and
Z & K CONSULTANTS, INC.

AGREEMENT FOR CONTRACT SERVICES

BETWEEN THE CITY OF CARSON AND
Z & K CONSULTANTS, INC.

THIS AGREEMENT FORCONTRACT SERVICES (herein “Agreement’’) is madeand enteredinto this (or dayof « ava y , 2024by andbetweentheCITY OF CARSON, a California municipal corporation (“City”) and Z & K CONSULTANTS, INC., a California corporation (“ Consultant”). City and Consultant are sometimes hereinafter individually referred to as “Party” andhereinaftercollectively referredto asthe “Parties.”

RECITALS
A. City hassought, by issuanceof a Requestfor Proposalsor Invitation for Bids, the performanceof the servicesdefinedanddescribedparticularly in Article 1 of this Agreement.

B. Consultant, following submissionof a proposalor bid for theperformanceof the servicesdefinedanddescribedparticularly in Article 1of this Agreement, wasselectedby theCity to perform thoseservices.

CC Pursuantto the City of Carson’s Municipal Code, City hasauthority to enterinto andexecutethis Agreement.

D. ThePartiesdesireto formalizethe selectionof Consultantfor performanceof those servicesdefinedanddescribedparticularly in Article 1of this Agreementanddesirethattheterms of thatperformancebeasparticularly definedanddescribedherein.

OPERATIVE PROVISIONS
NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Partiesandcontainedhereinandotherconsideration, the valueandadequacyof which arehereby acknowledged, thepartiesagreeasfollows:

ARTICLE 1. SERVICES OF CONSULTANT

1.1 Scope of Services.

In compliancewith all termsandconditionsof thisAgreement, theConsultantshallprovide thoseservicesspecifiedin the “Scopeof Services” attachedheretoasExhibit “A” andincorporated herein by this reference, which may be referredto herein asthe “services” or “work” hereunder.

As a material inducementto the City entering into this Agreement, Consultantrepresentsand warrantsthat it hasthe qualifications, experience, andfacilities necessaryto properly performthe servicesrequiredunderthis Agreementin athorough, competent, andprofessionalmanner, andis experiencedin performingthework andservicescontemplatedherein. Consultantshallat all times faithfully, competentlyand to the best of its ability, experienceand talent, perform all services describedherein. Consultantcovenantsthat it shall follow the highestprofessionalstandardsin performing the work and servicesrequiredhereunderandthat all materialswill be both of good quality aswell asfit for thepurposeintended. Forpurposesof this Agreement, thephrase “highest 01007.0006/936605.1 - l-
professional standards" shall mean those standards of practice recognized by one or more first- class firms performing similar work under similar circumstances.

1.2 Consultant's Proposal.

1.3 Compliance with Law.

1.4 Licenses, Permits, Fees and Assessments.

1.5 Familiarity with Work.

1.6 Care of Work.

The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damagesas may be caused by City's own negligence.
01007.0006/936605.1 2-

1.7 Further Responsibilities of Parties.

1.8 Additional Services.

City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changesby altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in ( i) the Contract Sum for the actual costs of the extra work, and/or ( ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent ( 10%) of the Contract Sum or $ 25,000, whichever is less; or, in the time to perform of up to one hundred eighty 180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scopeof Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensationtherefor. City may in its sole and absolute discretion have similar work done by other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed.

1.9 Special Requirements.

ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT.

2.1 Contract Sum.

2.2 Method of Compensation.

2.3 Reimbursable Expenses.

2.4 Invoices.

Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance.

By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail chargesfor all necessary and actual expenses by the following categories: labor ( by sub - category), travel, materials, equipment, supplies, and sub - contractor contracts. Sub - contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person.

2.5 Waiver.

Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
01007.0006/936605.1 4-
ARTICLE 3. PERFORMANCE SCHEDULE

3.1 Time of Essence.

Time is of the essence in the performance of this Agreement.

3.2 Schedule of Performance.

3.3 Force Majeure.

The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten ( 10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damagesagainst the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section.

3.4 Term.

4.1 Representativesand Personnel of Consultant.

The following principals of Consultant (" Principals") are hereby designated as being the principals and representativesof Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith:

Crystal Fraire, PE, QSD/P Principal -in - Charge
Name) ( Title)
01007.0006/936605.1 5-
Name) ( Title)
Name) ( Title)
It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement.

4.2 Status of Consultant.

4.3 Contract Officer.

The Contract Officer shall be Raymond Velasco, P.E., Public Works Operations Manager, or as otherwise designatedby the City Manager. It shall be the Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer.

4.4 Independent Consultant.

Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant's employees, servants, representativesor agents, or in fixing their number, 01007.0006/936605.1 6-
compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant.

4.5 Prohibition Against Subcontracting or Assignment.

ARTICLE 5. INSURANCE AND INDEMNIFICATION

5.1 Insurance Coverages.

The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City:
a) General Liability Insurance ( Coverage Form ISO CGL CG 00 01 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $ 1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit. b) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Consultant against any loss, claim or damagearising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Consultant in the course of carrying out the work or services contemplated in this Agreement, with Employer's Liability insurance coverage limits of at least 1,000,000.00.
c) Automotive Insurance ( CoverageForm ISO CA 00 01 including " any auto" and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability 01007.0006/936605.1 7-
insurance written on a per occurrence for bodily injury and property damage in an amount not less than $ 1,000,000. Said policy shall include coverage for owned, non - owned, leased, hired cars and any automobile.
d) Professional Liability. Professional liability insurance appropriate to the Consultant's profession, as determined by the City's Risk Manager, provided that the limits shall be no less than $ 1,000,000 per claim and no less than $ 1,000,000 generalaggregate. This coverage may be written on a " claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 5 -year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage.
e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit " B".
g) Broader Coverages and Higher Limits. Notwithstanding anything else herein to the contrary, if Consultant maintains broader coverages and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverages and/or higher limits maintained by Consultant.

5.2 General Insurance Requirements.

All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty ( 30) days prior written notice by certified mail return receipt requestedto the City. In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer.

No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspectcomplete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply 01007.0006/936605.1 8-
with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City.

All certificates shall name the City as additional insured ( providing the appropriate endorsement) and shall conform to the following " cancellation" notice:

CANCELLATION:

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE

CANCELLED BEFORE THE EXPIRATION DATED THEREOF,
THE ISSUING COMPANY SHALL MAIL THIRTY ( 30) -DAY

ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER
NAMED HEREIN.
to be initialed]
Consultant Initials
City, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability.

Any deductibles or self - insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self - insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damagesto any persons or property resulting from the Consultant's activities or the activities of any person or persons for which the Consultant is otherwise responsible nor shall it limit the Consultant's indemnification liabilities as provided in Section 5.3.

5.3 Indemnification.

To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employeesand agents (" Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, 01007.0006/936605.1 9-
arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened ( herein " claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (" indemnitors"), or arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from Consultant's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith:
a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith;
b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom;
c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecutedagainst Consultant for such damagesor other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees.

Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assignsof Consultant and shall survive termination of this Agreement.

5.4 Sufficiency of Insurer.

Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated " A-" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City (" Risk 01007.0006/936605.1 10-
Manager") due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the risk manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changedaccordingly upon receipt of written notice from the Risk Manager.

ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION

6.1 Records.

Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder ( the " books and records"), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally acceptedaccounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three ( 3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant's business, custody of the books and records may be given to City, and access shall be provided by Consultant's successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act.

6.2 Reports.

Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledgesthat the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed.

6.3 Ownership of Documents.

All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials ( the " documents and materials") prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of 01007.0006/936605.1 11-
ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignmentof such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignmentto City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, with respect to any documents and materials that may qualify as " works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed works made for hire" for the City.

6.4 Confidentiality and Release of Information.
a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer.
b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered " voluntary" provided Consultant gives City notice of such court order or subpoena. c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall 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. d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoenafrom any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be 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 said response.

ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION

7.1 California Law.

This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions 01007.0006/936605.1 12-
concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California.

7.2 Disputes; Default.

In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensatingConsultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.

This timeframe is presumptively thirty ( 30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City' s legal rights or any rights arising out of any provision of this Agreement.

7.3 Retention of Funds.

Consultant hereby authorizes City to deduct from any amount payable to Consultant whether or not arising out of this Agreement) ( i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damagessuffered by City, and ( ii) all amounts for which City may be liable to third parties, by reason of Consultant's acts or omissions in performing or failing to perform Consultant's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein.

7.4 Waiver.

Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequentbreach or violation of any provision of this Agreement.

Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 01007.0006/936605.1 13-

7.5 Rights and Remedies are Cumulative.

7.6 Legal Action.

7.7 Termination Prior to Expiration of Term.

7.8 Termination for Default of Consultant.

If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensationherein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 01007.0006/936605.1 14-

7.9 Attorneys' Fees.

ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION

8.1 Non - liability of City Officers and Employees.

8.2 Conflict of Interest.

8.3 Covenant Against Discrimination.

8.4 Unauthorized Aliens.

ARTICLE 9. MISCELLANEOUS PROVISIONS

9.1 Notices.

9.2 Interpretation.

The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply.

9.3 Counterparts.

This Agreement may be executed in any number of counterparts and each of such counterparts shall for all purposes be deemed to be an original, whether the signaturesare originals, electronic, facsimiles or digital. All such counterparts shall together constitute but one and the same Agreement.

9.4 Integration; Amendment.

This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedesand cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void.
01007.0006/936605.1 16-

9.5 Severability.

9.6 Warranty & Representationof Non - Collusion.

Consultant further warrants and represents that ( s)he/it has not engagedin any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect.

Consultant's Authorized Initials

9.7 Corporate Authority.

SIGNATURES ON FOLLOWING PAGE]
01007.0006/936605.1 17-
IN WITNESS WHEREOF, the partieshereto have executed this Agreement on the date and year first - above written.

CITY:

CITY OF CARSON, a municipal corporation
a Davis - Holmes, Mayor
A I-1'hST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
7 G
Sunny K. Soltani, City Attorney
frill
CONSULTANT:

Z & K CONSULTANTS, INC.
a California corporation
By: %- 2S—
By:

Name: U2yS"hL l trt
Title: PRFSlt7e`. NZ
N e: .)/ 194% per ' Fti - ft
Title: Yc eT
r— '
Address: 17130 Van Buren Blvd., Suite 122
Riverside, California 92504
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01007.0006/936605.1 18-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first - above written.

CITY:

CITY OF CARSON, a municipal corporation
Lula Davis - Holmes, Mayor
ATTEST:

Dr. Khaleah K. Bradshaw, City Clerk
APPROVED AS TO FORM:

ALESHIRE & WYNDER, LLP
Sunny K. Soltani, City Attorney
rj 1]
CONSULTANT:

Z & K CONSULTANTS, INC.
a California corporation
By:

Name: UfAyS L. pIN-
Title: PR & C lbE, NZ
By:

N e: , asM, Nc:FOASaft
Title: Y cee T ey
Address: 17130 Van Buren Blvd., Suite 122
Riverside, California 92504
Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES

SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS

MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. 01007.0006/936605.1 18-

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
oakAG
On taJ(.rilta 2023 before me,a1iP,
11361ttm,
601-044, personally appeared Gtit/SSA-at , proved to me on the basis of satisfactory evidence to be the pe on(s) whose names(s) is/are-subscribed to the within instrument and acknowledged to me that he/she/4key executed the same in his/her/their authorized capacity(ies-), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and officl seal.

Signature:

M. BENTLEY
Notary Public • California
Riverside County
Commission # 2417565
My Comm. ExpiresSep22, 2026

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER

INDIVIDUAL

CORPORATE OFFICER

TITLE(S)

PARTNER(S) LIMITED
0 GENERAL

ATTORNEY - IN - FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER
SIGNER IS REPRESENTING:

NAME OF PERSON(S) OR ENTITY(IES))

DESCRIPTION OF ATTACHED DOCUMENT

TITLE OR TYPE OF DOCUMENT

NUMBER OF PAGES

DATE OF DOCUMENT

SIGNER(S) OTHER THAN NAMED ABOVE
01007.0006/936605.1

CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document.

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
Qutba,
On11(lwatyX', 2023 before me, NA •OR1All ,hl ( RH, personally appeared SAStrJ, fa cq ih , proved to me on the basis of satisfactory evidence to be the persons) whose names(sj- is/are- subscribed to the within instrument and acknowledged to me that - Ite/she/they- executed the same in hisfher/their authorized capacity(zes), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.

I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.

WITNESS my hand and official seal.

Signature:

M. BENTLEY
Notary Public • California
Riverside County
Commission # 2417565
My Comm. ExpiresSep22, 2026

OPTIONAL
Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form.

CAPACITY CLAIMED BY SIGNER
0 INDIVIDUAL

CORPORATE OFFICER

TITLE(S)

PARTNER(S) LIMITED
0 GENERAL

ATTORNEY - IN - FACT

TRUSTEE(S)

GUARDIAN/CONSERVATOR
OTHER
SIGNER IS REPRESENTING:

NAME OF PERSON(S) OR ENTITY(IES))

DESCRIPTION OF ATTACHED DOCUMENT

TITLE OR TYPE OF DOCUMENT

NUMBER OF PAGES

DATE OF DOCUMENT

SIGNER(S) OTHER THAN NAMED ABOVE
01007.0006/936605.1
EXHIBIT " A"

SCOPE OF SERVICES
I. Consultant will perform the following Project Manager Services on an on - call basis:

STAFF AUGMENTATION:

Assist the City in executing various projects. Consultant will conduct plan reviews and project management services for various public facility projects. Consultant shall be the main point of contact with City staff in project or task development from concept to close out. Consultant may be stationed at City facilities to perform assignmentsand coordinate activities as directed by the Contract Officer, Director of Public Works or assigned designee.

Upon request, Consultant will conduct public workshops and have an explicit understanding of the California Public Contract Code and the City of Carson' s Municipal Code efficiently and effectively.

GENERAL PROJECT MANAGEMENT STAFF AUGMENTATION SERVICES:

General services include, but are not limited to the following:

General Contract Administration/Project Management.

Review of conceptual and final plans along with project specifications and construction documents.

Development and preparation of Project Studies.

Coordination with, or obtaining approvals from, various private and public agencies.

Preparation of and/or presenting information at City Council, public workshops, or other public meetings.

Development or review of various project related reports, diagrams, exhibits.

Development of databases for capital improvement projects including schedules, budgets and priorities.

Research and review of, record drawings, field investigations, site conditions, restrictions, California Environmental Quality Act ( CEQA) status. 01007.0006/936605.1 A-1
Coordinate projects with outside agencies such as utility companies, Los Angeles County Department of Public Works, Sheriff station, Caltrans.

Preparation of Request for Proposals (RFP).

Coordination of Public Works projects for the bidding process.

Management of project budgets and working closely with the City's Public Works Administrative staff.

Review, evaluate, process, and provide approval recommendation to City staff for payments to consultants, consultants, and various agencies.

Review, evaluate, and approve proposed changes from other consultants and consultants.

Verification of field work such as field investigations, inspections, job walks.

II. Consultant will perform Services, if any, in accordance with project -specific Task Orders, as follows:

When the City requests proposals from on - call consultants ( including the Consultant) on a project -specific Task Order, and if the City accepts Consultant's proposal, then the Task Order and Notice to Proceed shall provide in detail Consultant's Scopeof Services on that Task Order. This Agreement does not Guarantee that Consultant will be selected to perform services on Task Orders. This Agreement does not provide for Consultant's compensation except for Consultant's services rendered pursuant to a Notice to Proceed on a Task Order.

III. Consultant must perform all on - call Services in compliance with the following requirements:

B. Consultant must prepare a written description of the requested tasks including all components and subtasks; the costs to perform the task (" Task Budget"), using the itemized fees in Exhibit C, Schedule of Compensation, whenever a requestedtask is provided for in Exhibit C; explain how the cost was determined; and, a schedule for completion of the task (" Task Completion Date"); which shall all collectively be referred to as the " Task Proposal."
C. Contract Officer shall in writing approve, modify, or reject the Task Proposal, and may issue a Notice to Proceed.

D. The task shall be performed at a cost not to exceed the Task Budget. 01007.0006/936605.1 A-2
E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date.

A. Zack Faqih, Senior Project Manager
B. Crystal Fraire, Senior Project Manager
C. Nadeem Syed, Senior Project Manager
D. Anthony Flores, Senior Project Manager
E. Brittany Duhn, Senior Project Manager
F. Lauren Wiley, Project Manager
G. Bridget Duhn, Project Manager
H. Amber Garcia, Project Manager
I. Yara Sharabi, Assistant Project Manager
J. Noah Hernandez, Assistant Project Manager
K. William Henry, Senior Land Surveyor ( as needed)
L. Charles Lamb, Senior LandscapeArchitect ( as needed) 01007.0006/936605.1 A-3
M. Ahmed Ibrahim, Structural Engineer (as needed)
N. Salvador Orozco, Sr. Traffic/Signal Engineer (as needed)

0. Dion Castro, SWPPP/Environmental Specialist (as needed) P. Alfred Ramirez, AutoCAD/Microstation Designer (as needed) Q. Thomas Russell, Sr. Electrical Specialist (as needed) R. Eddie Davalos, Sr. Civil and Grading Specialist (as needed) 01007.0006/936605.1 A-4
EXHIBIT " B"

SPECIAL REQUIREMENTS
Superseding Contract Boilerplate)
The Agreement is hereby amended as follows ( deletions shown in sfilolireugh and additions shown in bold italics):

I. Section 3.4 ( Term) of the Agreement is hereby amended to read in its entirety as follows:

3.4 Term
Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services commencing January 1, 2024 and expiring June 30, 2026 but not exceeding one ( 1) years from the date hereof, except as otherwise provided in the Schedule of Performance ( Exhibit " D"). The City may, at its sole discretion, elect to extend the Term by two ( 2) additional one-year terms ( each, an " Extension Term"). The pricing to be appliedfor each Extension Term is listed in Exhibit " C.''"
01007.0006/936605.1 B-1
EXHIBIT " C"

SCHEDULE OF COMPENSATION,
This Schedule of Compensation governs Consultant's compensation in the event the Consultant performs services pursuant to a Notice to Proceed on a Task Order. This Agreement does not guarantee that Consultant will be selected to perform services on Task Orders.

The not to exceed compensation amounts are as follows:

II. Consultant responding to the City's request for proposals on a project -specific Task Order shall establish a Task Budget for the Task Order, identifying the subtasks based on the time and rates of the personnel performing the subtasks, and itemizing all materials and equipment utilized and the costs thereof. If payment is to be made other than at completion of the services, then the phases of the performance and percentage of payment due shall also be shown in the Task Proposal. Consultant's proposals on Task Orders shall be based on hourly rates identical to the rates attached as Exhibit C-1.

III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include:

A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate.

B. Line items for all materials and equipment properly charged to the Services.

C. Line items for all other approved reimbursable expenses claimed, with supporting documentation.
01007.0006/936605.1 C-1
D. Line items for all approved subcontractor labor, supplies, equipment, materials, and travel properly chargedto the Services.

IV. The total compensation for the Services shall not exceed $ 615,776.00 as provided in Section 2.1 of this Agreement.

V. The Consultant's billing rates for all personnel are attached as Exhibit C-1. 01007.0006/936605.1 C-2
EXHIBIT " C-1"

BILLING RATES
Senior Project Manager $ 158.00
Project Manager $ 150.00
Assistant Project Manager $ 142.00
01007.0006/936605.1 C-3
EXHIBIT " D"

SCHEDULE OF PERFORMANCE
I. Consultant shall perform all Services on an on - call basis as set forth in Exhibit " A." II. If the City selects the Consultant's proposal to perform a project -specific Task Order, the Task Order's Scope of Work/Services or the Notice to Proceed, or both, shall provide the detailed schedule of performance, and all services shall be completed timely in accordance with the approved Task Proposal and by the Task Completion Date.
01007.0006/936605.1 D-1
Z&KCONS-01 NICOLEHATCHER
aoRo

CERTIFICATE OF LIABILITY INSURANCE

DATE(MM/DD/YYYY)
1/10/2024
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.

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).

PRODUCER
NFP Property & Casualty Services, Inc.
1551 North Tustin Avenue
Suite 500
Santa Ana, CA 92705
CONTACT Nicole HatcherNAME:

PHONE FAX
A/C, No, Ext): ( 480) 998-8038 ( A/C, No):

E-
MAILDESS: [email protected]
INSURER(S) AFFORDING COVERAGE NAIC #
INSURER A : Travelers Property Casualty Company of America 25674

INSURED
Z & K Consultants, Inc.
22295 Jessamine Way
Corona, CA 92883
INSURER a : Travelers Casualty and Surety Company of America 31194 INSURER C : James River Insurance Company 12203
INSURER D :

INSURER E :

INSURER F :

COVERAGES CERTIFICATE NUMBER:

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 POLIC ES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

INSR

LTR TYPE OF INSURANCE
ADDL
INSD
SUER

WVD POLICY NUMBER

POLICY EFF

IMM/DD/YYYY)

POLICY EXP

MM/DDIYYYY) LIMITS

A COMMERCIAL GENERAL LIABILITY
X X 6802J978123 5/18/2023 5/18/2024
EACH OCCURRENCE 1,000,000

CLAIMS - MADE X OCCUR
PREMSESO(Ea occuence) 1,000,000
MED EXP ( Any one person) 5,000
PERSONAL & ADV INJURY 1,000,000
GEN'L
X

AGGREGATE
POLICY
OTHER:

LIMIT APPLIES
JECT -
PER:

LOC
GENERAL AGGREGATE 2,000,000
PRODUCTS - COMP/OP AGG 2,000,000

A AUTOMOBILE
X

LIABILITY

ANY AUTO
OWNED
AUTOS
ONLY

AUTOSONLY

SCHEDULED
AUTOS

AUUTOSONLYY
X X BA6W812054 5/18/2023 5/18/2024

COMBINED SINGLE LIMIT
Ea accident) 1,000,000
BODILY INJURY ( Per person)
BODILY INJURY ( Per accident)_

PROPERTY
acEcidentDAMAGE

A X UMBRELLA LIAB

EXCESS LIAB

X OCCUR
CLAIMS - MADE CUP7W800864 5/18/2023 5/18/2024
EACH OCCURRENCE 5,000,000
AGGREGATE 5,000,000
DED X RETENTION$ 0 Prod Comp 5,000,000

A WORKERS COMPENSATION

AND EMPLOYERS' LIABILITY

ANY PROPRIETOR/PARTNER/EXECUTIVE
OFFICER/MEMBER EXCLUDED?
Mandatory In NH)
If yes, describe under
DESCRIPTION OF OPERATIONS below
Y/ N

Y N / A
x UB-9K77696A-23-47-G 5/18/2023 5/18/2024
X
PER

STATUTE
OTH-
ER
E.L. EACH ACCIDENT 1,000,000
E.L. DISEASE - EA EMPLOYEE 1,000,000
E.L. DISEASE - POLICY LIMIT 1,000,000
B
C
E&O/Prof Liab
Excess E&O/Prof Liab
0105963601
00148570-0
7/10/2023
9/26/2023
7/10/2024
7/10/2024
Agg $ 2,000,000 Each
Each Occurrence
1,000,000
1,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES ( ACORD 101, Additional Remarks Schedule, may be attached if more space is required) City of Carson, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are named Additional Insured as respects to General Liability and Auto Liability. This insurance is primary and non-contributory with any other insurance of the additional insured, so long as a written contract or agreement to such exists prior to a loss. A Waiver of subrogation in favor of the City of Carson applies as respects to General Liability, Auto Liability and Workers Compensation coverage so long as written contract or agreement exists as per attached endorsements CGD3810915, CAT4200215 and WC990376.

CERTIFICATE HOLDER CANCELLATION
City of Carson
701 E Carson Street
Carson, CA 90745

INSURANCE APPROVED
1/17/2024

SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE

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

The ACORD name and logo are registered marks of ACORD

COMMERCIAL GENERAL LIABILITY
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.

BLANKET ADDITIONAL INSURED

ARCHITECTS, ENGINEERS AND SURVEYORS)
This endorsement modifies insurance provided under the following:

COMMERCIAL GENERAL LIABILITY COVERAGE PART

1. The following is added to SECTION II — WHO IS
AN INSURED:

Any person or organization that you agree in a
written contract requiring insurance" to include as
an additional insured on this Coverage Part, but:
a. Only with respect to liability for " bodily injury", property damage" or " personal injury"; and
b. If, and only to the extent that, the injury or
damage is caused by acts or omissions of
you or your subcontractor in the performance
of " your work" to which the " written contract
requiring insurance" applies, or in connection
with premises owned by or rented to you.

The person or organization does not qualify as an
additional insured:
c. With respect to the independent acts or
omissions of such person or organization; or
d. For " bodily injury", " property damage" or
personal injury" for which such person or
organization has assumed liability in a
contract or agreement.

The insurance provided to such additional insured
is limited as follows:
e. 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
Coverage Part.
f. This insurance does not apply to the
rendering of or failure to render any
professional services".

In the event that the Limits of Insurance of the
Coverage Part shown in the Declarations
exceed the limits of liability required by the
written contract requiring insurance", the
insurance provided to the additional insured
shall be limited to the limits of liability required
by that " written contract requiring insurance".

This endorsement does not increase the
limits of insurance described in Section III —
Limits Of Insurance.
g.
h. This insurance does not apply to " bodily
injury" or " property damage" caused by " your
work" and included in the " products -
completed operations hazard" unless the
written contract requiring insurance"
specifically requires you to provide such
coverage for that additional insured, and then
the insurance provided to the additional
insured applies only to such " bodily injury" or
property damage" that occurs before the end
of the period of time for which the " written
contract requiring insurance" requires you to
provide such coverage or the end of the
policy period, whichever is earlier.

2. The following is added to Paragraph 4.a. of
SECTION IV — COMMERCIAL GENERAL
LIABILITY CONDITIONS:

The insurance provided to the additional insured
is excess over any valid and collectible other
insurance, whether primary, excess, contingent or
on any other basis, that is available to the
additional insured for a loss we cover. However, if
you specifically agree in the " written contract
requiring insurance" that this insurance provided
to the additional insured under this Coverage Part
must apply on a primary basis or a primary and
non-contributory basis, this insurance is primary
to other insurance available to the additional
insured which covers that person or organizations
as a named insured for such loss, and we will not
share with the other insurance, provided that:
1) The " bodily injury" or " property damage" for
which coverage is sought occurs; and
2) The " personal injury" for which coverage is
sought arises out of an offense committed;
after you have signed that " written contract
requiring insurance". But this insurance provided
to the additional insured still is excess over valid
and collectible other insurance, whether primary,
excess, contingent or on any other basis, that is
available to the additional insured when that
person or organization is an additional insured
under any other insurance.

COMMERCIAL GENERAL LIABILITY

3. The following is added to Paragraph 8., Transfer
Of Rights Of Recovery Against Others To Us,
of SECTION IV — COMMERCIAL GENERAL
LIABILITY CONDITIONS:

We waive any right of recovery we may have
against any person or organization because of
payments we make for " bodily injury", " property
damage" or " personal injury" arising out of " your
work" performed by you, or on your behalf, done
under a " written contract requiring insurance" with
that person or organization. We waive this right
only where you have agreed to do so as part of
the " written contract requiring insurance" with
such person or organization signed by you
before, and in effect when, the " bodily injury" or
property damage" occurs, or the " personal injury"
offense is committed.

Page 2 ends

Carson City CouncilJuly 1, 2025

Carson City Council
July 1, 2025