Compton City Council
September 6, 2022

STATEMENT OF THE ISSUE
Provisions of Chapter 3, Part 3 of the California Streets and Highways Code grants the City Council authority to vacate any “street” or part of any “street that it finds is unnecessary for present or prospective public use”. There are two phases involved in the “street” vacation proceedings. The first phase is adoption by Council of a resolution of intention to vacate, which describes the right-of-way to be vacated and sets a hearing before the Council on the matter. The second phase is the public hearing, whereby Council hears evidence and makes a determination as to whether or not the “street” is necessary for present or prospective public use; if found to be unnecessary, a resolution of vacation may be adopted.

The proposed vacation has been reviewed by the City of Compton Public Works Department and has determined that the area to be vacated is not necessary for any present or future public use and that the vacation serves the public interest and is a public benefit as it eliminates any maintenance costs and liabilities imposed on the City associated with the excess right-of-way area and eliminates need for code enforcement of the right-of-way.

Public utilities and service providers were notified of the proposed street vacation. It was determined that there are existing utilities located within the proposed public right-of-way vacation. The public utility and service providers have no objections to the vacation so long easements for the public utilities are reserved from the vacation pursuant to the Streets and Highway Code, Part 3. Public Streets, Highways and Service Easement Vacation Law, Chapter 5 Reservation and Preservation of Easements, Article 1 Reservation of Easements, Section 8340; and
Additionally, in accordance with the provisions of the Streets and Highways Code, notice of the time and place of the public hearing was published in the Compton Bulletin and posted along Compton Boulevard and Willow Avenue. The property owners adjacent to the proposed public right-of-way vacation were also notified by mail.

ALTERNATIVES
City Council may approve or reject the resolution ordering the proposed right-of-way vacation.

FINANCIAL IMPACT
Approval of the request will have no significant impact on municipal expenditures. The City will relinquish its future maintenance responsibility of an unused public right-of-way.

Staff Report – Resolution to Order Vacation
September 6, 2022,

RECOMMENDATIONS
Staff recommends that the City Council adopt the attached resolution ordering the street vacation as described and shown on Exhibits ‘A’ and ‘B’.

ROBERT DELGADILLO, SENIOR PLANNER

COMMUNITY DEVELOPMENT DEPARTMENT
APPROVED FOR FORWARDING:

THOMAS THOMAS

CITY MANAGER
RESOLUTION NO. _______________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON APPROVING MITIGATED NEGATIVE DECLARATION NO. 949 AND

MITIGATION MONITORING REPORTING PROGRAM AND

ORDERING THE VACATION OF A SECTION OF NORTH WILLOW
AVENUE, 40 FEET BY 135 FEET, LOCATED ON THE NORTH SIDE
OF EAST COMPTON BOULEVARD, (STREET VACATION NO. 2020-
03)
WHEREAS, the City of Compton proposes to vacate a portion of N. Willow Ave. public right-of-way located adjacent to 501-601 E. Compton Blvd., Compton, legally described on Exhibit “A” and as follows:

From the point of beginning; Thence, North 89° 29’ 04” East for a distance of 40.04 feet to a point on a line. Thence, South 03° 02’ 46” East for a distance of 102.74 feet to the beginning of a curve, said curve turning to the left through an angle of 87° 01' 14.3", having a radius of 15.00 feet, and whose long chord bears South 46°33’ 23” East for a distance of 20.65 feet. Thence, South 89° 56’ 00” West for a distance of 70.09 feet to the beginning of a curve, said curve turning to the left through an angle of 92° 58' 45.7", having a radius of 15.00 feet, and whose long chord bears North 43° 26’ 37” East for a distance of 21.76 feet. Thence, North 03° 02’ 46” West a distance of 100.86 feet to the point of beginning.

SAID LAND CONTAINS 5,000 SQUARE FEET, MORE OR LESS.

As shown on Exhibit “B” attached hereto and by this reference made a part hereof.

WHEREAS, provisions of Chapter 3, Part 3 of the California Streets and Highways Code grants the City Council authority to vacate any street or part of any street that it finds is unnecessary for present or prospective public use; and
WHEREAS, in its Resolution No. 25,510, adopted June 22, 2021, The City Council declared its intention to vacate a portion of a public right-of-way through proceedings conducted under the provisions of the Public Streets, Highways, and Service Easements Vacation Law appearing in Chapter 3, Part 3, of the California Streets and Highways Code; and WHEREAS, the proposed public right-of-way vacation is connected to General Plan Amendment 2020-004, Change of Zone 2020-004, and Street Vacation 2020-003, a request to redevelop 501-601 E. Compton Blvd., a 2.13 acre site, with a seven story, mixed-use development; and
WHEREAS, an Initial Study and Mitigated Negative Declaration was prepared, processed and noticed in accordance with the California Environmental Quality Act (CEQA) (Public Resources Code, Division 13 §21000 et seq.); and
WHEREAS, pursuant to Section 65402 of the Government Code of the State of California requires the Planning Commission to review all vacations for conformity with the general plan; and
WHEREAS, on June 16, 2021, the City of Compton Planning Commission did not recommend approval of the street vacation without explanation. However, on June 22, 2021 the City of Compton City Council, declared that the proposed street vacation as legally described above and on Exhibit “A”, is in conformance with the goals and policies of the City of Compton’s 2010 General Plan; and
WHEREAS, the proposed vacation has been reviewed by the City of Compton Public Works Department and has determined that the area to be vacated is not necessary for any present or future public use and that the vacation serves the public interest and is a public benefit as it eliminates any maintenance costs and liabilities imposed on the City associated with the excess right-of-way area; and
WHEREAS, there are existing utilities within this area and an easement for public utilities will be reserved from this vacation pursuant to the Streets and Highway Code, Part 3. Public Streets, Highways and Service Easement Vacation Law, Chapter 5 Reservation and Preservation of Easements, Article 1 Reservation of Easements, Section 8340; and Resolution No. ______

WHEREAS, pursuant to Streets and Highways Code, notice of the date, time, and place of the public hearing was published in the Compton Bulletin on March 16, March 23, and May 25, 2022 and posted on the subject site on March 16, 2022; and WHEREAS, a hearing was held by the City Council on September 6, 2022, as provided therein, whereby evidence offered by all persons interested in the proposed vacation was heard; and
WHEREAS, from all evidence submitted, the City Council finds that the public right-of-way described and shown Exhibits “A” is unnecessary for present or prospective public use; and

NOW, THERFORE, THE CITY COUNCIL OF THE CITY OF COMPTON RESOLVES AS FOLLOWS:

Section 1. That the City Council orders the vacation of a section of public right-of-way, approximately 40 feet by 135 feet, located on N. Willow Ave., located adjacent to 501-601 E.

Compton Blvd., in Compton (Street Vacation No. 2020-03), and legally described and shown on Exhibits “A” and “B”, pursuant to provisions of the Chapter 3, Part 3 of the California Streets and Highways Code.

Section 2. That Exhibit “A” the legal description and map of the proposed vacation, is on file with both the City Clerk and the Planning Department of the City of Compton.

Section 3. That, in accordance with Section 8340 of said Public Streets, Highways, and Service Easements Vacation Law, the public convenience and necessity shall require the reservation and exception from such vacation of easements and rights-of-way for works as follows:

A. The City of Compton reserves and excepts from the vacation the easement and the right, at any time or from time to time, to construct, maintain, operate, replace, remove or renew sanitary sewers and storm drains and appurtenant structures in, upon, or over, and across said public right-of-way or any part thereof and, pursuant to any existing franchise or renewals thereof, or otherwise to construct maintain operate, replace, remove, renew, enlarge lines of pipe, conduits, cables, wires, poles, and other convenient structures, equipment, and fixtures for the operation of gas pipelines, telegraphic and telephone, lines, cable television lines and service equipment, railroad lines, and for the transportation or distribution of electric energy, petroleum and its products, ammonia, water, and for incidental purposes, including access to protect such works from all hazards in, upon and over said public right-of-way and free access for the Sheriff and Fire Departments at all times.

B. Reserve an easement for the City of Compton Water Department and rights that are necessary to use, maintain, operate, repair, replace, remove, or renew said facilities.

C. Reserve an easement for Southern California Edison and rights that are necessary to use, maintain, operate, repair, replace, remove, or renew said facilities.

D. Reserve a 23-foot wide easement for covered storm drain and appurtenant structures, with ingress and egress purposes (11.50 feet on each side of the centerline of the drain) to the Los Angeles County Flood Control District (LACFCD) described herein attached Exhibit “C” and delineated on Exhibit “D”. The LACFCD maintains an existing Reinforced Concrete Box storm drain (Glen Avenue Drainage System) within the proposed Street vacation.

Section 4. That the City Clerk of the City of Compton shall be directed to cause a certified copy of this Resolution to be recorded in the Office of the County Recorder of Los Angeles County, State of California.

Section 5. That the effective date of the vacation of said right-of-way shall be the date of recording of this Resolution.

Section 6. That copies of this Resolution shall be filed in the Offices of the City Clerk, City Manager, City Attorney, the Building and Safety, Fire, Public Works and Community Development Departments.

Section 7. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

Resolution No. ______

ADOPTED this ________ day of _______________, 2022.
_______

MAYOR OF THE CITY OF COMPTON
ATTEST:
______

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES

CITY OF COMPTON
I, Alita Godwin, City Clerk of the City of Compton, hereby certify that the foregoing Ordinance was adopted by the City Council of the City of Compton, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on this ________ day of _______________, 2022.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERSNOES: COUNCIL MEMBERSABSENT: COUNCIL MEMBERSABSTAIN: COUNCIL MEMBERS-

CITY CLERK OF THE CITY OF COMPTON

SANTA F
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PR NI G

COMPTON
WILLOW
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NOWARRANTY,REPRESENTATIONORGUARANTYASTOTHECONTENT,SEQUENCE,ACCURACY, TIMELINESSORCOMPLETENESSOFANYOFTHEDATABASEINFORMATIONPROVIDEDHEREIN.

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AERIALMAP
LegendC
ityLimits
parcels
GeneralPlanAmendmentCaseNo.2020-0004
ChangeofZoneCaseNo.2020-0004
StreetVacationCaseNo.2020-003
MitigatedNegativeDeclarationNo.949
501-601E.ComptonBlvd.

SubjectSite
EXHIBIT “A”

LEGAL DESCRIPTION
N. WILLOW AVENUE VACATED PROPERTY
From the POINT OF BEGINNING; Thence, North 89° 29’ 04” East for a distance of 40.04 feet to a point on a line.

Thence, South 03° 02’ 46” East for a distance of 102.74 feet to the beginning of a curve, Said curve turning to the left through an angle of 87° 01' 14.3", having a radius of 15.00 feet, and whose long chord bears South 46°33’ 23” East for a distance of 20.65 feet.

Thence, South 89° 56’ 00” West for a distance of 70.09 feet to the beginning of a curve, Said curve turning to the left through an angle of 92° 58' 45.7", having a radius of 15.00 feet, and whose long chord bears North 43° 26’ 37” East for a distance of 21.76 feet.

Thence North 03° 02’ 46” West a distance of 100.86 feet to the POINT OF BEGINNING.

Containing 4,770.05 Sq. ft or 0.11 Acres.

Δ= Δ=

September 6, 2022
TO: MAYOR AND CITY COUNCIL MEMBERS
FROM: MUNICIPAL WATER DEPARTMENT
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF

COMPTON AUTHORIZING THE CITY MANAGER TO ISSUE A

PURCHASE ORDER TO THE WATER REPLENISHMENT

DISTRICT OF SOUTHERN CALIFORNIA FOR GROUNDWATER
PRODUCTION ASSESSMENT FEES FOR FISCAL YEAR 2022-
2023 FOR TWO MILLION SIX HUNDRED FORTY THOUSAND
DOLLARS ($2,640,000)

SUMMARY
This resolution authorizes the City Manager to issue a purchase order to the Water Replenishment District of Southern California (WRD) in the amount of $2,640,000.00 for Groundwater Replenishment Assessment Fees for Fiscal Year 2022-2023.

BACKGROUND
The Compton Municipal Water Department (Department) provides for the City’s water demands through two (2) sources: groundwater production and water purchased from the Metropolitan Water District of Southern California (MWD).

The Department delivers a total of approximately 8,000 acre-feet of water on an annual basis. Water delivery is provided through City groundwater pumping rights (5,780 acrefeet) and a combination of lease-in groundwater pumping rights and MWD imported water (as needed) to make up the 2,220 acre-feet needed for the total delivery amount.

Pumping water from the underground basin assists the Department in the fulfillment of its goals and objectives. The Department acquires pumping rights from WRD on an annual basis.

STATEMENT OF THE ISSUE
The groundwater basin is managed by the WRD. WRD purchases imported and highlytreated recycled water, and adds this to captured storm water to recharge the groundwater supply. WRD manages the groundwater basin and insures that the groundwater supply is properly recharged back into the basin. Groundwater pumped by municipal water utilities, water companies and others are imposed a Replenishment Assessment Fee (RA) by WRD for basin recharge purposes. The funds generated from the RA cover the cost of water purchased to replenish the two largest and most utilized groundwater basins in Southern California.

16. Staff Report - Water Replenishment District of So. California Assessment Fees
September 6, 2022, page 2

ALTERNATIVES
Staff does not recommend any alternatives.

FINANCIAL IMPACT
The estimated annual cost for the Replenishment Assessment Fee is approximately two million six hundred forty thousand dollars ($2,640,000.00) for Fiscal Year 2022-2023.

Funds will be allocated annually during the budget development process in the Department’s Water Purchase Fund.

Account No. Account Description Amount
5000-850-000-4251 Water Purchase-WRD $2,640,000.00

RECOMMENDATION
Staff recommends that the City Council adopt the attached Resolution.

THOMAS THOMAS

CITY MANAGER
RESOLUTION NO. ______________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ISSUE A PURCHASE ORDER TO

THE WATER REPLENISHMENT DISTRICT OF SOUTHERN CALIFORNIA

FOR GROUNDWATER PRODUCTION ASSESSMENT FEES FOR FISCAL
YEAR 2022-2023 FOR TWO MILLION SIX HUNDRED FORTY THOUSAND DOLLARS ($2,640,000)
WHEREAS, the Compton Municipal Water Department (Department) provides for the City’s water demands through two (2) sources: groundwater production and water purchased from the Metropolitan Water District of Southern California (MWD); and WHEREAS, the Department delivers a total of approximately 8,000 acre-feet of water on an annual basis; water delivery is provided through City groundwater pumping rights (5,780 acre-feet) and a combination of lease-in groundwater pumping rights and MWD imported water (as needed) to make up the 2,220 acre-feet needed for the total delivery amount; and
WHEREAS, pumping water from the underground basin assists the Department in the fulfillment of its goals and objectives; and
WHEREAS, the groundwater basin is managed by the Water Replenishment District of Southern California (WRD) which purchases imported and highly-treated recycled water, and adds this to captured storm water to recharge the groundwater supply; and
WHEREAS, groundwater pumped by municipal water utilities, water companies and others are imposed a Replenishment Assessment fee (RA) by WRD for basin recharge purposes. The funds generated from the RA cover the cost of water purchased to replenish the two largest and most utilized groundwater basins in Southern California; and

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. That the City Manager is hereby authorized to issue a purchase order to Water Replenishment District of Southern California in the amount of Two Million Six Hundred Forty Thousand Dollars ($2,640,000.00).

SECTION 2. That $2,640,000.00 be allocated during the budget development process in the Water Purchase Fund, and increase expenditures in Account No. 5000- 850-000-4251 (Water Purchases) by $2,640,000.00 for this expenditure on an annual basis.

SECTION 3. That a copy of this Resolution shall be filed in the offices of the City Manager, City Controller, City Clerk and the Compton Municipal Water Department.

SECTION 4. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this _______ day of ________________, 2022.
________________________________

MAYOR OF THE CITY OF COMPTON
Resolution No. ____________

ATTEST:
____________________________________

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA

COUNTY OF LOS ANGELES
CITY OF COMPTON: ss
I, Alita Godwin, City Clerk of the City of Compton, hereby certify that the forgoing Resolution was adopted by the City Council, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on the _______ day of ________________, 2022.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCIL MEMBERSNOES: COUNCIL MEMBERSABSENT: COUNCIL MEMBERSABSTAIN: COUNCIL MEMBERS- ___________________________________

CITY CLERK OF THE CITY OF COMPTON
September 6, 2022
TO: HONORABLE MAYOR AND COUNCIL MEMBERS
FROM: CITY CONTROLLER
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A PROFESSIONAL

SERVICES AGREEMENT WITH OHC PROPERTY ADVISORS FOR A FIXED

ASSETS VALUATION AND AUTHORIZING A PURCHASE ORDER IN THE

AMOUNT OF NINETY-TWO THOUSAND THREE HUNDRED DOLLARS
($92,300)

SUMMARY
Staff is requesting City Council adoption of a resolution authorizing the City Manger to enter into a professional services agreement with OHC Property Advisors for a Fixed Assets Valuation in the amount of Ninety-Two Thousand Three Hundred Dollars ($92,300) and to approve a purchase order of the same amount.

BACKGROUND:

The City Controller’s Department has received at least 12 audit findings from the State of California Controller’s Office and from the City’s External Auditors, Eadie and Payne LLP related to the subjects of Fixed Assets accounting and reporting. The audit findings arose mainly due to the inability of the City Controller’s Department to adequately account for and report on the City’s Fixed Assets since FY2014.

The valuation of fixed assets signifies the dollar value placed on the sum of all City Fixed Assets (across all City funds), including: Infrastructure, Land, Buildings, Improvements, Construction in Progress, Equipment, Machinery, Vehicles, Software, Hardware, and others. (The specific dollar value and methodology that is needed must comply with Generally Accepted Accounting Principles for local governments). The City’s financial statements currently possess a qualified audit opinion on the valuation of fixed assets that are presented within the financial statements.

Per the City’s FY2020 Single Audit Report, Finding No. 2014-060A Recommendation is stated as follows:

17. Staff Report – Fixed Asset Valuation
September 6, 2022, page 2 of 6
SCO Finding 12 – The City’s fixed assets were not properly and accurately accounted for A. Recommendation: The SCO recommended that the City establish City-wide procedures for fixed asset accounting, management, control, and accountability including:
 Proper financial accounting and reporting in accordance with Generally Accepted Accounting Principles, the Governmental Accounting Standards Board, and other applicable government accounting standards;  A complete and accurate listing of fixed assets of significant value;  A description of the responsibilities of stewardship of valuable assets; and  Maintenance of fixed assets records for the life of each asset, which should be retained in accordance with the City’s records retention program.

E+P concurs with the SCO finding and recommendation.

B. Recommendation: The City should consider performing physical inventory of City’s capital assets, including infrastructure and construction in progress, to establish a solid foundation for its capital assets. Also, a process for reporting asset retirements should be developed.

Per the City’s FY2020 Single Audit Report, Finding No. 2019-015 Recommendation is stated as follows:
2019-015 - Capital Assets (MW)
Recommendation: We recommend that the capital asset subsidiary ledger and the general ledger be brought up to date. It may be necessary to hire an outside company to perform a complete inventory of assets and to establish the estimated cost basis and date of acquisition, if sufficient records are not available to reconstruct the asset detail.

In addition, we recommend that capital asset software be obtained to maintain accountability of capital assets and to compute depreciation. Currently, Excel spreadsheets are being used for this purpose.

We also recommend the City develop and implement monthly and year-end closing checklists for staff to use as a guide. The City could require staff sign off on steps as completed and a supervisor approval of the completed checklist on a monthly basis.

Such a checklist would prevent routine entries from being forgotten.

Staff Report – Fixed Asset Valuation
September 6, 2022, page 3 of 6
These audit findings and recommendations demonstrated the need for a Fixed Asset Valuation to be performed. Other related findings and recommendations listed in the FY2019 Single Audit report demonstrate the need for a Fixed Assets Valuation as well.

Other specific audit finding recommendations are listed below according to their finding number, which has been obtained from the FY2020 Single Audit report:
 #2013-001- Internal Control over Significant Accounting and Financial Reporting Procedures
 #2014-074B – Commitment to Competence (SD):
 #2015-115B: – Common Categories of Control Activities (SD)  #2014-087B – Management Philosophy and Operating Style (MW):
 #2019-004 & #2018-006 & #2015-002 & #2104-007: Equipment and Real Property Management – Maintenance of Property Records (MW, NC)  #2015-022: - Construction in Progress – Retentions (SD)  #2014-057A: SCO Finding 16 – The City lacks adequate staff performing critical functions
 #2014-112B: – Common Categories of Control Activities (SD)  #2014-128B – On-Going Monitoring (MW)
 #2015-020 – Capital Assets – Physical Inventory (MW)
A Capital (Fixed) Asset policy (to address deficiencies and weaknesses in internal controls surrounding Capital (Fixed) Asset practices) that are primarily performed within the City Controller’s Department was received and filed by the City Council on March 15, 2022. This policy includes (a) provisions for proper separation of duties to avoid conflicts of interest, (b) provisions for methods to ensure continuity of operations during the absence of Departmental staff, and (c) provisions for proper procedures to be put in place to ensure that appropriate staff perform their accounting functions effectively and efficiently moving forward. The provisions contained in the policy directly address audit findings that the City has received in the past from the State Controller’s Office as well as from its external auditors, Eadie and Payne, LLP.

Staff Report – Fixed Asset Valuation
September 6, 2022, page 4 of 6
STATEMENT OF THE ISSUE:

An RFP was prepared for Fixed Assets Valuation and issued on April 20, 2022. Three responses were received to the RFP. The City Controller assembled a team of three evaluators for the proposals and each evaluator ranked the candidates on a quantitative basis according to their given score. The scope of work included the following elements:
o Proposer will provide detail of which asset information the City should include in each fixed asset record (e.g., Asset Description, Manufacturer, Make, Model, Asset/ Tag Number, Serial Number, Asset Location, Valuation of Asset, Useful Life, Asset Class (Classification Codes provided by the City), etc.).
o For each fixed asset the Proposer will provide accounting records that include the detail items identified above.
o The Proposer will be responsible for providing the fixed assets inventory data on flash drive in a file format such that the data can be loaded into a basic City Governmental fixed asset accounting software.
o The Proposer will complete a reconciliation of the Physical Inventory to the General Ledger and propose journal entries to bring the City’s Fixed Asset Valuation current in the City’s General Ledger.
o Report on other matters that come to their attention in the course of their evaluation that, in their professional opinion, the City should consider. o Present findings, in person, to the City’s management group. o Prepare a final Fixed Asset report and five (5) bound copies.

The responses received were from the following three firms, which were ranked by the Proposal Evaluation team as follows:

Bidder Name Bid Value

1. OHC Property Advisors $92,300

2. HCA Asset Management $185,000

3. RCI $37,000
Staff Report – Fixed Asset Valuation
September 6, 2022, page 5 of 6
The firm that was selected, OHC Property Advisors, had the most responsible and reasonable fee estimate, as well as demonstrated the experience necessary to perform the work such that the City’s audit qualified opinion related to fixed assets valuation would be removed. During the interview and through their proposal, OHC Property Advisor staff directly and affirmatively demonstrated, through the explanation of their project approach and demonstration of knowledge of how to satisfy auditor requirements, that they understood the immediate need and the magnitude of the impact of their approach to achieving the City’s goals, while also stating a reasonable price. This conclusion was drawn by all three members of the Proposer-evaluation-team, unanimously. Therefore, it was concluded that OHC Property Advisors was the lowest responsible bidder.

The Fixed Asset Valuation project is estimated to take approximately three months to complete, depending on continued staff cooperation. There is a possibility that the results of this project will be incorporated into the City’s FY2021 Audit, and therefore there is a possibility of this resulting in one of the audit qualified opinions to be removed from the City’s FY2021 financial statements. If it is not removed from the FY2021 Audited Financial Statements because of the timing, then it will be removed from the FY2022 Audited Financial Statements.

Staff rankings are attached.

FISCAL IMPACT:

The fiscal impact of this agreement will be a one-time cost of $92,300, which will is available from the following fund and account codes:

Account Code Account Name Amount
1001-650-000-4266 Contract Services $92,300
Additionally, upon completion of this project, it is expected that a qualified audit opinion, as well as several audit findings, will be removed from the City’s audited financial statements and Single Audit moving forward.

Staff Report – Fixed Asset Valuation
September 6, 2022, page 6 of 6
ALTERNATIVE:

The result of not approving this agreement and purchase order would be the continuance of not having reliable fixed asset figures in the City’s financial accounting and reporting in a timely basis, until staff can obtain the necessary training, guidance, and sufficient allocation of time to perform the valuation themselves. This would result in reoccurrence of audit findings and audit qualified opinion until staff can perform the valuation themselves.

RECOMMENDATION:

It is recommended that the City Council adopt the attached Resolution to approve the agreement and purchase order regarding the Fixed Asset Valuation project.

SHARON RAHBAN NAVIZADEH,

CITY CONTROLLER
APPROVED FOR FORWARDING:

THOMAS THOMAS

CITY MANAGER
RESOLUTION NO. _______________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A PROFESSIONAL

SERVICES AGREEMENT WITH OHC PROPERTY ADVISORS FOR A FIXED

ASSETS VALUATION AND AUTHORIZING A PURCHASE ORDER IN THE AMOUNT OF NINETY-TWO THOUSAND THREE HUNDRED DOLLARS ($92,300) WHEREAS, the City’s financial statements currently possess a qualified audit opinion on the valuation of fixed assets that are presented within the financial statements.

WHEREAS, a Capital (Fixed) Asset policy (to address deficiencies and weaknesses in internal controls surrounding Capital (Fixed) Asset practices) that are primarily performed within the City Controller’s Department was received and filed by the City Council on March 15, 2022. The provisions contained in the policy directly address audit findings that the City has received in the past from the State Controller’s Office as well as from its external auditors, Eadie and Payne, LLP.

WHEREAS, the cost to correct the past deficiencies in proper accounting and reporting of fixed assets is a one-time cost, and an RFP was issued by the City Controller’s department to find the most qualified firm to perform the valuation, to get the qualified audit opinion (surrounding the City’s fixed asset valuation) removed, and to perform the work at the best price.

WHEREAS, external audit findings and recommendations demonstrated the need for a Fixed Asset Valuation to be performed.

WHEREAS, an RFP was prepared for Fixed Assets Valuation and issued on April 20, 2022. Three responses were received to the RFP. The City Controller assembled a team of three evaluators for the proposals and each evaluator ranked the candidates on a quantitative basis according to their given score.

WHEREAS, the firm that was selected, OHC Property Advisors, had the most responsible and reasonable fee estimate, as well as demonstrated the experience necessary to perform the work such that the City’s audit qualified opinion related to fixed assets valuation would be removed. Therefore, OHC Property Advisors was the lowest most responsible bidder as concluded by the staff evaluating the proposals. The Fixed Asset Valuation project is estimated to take approximately three months to complete.

WHEREAS, the fiscal impact of this agreement will be a one-time cost of Ninety-Two Thousand Three Hundred Dollars ($92,300), which is available from the following fund and account codes, where sufficient budget exists in the FY2022-2023 Budget to cover the costs:

Account Code Account Name Amount
1001-650-000-4266 Contract Services $92,300
WHEREAS, upon completion of this project, it is expected that a qualified audit opinion, as well as several audit findings, will be removed from the City’s audited financial statements and Single Audit moving forward.

RESOLUTION NO. _______________

2 WHEREAS, the result of not approving this agreement, purchase order, and budget transfer would be the continuance of not having reliable fixed asset figures in the City’s financial accounting and reporting in a timely basis, until staff can obtain the necessary training guidance, and sufficient allocation of time to perform the valuation themselves. This would result in reoccurrence of audit findings and audit qualified opinion until staff can perform the valuation themselves.

WHEREAS, it is recommended that the City Council adopt the attached Resolution to approve the agreement and purchase order regarding the Fixed Asset Valuation project.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. That the City Manager is hereby authorized to enter into a professional services agreement with OHC Property Advisors in the amount of ninety-two thousand three hundred dollars ($92,300) for a Fixed Assets Valuation.

SECTION 2. That the City Council hereby authorizes a term ending by June 30 2023 for fixed asset valuation services with OHC Property Advisors at a cost not-to-exceed ninetytwo thousand three hundred dollars ($92,300.00) during Fiscal Year 2022-2023.

SECTION 3. That the terms of the agreement will begin on July 18th, 2022 and end on June 30, 2023.

SECTION 4. That the amount of ninety-two thousand three hundred dollars ($92,300.00) will be available in the Fiscal Year 2022-2023 budget allocated from account number 1001-650-000-4266 General Fund, Contract Services account.

SECTION 5. That a purchase order shall be issued to OHC Property Advisors from Account Number 1001-650-000-4266 in the amount Ninety-two Thousand Three Hundred Dollars ($92,300.00)
SECTION 6. That a copy of this Resolution shall be filed in the offices of the City Clerk, City Attorney, City Manager, and City Controller.

SECTION 7. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this ____________ day of _____________, 2022.
________________________________

MAYOR OF THE CITY OF COMPTON
ATTEST:
________________________________

CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss

CITY OF COMPTON )
RESOLUTION NO. _______________

3 RESOLUTION NO. _______________

4 I, Alita Godwin, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council of the City of Compton, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on this ___________ day of ________________, 2022.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCILMEMBERS -
NOES: COUNCILMEMBERS -
ABSTAIN: COUNCILMEMBERS -
ABSENT: COUNCILMEMBERS -
____________________________________

CITY CLERK OF THE CITY OF COMPTON

VENDOR 1 VENDOR 2 VENDOR 3

4.5 5 5
5 5 5
VENDOR 1 VENDOR 2 VENDOR 3
5 4 5
5 4 5
VENDOR 1 VENDOR 2 VENDOR 3
5 4 5
5 4 5
VENDOR 1 VENDOR 2 VENDOR 3
5 4 5
5 4 5
VENDOR 1 VENDOR 2 VENDOR 3

4.5 4.5 3
5 5 3
Change weights based on your preference. Total score should be 1.00

OHC RCI HCA
WEIGHT VENDOR 1
SCORE
VENDOR 2
SCORE
VENDOR 3

SCORE NOTES

0.20 0.90 1.00 1.00

0.20 1.00 0.80 1.00

0.20 1.00 0.80 1.00

0.20 1.00 0.80 1.00

0.20 0.90 0.90 0.60

1.00 4.80 4.30 4.60

1. UNDERSTANDING OF THE SCOPE OF WORK BASIS FOR SCORING/ ADDITIONAL INFO Thoroughness of Response, Proposed Technical approach and overall work plan After speaking with OHC, they showed they understood the scope of work, but HCA's and RCI proposal scope of work was more detailed than OHC.

2. ACCEPTABILITY OF THE APPROACH AND WORK PLAN BASIS FOR SCORING/ADDITIONAL INFO Quality of Thoroughness of Offeror's Proposed Technical Approach and Work Plan RCI had a good approach, but OHC and HCA had an approach that was already approved by their Clients' auditor - per their proposals
Average Score
Firm History and Documented Experience with projects of similar size and scope RCI past clients were mostly school districts, while OHC and HCA had more municipalities as their clients
Average Score

3. QUALIFICATIONS OF THE FIRM BASIS FOR SCORING/ADDITIONAL INFO Resumes of Key project staff members who will be directly involved in the overall effort From reference checking, OHC and HCA had the best references Average Score
Average Score

4. QUALIFICATIONS OF THE ASSIGNED STAFF BASIS FOR SCORING/ADDITIONAL INFO Average Score

5. OVERALL FEES BASIS FOR SCORING/ADDITIONAL INFO
Lowest responsive offer grand total cost divided by proposer grant total cost X 20 HCA had the highest fee at approx. $185K, OHC had the second highest at approx $97K, and RCI had the lowest at approx $37K, however I did not think that low figure was realistic, and did not want to be put in a situation to ask for more money later.

OVERALL SCORE

CRITERIA SCORES

1. UNDERSTANDING OF THE SCOPE OF WORK

2. ACCEPTABILITY OF THE APPROACH AND WORK PLAN

3. QUALIFICATIONS OF THE FIRM

4. QUALIFICATIONS OF THE ASSIGNED STAFF

5. OVERALL FEES

RCI OHC HCA
3 4 5
3 4 5
VENDOR 1 VENDOR 2 VENDOR 3
2 5 5
2 5 5
VENDOR 1 VENDOR 2 VENDOR 3
2 5 5
2 5 5
VENDOR 1 VENDOR 2 VENDOR 3
2 4 5
2 4 5
VENDOR 1 VENDOR 2 VENDOR 3
4 5 2
4 5 2
Change weights based on your preference. Total score should be 1.00

WEIGHT RCI SCORE OHC

SCORE HCA SCORE NOTES

0.20 0.60 0.80 1.00

0.20 0.40 1.00 1.00

0.20 0.40 1.00 1.00

0.20 0.40 0.80 1.00

0.20 0.80 1.00 0.40

1.00 2.60 4.60 4.40

1. UNDERSTANDING OF THE SCOPE OF WORK BASIS FOR SCORING/ ADDITIONAL INFO Thoroughness of Response, Proposed Technical approach and overall work plan Though all 3 states their ability to comply with GASB 34, HCA specifically states their understanding for the City to remove our independent auditor's audit opinion. OHC does mention ability for reports to meet clients' needs and will provide audit support.

2. ACCEPTABILITY OF THE APPROACH AND WORK PLAN BASIS FOR SCORING/ADDITIONAL INFO Quality of Thoroughness of Offeror's Proposed Technical Approach and Work Plan OHC and HCA are thorough with their procedures. Not confident that RCI customized their proposal to the City, they mention "students" and "campus" which makes me believe they don't have extensive experience with munipalities.

Average Score
Firm History and Documented Experience with projects of similar size and scope Not confident that RCI has worked with clients similar to the City and unsure how extensive their experience is with financial reporting or meeting audit requirements.

Average Score

3. QUALIFICATIONS OF THE FIRM BASIS FOR SCORING/ADDITIONAL INFO Resumes of Key project staff members who will be directly involved in the overall effort HCA provided more in depth qualifications and experience for their team members. HCA and OHC included certificates/affiliations that demonstrated their team members are better qualified.

Average Score

4. QUALIFICATIONS OF THE ASSIGNED STAFF BASIS FOR SCORING/ADDITIONAL INFO Average Score

5. OVERALL FEES BASIS FOR SCORING/ADDITIONAL INFO
Lowest responsive offer grand total cost divided by proposer grant total cost X 20 HCA sounds really great, however their price is double the cost of OHC. RCI sounds like a great deal, but I feel like they don't understand the complexity of the City.

OVERALL SCORE

CRITERIA SCORES

1. UNDERSTANDING OF THE SCOPE OF WORK

2. ACCEPTABILITY OF THE APPROACH AND WORK PLAN

3. QUALIFICATIONS OF THE FIRM

4. QUALIFICATIONS OF THE ASSIGNED STAFF

5. OVERALL FEES

RCI HCA OHC
3 5 4
3 5 4

RCI HCA OHC
1 5 4
1 5 4

RCI HCA OHC
2 5 5
2 5 5

RCI HCA OHC
3 5 5
3 5 5

RCI HCA OHC
5 1 2
5 1 2
Change weights based on your preference. Total score should be 1.00

WEIGHT RCI SCORE HCA SCORE OHC

SCORE NOTES

0.20 0.60 1.00 0.80

0.20 0.20 1.00 0.80

0.20 0.40 1.00 1.00

0.20 0.60 1.00 1.00

0.20 1.00 0.20 0.40
OVERALL SCORE 1.00 2.80 4.20 4.00

CRITERIA SCORES

1. UNDERSTANDING OF THE SCOPE OF WORK

2. ACCEPTABILITY OF THE APPROACH AND WORK PLAN

3. QUALIFICATIONS OF THE FIRM

4. QUALIFICATIONS OF THE ASSIGNED STAFF

5. OVERALL FEES
Average Score

5. OVERALL FEES BASIS FOR SCORING/ADDITIONAL INFO
Lowest responsive offer grand total cost divided by proposer grant total cost X 20 ; scaled 1 to 5 Lowest responsive offer grand total cost divided by proposer grant total cost X 20 ; scaled 1 to 5 Resumes of Key project staff members who will be directly involved in the overall effort RCI staff less experienced; HCA over 20 years, certificates & affiliations for asset mgmt; OHC has experienced staff, with certificates in asset management/appraisal; OHC current project manager was on Oxnard audit, work with multiple cities; accredited in appraisals Average Score

4. QUALIFICATIONS OF THE ASSIGNED STAFF BASIS FOR SCORING/ADDITIONAL INFO Quality of Thoroughness of Offeror's Proposed Technical Approach and Work Plan RCI focused on school inventory; HCA has extensive experience with city/county fixed assets valuations, mention of audit trail; OHC, good approach overall but no mention of audit trail or plan for infrastructure Average Score
Firm History and Documented Experience with projects of similar size and scope HCA had audit finding removed for Oxnard; RCI mostly schools/universities - unsure how they will deal with city related assets (streets, traffic lights, wells, etc.); OHC worked with multiple cities with assets counts up to 40,000
Average Score

3. QUALIFICATIONS OF THE FIRM BASIS FOR SCORING/ADDITIONAL INFO

1. UNDERSTANDING OF THE SCOPE OF WORK BASIS FOR SCORING/ ADDITIONAL INFO Thoroughness of Response, Proposed Technical approach and overall work plan RCI no mention of resolving audit issues; HCA addressed audit issues and need to rectify problem on first try to avoid wasting money; OHC familiar with removal of audit findings, project manager on Oxnard 2017 removal, however no mention of infrastructure

2. ACCEPTABILITY OF THE APPROACH AND WORK PLAN BASIS FOR SCORING/ADDITIONAL INFO

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

CITY OF COMPTON
AND
OHC ADVISORS, INC.

This AGREEMENT is entered by and between the CITY OF COMPTON, a municipal corporation of the State of California (hereinafter referred to as “City”) located at 205 South Willowbrook Avenue, Compton, California 90220, and OHC ADVISORS, INC. (hereinafter referred to as “Consultant”), located at 1323 W Fletcher Avenue, Suite B, Tampa, FL 33612.

RECITALS:

WHEREAS, Section 708 (d) of the Compton City Charter provides for the City Controller to Require, and supervise the keeping of, current inventories of all property, real and personal, by the respective officers in charge thereof and periodically to audit the same; and WHEREAS, the City has determined that it will be prudent to engage the services of a professional and experienced fixed assets valuation consultant firm to assist the City with preparation of the Fixed Assets Valuation; and
WHEREAS, Consultant warrants that it is specifically trained, experienced, competent, and has the resources to provide such services which will be required by this Agreement; and WHEREAS, Consultant is willing to render such professional services subject to the terms and conditions set forth in this Agreement.

NOW, THEREFORE, Consultant and City, for the consideration, terms and conditions herein described, mutually agree as follows:

AGREEMENT:

1. SCOPE OF SERVICES TO BE RENDERED BY CONSULTANT
It is the mutual understanding of the parties that the Consultant shall perform and be responsible for rendering services regarding the preparation of a Fixed Assets Valuation.

Professional services shall include, but not be limited to, the Deliverable(s) indicated below:

Deliverables:
1) Provide a physical inventory of all assets on the City’s fixed assets listing in accordance with the City’s Capital Asset Policy and prepare accounting records for all asset categories.
2) Recommend an approach to improving fixed asset categorization and tracking in reference to City’s current fixed asset listing, policy and any other identified items.

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
2 3) Identify scope of work to be undertaken before, during and after the valuation and what would be required from the City in terms of access and staff resources to complete the proposed scope of work.
4) Scope of work shall include the following items, or make specific reference to any deviation from points a through g below:
a) Proposer will provide detail of which asset information the City should include in each fixed asset record (e.g., Asset Description, Manufacturer, Make, Model, Asset/ Tag Number, Serial Number, Asset Location , Valuation of Asset, Useful Life, Asset Class (Classification Codes provided by the City), etc.).
b) For each fixed asset the Proposer will provide accounting records that include the detail items identified above.
c) The Proposer will be responsible for providing the fixed assets inventory data on flash drive in a file format such that the data can be loaded into a basic City Governmental fixed asset accounting software.
d) The Proposer will complete a reconciliation of the Physical Inventory to the General Ledger and propose journal entries to bring the City’s Fixed Asset Valuation current in the City’s General Ledger. e) Report on other matters that come to your attention in the course of your evaluation that, in your professional opinion, the City should consider.
f) Present findings, in person, to the City’s management group. g) Prepare a final Fixed Asset report and five (5) bound copies.

Consultant acknowledges that in entering into this Agreement the City is relying on Consultant's special skills and experience to do and perform the services in accordance with best standards of professional practice. While performing the Services, Consultant agrees to perform all the said work and furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Consultant services hereunder shall be performed in good, workmanlike and professional manner. Consultant shall be responsible for correcting and completing all errors and omissions related to the services provided by the Consultant for this Agreement at no additional cost to the City. “Errors” and “Omissions” for purposes of this paragraph are defined to mean a failure by the Consultant to meet the standards of its profession as set forth in the preceding paragraph.

The acceptance of the services by City does not release Consultant from these obligations.

Consultant will be responsible for employing or engaging all persons necessary to perform the services. All of Consultant's staff will be qualified by training and experience to perform their assigned tasks. Consultant will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Consultant fails or refuses to Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
3 carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from the services.

Scott Hodges, ASA, VP of Fixed Assets of Consultant, will serve as the Project Manager and shall be primarily responsible for representing Consultant in performance of this Agreement.

2. Duration of Contract. Consultant agrees to commence the services provided for herein upon written Notification to Proceed from the City and to continue in a diligent and professional manner until the project is complete, or upon exhaustion of authorized funding, whichever occurs first, unless this Agreement is terminated as provided herein. The parties anticipate that Consultant’s services will be completed by or before June 2023.

Consultant will generally adhere to the schedule set forth within Consultant’s Proposal provided that City will grant reasonable extensions of time for the performance of the services occasioned by unusually lengthy governmental reviews of Consultant’s work product or other unavoidable delays occasioned by unforeseen circumstances; provided, further, that such unavoidable delay will not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, Consultant’s officers or employees.

Consultant acknowledges the importance to City of City’s project schedule and agrees to put forth its best professional efforts to perform the services in a manner consistent with that schedule. City understands, however, that Consultant’s performance must be governed by sound practices. Consultant will work such overtime or engage such personnel and equipment as necessary to maintain the schedule, without additional compensation.

3. Compensation. The method of payment for these services will be billed on a timeand-materials basis. The total price paid the Consultant will include compensation for all work, including travel, materials, supplies, vendor services, expenses and subcontracted work. No additional compensation will be paid to the Consultant, unless there is a change in the scope of the work or the scope of the project. In the instance of a change in the scope of work or scope of the project, adjustment to the total compensation will be negotiated between the Consultant and the City. Adjustment in the total compensation will not be effective until authorized and approved in writing by the City.

Progress payments may be made in arrears based on the percentage of work and deliverables completed by the Consultant. If Consultant fails to submit the required deliverable items according to schedule or as required by the Agreement, except for those amounts that are due and not reasonably in dispute, the City shall have the right to delay payment and/or terminate this Agreement in accordance with the provisions noted herein.

Consultant shall be reimbursed within sixty (60) days, or as promptly as fiscal procedures may permit, upon receipt by the City of itemized invoices for services completed. Invoices shall be submitted no later than 45 calendar days after the performance of work for which the Consultant is billing. Invoices shall detail the work performed on each task as applicable. Invoices shall be delivered or mailed to the City Controller at the following address: City of Compton, 205 South Willowbrook Avenue, Compton, California 90220.

The Consultant is required to comply with all federal, state and local laws and ordinances applicable to the services provided under this Agreement.

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
4 As full and complete compensation for performance of all the services performed by the Consultant as described in Section 1 of this Agreement, City shall pay, and Consultant agrees to accept, a not-to-exceed maximum sum of Ninety-two thousand three hundred dollars ($92,300.00).

In the event of termination, the Consultant shall be entitled to compensation for the undisputed reasonable value of services performed to the effective date of termination, including any non-cancellable obligations incurred prior to termination; provided, however, that the City may condition payment of such compensation upon the Consultant’s delivery to the City of any and all City property, documents, s, records, materials and work product associated with the performance of this Agreement.

4. Ownership of Materials. All product produced by Consultant or its agents, employees, and subcontractors pursuant to this Agreement (the “Work Product”) is the property of City. In the event this Agreement is terminated, all Work Product produced by Consultant or its agents, employees and subcontractors pursuant to this Agreement will be delivered to City pursuant to the termination clause of this Agreement. Consultant will have the right to make one (1) copy of the Work Product for Consultant’s records.

The Work Product may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable, without further employment of or payment of any compensation to Consultant; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another consultant to use, the Work Product, City agrees to hold Consultant harmless from any and all liability, costs, and expenses relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Consultant, or anyone for whose acts it is responsible, in preparation of the Work Product.

Consultant will not be responsible for deficiencies solely attributable to modifications of the Work Product performed by others, or that arise from use of the Documents in connection with a project or site other than that shown in the Work Product.

5. Independent Contractor Status. Consultant, its officers, employees, subconsultants, subcontractors, agents and volunteers (collectively hereinafter the “Consultant”), will perform the services in Consultant's own way and pursuant to this Agreement as an independent contractor and in pursuit of Consultant's independent calling, and not as an employee of City. The persons used by Consultant to provide the services under this Agreement will not be considered employees of City for any purposes. Neither the City nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Consultant, except as expressly set forth in this Agreement. Consultant expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Agreement that Consultant shall not at any time or in any manner, represent that Consultant is in any manner officers, employees, agents or volunteers of the City. Consultant shall obtain no rights to retirement, health care or any other benefit that accrue to City officials, officers, or employees. Consultant expressly waives any claim to such rights.

The payment made to Consultant pursuant to the Agreement will be the full and complete compensation to which Consultant is entitled. City will not make any federal or state tax withholdings on behalf of Consultant or its agents, employees or subcontractors. City will not pay any workers' compensation insurance, retirement contributions or unemployment contributions on Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
5 behalf of Consultant or its employees or subcontractors. Consultant agrees to indemnify and pay City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Consultant or any agent, employee, or contractor of Consultant for work done under this Agreement. At the City’s election, City may deduct the amounts paid pursuant to this Section, from any balance owing to Consultant.

6. Successors, Assignment and Delegation. City and the Consultant each binds themselves, their partners, successors, assigns and legal representatives to the other hereto and to partners, successors, assigns and legal representatives of such other party in respect to all covenants, agreements and obligations contained in this Agreement.

The expertise and experience of Consultant are material considerations for this Agreement. Consultant shall not assign or transfer any interest in this Agreement or the performance of any of Consultant’s obligations under this Agreement without the prior written consent of the City. Any attempted assignment or transfer of any of Consultant’s rights, duties or obligations arising under this Agreement shall be null and void.

7. Nondiscriminatory Employment Practices. During the performance of this Agreement, the Consultant agrees not to discriminate against any employee or applicant for employment because of race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.

The Consultant agrees to post in conspicuous places, available to employees, applicants and subcontractors for employment, notices setting forth the provisions of this non-discrimination clause.

In the event of the Consultant’s non-compliance with the non-discrimination clause of this Agreement, this Agreement may be immediately canceled, terminated or suspended in whole or in part.

8. Subcontracting. Consultant's services are unique and personal. Except as may be specified in Consultant’s Proposal and agreed to by the City, Consultant will not subcontract any portion of the services without prior written approval of City Manager or his/her designee. If Consultant subcontracts any of the services, Consultant will be fully responsible to City for the acts, errors and omissions of Consultant's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Consultant is for the acts and omissions of persons directly employed by Consultant. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Consultant and City. Consultant will be responsible for payment of subcontractors. Consultant will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Consultant's work unless specifically noted to the contrary in the subcontract and approved in writing by City.

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
6 9. Other Consultants. The City reserves the right to employ other consultants in connection with the services.

10. Indemnification. Consultant shall indemnify and save harmless the City, its officials, officers, employees, agents and volunteers (collectively hereinafter the “City”), against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and shall indemnify and save the City from any and all liability and expense including reimbursement of reasonable defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Workers’ Compensation claims, of or by anyone whomsoever to the extent resulting from or arising out of the negligent, reckless or willful misconduct for the Consultant, its officers, employees, subconsultants, subcontractors or agents in the performance of the duties undertaken by Consultant pursuant to this Agreement.

This indemnification and hold harmless obligation does not extend to claims arising out of the negligence or willful misconduct of the City.

11. Insurance. Without limiting the Consultant’s indemnification of the City, Consultant shall obtain and maintain, at its cost and expense, for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Consultant or Consultant’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. Such evidence shall specifically identify this Agreement and shall contain express conditions that the City is to be given written notice at least thirty (30) days in advance of any termination or implementation of a reduction of limits or material change of insurance coverage as specified herein. Failure on the part of the Consultant to procure or maintain insurance shall constitute a material breach upon which the City may immediately terminate this Agreement. All insurance required hereunder shall be primary with respect to any insurance maintained by the City.

Coverages and Limits. Consultant will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or City Manager, in consultation with the City Attorney approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Consultant's indemnification obligations under this Agreement. City, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Consultant pursuant to this Agreement are adequate to protect Consultant. The coverage will contain no special limitations on the scope of its protection to the above-designated insureds except for Workers Compensation and Professional Liability (i.e. errors and omissions insurance). Consultant will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. If Consultant believes that any required insurance coverage is inadequate, Consultant will obtain such additional insurance coverage, as Consultant deems adequate, at Consultant's sole expense.

11.1 Commercial General Liability Insurance. $1,000,000 combined singlelimit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit.

11.2 Automobile Liability. $1,000,000 combined single-limit per accident for bodily injury and property damage.

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
7 11.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Consultant has no employees and provides, to City's satisfaction, a declaration stating this.

11.4 Professional Liability. Errors and omissions liability appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. The coverage shall also provide an extended two (2) year period commencing upon termination or cancellation of this Agreement.

Endorsements. For Commercial General Liability Insurance and Automobile Liability Insurance, Consultant will ensure that the policies are endorsed to name the City of Compton and its respective elected and appointed officers, officials, employees, agents and volunteers as “additional insureds” with respect to liability arising out of the activities of the Consultant. Any failure to comply with provisions of the policies shall not affect coverage provided to the City.

Prior to City's execution of this Agreement, Consultant shall furnish certificates of insurance and endorsements to City.

Waiver of Subrogation. The policies shall contain a waiver of subrogation for the benefit of City.

12. Permits and Licenses. Consultant, at its own expense, during the term of this Agreement, shall obtain and maintain all appropriate business and professional permits, licenses and certificates that may be required in connection with the performance of services by the Consultant. Upon execution of this Agreement, the Consultant shall show evidence of a business license permit in conformance with Section 9-1.2 of the Compton Municipal Code.

13. Maintenance of Records. Consultant will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Consultant will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement.

Consultant will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of seven (7) years, or longer if required by law, from the date of final payment under this Agreement.

14. Warranties. Consultant represents and warrants (i) that Consultant has no obligations, legal or otherwise, inconsistent with the terms of this Agreement or with Consultant’s undertaking this relationship with City, (ii) that the performance of the services called for by this Agreement do not and will not violate any applicable law, rule or regulation or any proprietary or other right of any third party, (iii) that Consultant will not use in the performance of his responsibilities under this Agreement any confidential information or trade secrets of any other person or entity and (iv) that Consultant has not knowingly entered into or will enter into any agreement (whether oral or written) in conflict with this Agreement.

15. Federal and State Withholding Taxes. Consultant shall be responsible for paying when due all federal and state income withholding taxes for all earning under this Agreement.

Consultant agrees to indemnify City for any claims, costs, losses, fees, penalties, interest, or damages suffered by City resulting from Consultant’s failure to comply with this provision.

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
8 16. General Compliance with Laws. Consultant will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Consultant, or in any way affect the performance of the services by Consultant. Consultant will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of the services with all applicable laws, ordinances and regulations.

17. Termination. In the event of the Consultant's failure to prosecute, deliver, or perform the services, after giving written notice of default and two (2) days to correct the same, then, in addition to any other remedies, City may terminate this Agreement for nonperformance by notifying Consultant in writing. Consultant has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Consultant has performed. Based upon that finding City will determine the final payment of the Agreement. In the event City elects to terminate, City will have the right to immediate possession of all Work Product and work in progress prepared by Consultant, whether located at the project site, at Consultant's place of business, or at the offices of a subconsultant.

The City’s obligation is payable only from funds appropriated for the purpose of this Agreement. All funds for payments after the end of the current fiscal year are subject to the City’s legislative appropriation for this purpose. In the event this Agreement extends into succeeding fiscal year periods and the City Council does not allocate sufficient funds for the next succeeding fiscal year payments, this Agreement shall terminate immediately upon written notice from the City.

Either Party, upon tendering thirty (30) calendar days written notice to the other Party, may terminate this Agreement for convenience. In this event and upon request of City, Consultant will assemble the work product without charge and put it in order for proper filing and closing and deliver it to City. Consultant will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made.

18. Covenants Against Contingent Fees. Consultant warrants that Consultant has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to terminate this Agreement for nonperformance, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.

19. Claims And Lawsuits. By signing this Agreement, Consultant agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation.

Consultant acknowledges that if a false claim is submitted to City by Consultant, it may be considered fraud and Consultant may be subject to criminal prosecution. Consultant acknowledges that California Government Code sections 12650 et seq., the False Claims Act, applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
9 City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Consultant acknowledges that the filing of a false claim may subject Consultant to an administrative proceeding as the result of which Consultant may be prevented to act as a Consultant on any public work or improvement for a period of up to five (5) years. Consultant acknowledges Michael Baker Inc. Consultants by another jurisdiction is grounds for City to terminate this Agreement.

20. Certifications. The Consultant, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, manager:
 is not currently under suspension, voluntary exclusion, or determination of ineligibility by any Federal, State or local agency;
• has not been suspended, voluntarily excluded or determined ineligible by any Federal, State or local agency within the past 3 years;
• has not been indicted, convicted, or had a civil judgment rendered against he/she/it by a court of competent jurisdiction in any matter involving fraud or official misconduct in connection with obtaining, attempting to obtain, or performing a public (Federal, state or local) transaction or contract under a public transaction; violation of Federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property within the past 3 years; and
 are not presently indicted or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in the preceding paragraph; and
 have not had one or more public transactions (Federal, State or local) terminated for cause or default within the past 3 years.

If there are any exceptions to this certification, insert the exceptions in the following space. [Supply exceptions on separate page]
For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.
[Attach separate page]
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. The above certifications are part of this contract. Signing this agreement on the signature portion thereof shall also constitute signature of the above Certifications.
______________________________________ ___________________ Scott Hodges, Vice President (Date)

21. Jurisdiction, Venue and Governing Law. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of Los Angeles, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
10 other county. This agreement will be governed by the laws of the State of California.

22. Testimony. Consultant will testify at City's request if litigation is brought against City in connection with Consultant's services under this agreement. Unless the action is brought by Consultant, or is based upon Consultant's actual or alleged negligence or other wrongdoing, City, upon prior written agreement with Consultant will compensate Consultant for time spent in preparation for testimony, testimony, and travel at Consultant's standard hourly rates at the time of actual testimony.

23. Waivers. The waiver by either Party of any breach or violation of any term, covenant, or condition of this Agreement or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under this Agreement will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Agreement or any applicable law.

24. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Agreement.

25. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.

26. Amendments. This Agreement may be modified or amended only be written document executed by both Consultant and City’s City Manager and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the parties to amend the terms and conditions of this Agreement.

27. Confidentiality. All documents, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of the Services pursuant to the Agreement are confidential until released by the City to the public, and the Consultant will not make any of these documents or information available to any individual or organization not employed by the Consultant or the City without the written consent of the City before any such release.

28. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it embody the entire Agreement and understanding between the parties relating to the subject matter of it. The City Manager is authorized, in consultation with the City Attorney, to agree to non-material amendments to this Agreement. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties.

29. Notices. Any notices required or permitted under this Agreement shall be effective when delivered in person; and effective one (1) business day after delivery by facsimile transmission; and effective five (5) days after mailing by U.S. Mail, postage prepaid and properly addressed as follows:

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
11 TO CONSULTANT: OHC ADVISORS, INC.
1323 W. Fletcher Avenue, Suite B
Tampa, FL. 33612
Attn: Scott Hodges, Vice President
(941) 545-4501
TO CITY: CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
Attn: Sharon Rahban Navizadeh, City Controller
City Controller’s Department
(310) 605-5678
Note: A copy of any notice provided to the City Controller shall also be provided to: City Manager, 205 South Willowbrook Avenue, Compton, California 90220.

30. Miscellaneous. No provision of this Agreement is to be interpreted for or against either party because that party or that party’s legal representative drafted such provision.

Should either party hereto, or any representative, successor or assign of either party hereto, resort to litigation to enforce the provisions of this Agreement, the party or parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the party or parties against whom enforcement is sought.

IN WITNESS WHEREOF, Consultant has executed this Agreement, and the City, by its City Manager, who is authorized to do so, has executed this Agreement.

OHC Advisors, INC.

Dated: _______________ By ___________________________________ Scott Hodges, Vice President

CITY OF COMPTON
Recommended for Approval:

By __________________________________ Dated: ______________ Sharon Rahban Navizadeh
City Controller
Approved by:

Professional Services Agreement – OHC Advisors, Inc.

Fixed Assets Valuation /Resolution No____
12 Dated: _______________ By _________________________________ Thomas Thomas, City Manager
Approved as to form:

By _________________________________ Dated: ______________ Eric Perrodin, City Attorney
ATTEST:

Dated: _______________ By __________________________________ Alita Godwin, City Clerk
City of

CITY OF COMPTON,

CALIFORNIA

REQUEST FOR PROPOSALS
FOR

FIXED ASSETS VALUATION

CITY OF COMPTON
205 SOUTH WILLOWBROOK AVENUE
COMPTON, CA 90220
March 29, 2022
City of Compton
Request for Proposals March 29, 2022

TABLE OF CONTENTS

INTRODUCTION
A. General information
B. Term of engagement

DESCRIPTION OF THE ENTITIES
A. General
B. Officials and management
C. Financial accounting system
D. Component units
E. Fund classification

SCOPE OF WORK TO BE PERFORMED

GENERAL REQUIREMENTS

TIME REQUIREMENTS
A. Proposal Calendar
B. Date of final selection of winning proposal

PROPOSAL REQUIREMENTS
A. Number of copies of proposal
B. Format of proposal

1. Title page

2. Table of content

3. Transmittal letter

4. Technical proposal

5. Cost Proposal

6. Quality Control

7. Executed copies of Proposer Guarantees and Proposer Warranties

EVALUATION PROCEDURES
A. Evaluation
B. Evaluation Factors
C. Evaluation Process
D. Oral Presentation
E. Right to reject proposals
City of Compton
Request for Proposals March 29, 2022

GENERAL PROVISIONS
A. City of Compton business license
B. Bid bond
C. Performance bond
D. Insurance Requirements

1. Minimum scope and limits of insurance

2. Other insurance provisions

3. Additional Insured Status

4. Subcontractors

5. Notice of Cancellation

6. Primary Coverage

7. Waiver of Subrogation

8. Acceptability of Insurers

9. Claims Made Policy

10. Coverage Limit Specifications

11. Self Insured Retention

12. Evidence of Coverage
E. Indemnification
F. Other information available and contacts for information

APPENDICES
Appendix “A” - SUMMARY OF PROFESSIONAL FEES AND EXPENSES

FOR THE AUDIT OF CITY OF COMPTON
Appendix “B” - PROPOSER GUARANTEES
Appendix “C” - PROPOSER WARRANTIES
City of Compton
Request for Proposals March 29, 2022

INTRODUCTION

A. General Information
The City of Compton is requesting proposals from qualified firms to assist the City to identify and ensure appropriate accounting of all City fixed assets in excess of the City’s Capitalization threshold.

Copies of a proposal must be received by the City Clerk, City of Compton before 4:00 pm (PT) on May 19, 2022. The City of Compton reserves the right to reject any or all proposals submitted. Proposals submitted will be evaluated by the City’s management specifically selected and authorized to do so. During the evaluation process, the City of Compton reserves the right to request additional information or clarification from proposers or to allow corrections of errors or omissions. At the discretion of the City of Compton, firms submitting proposals may be requested to make oral presentations as part of the evaluation process.

The City of Compton reserves the right to retain all proposals submitted and to use any ideas in a proposal regardless of whether or not the proposal is selected.

Submission of a proposal indicates acceptance by the firm of the conditions contained in this request for proposals unless clearly and specifically noted otherwise in the proposal submitted and confirmed in the contract between the City of Compton and the firm selected. It is anticipated that the selection of a firm will be completed by May 31, 2022.

B. Term of Engagement
The contract for this fixed asset valuation services shall cover the time taken to complete the tasks outlined in the scope of work. It is preferred that the services be completed in a period not to exceed 4 months. Candidates should indicate in their proposals how they propose to complete the project in the preferred time frame.

DESCRIPTION OF THE ENTITIES
A. General
The City of Compton was incorporated on May 11, 1888, under the laws of the State of California and enjoys all the rights and privileges applicable to a charter city. The City is centrally located between the greater Los Angeles and Long Beach metropolitan areas and encompasses approximately 10 square miles. The City’s current population is estimated at 100,000.

City of Compton
Request for Proposals March 29, 2022

B. Officials and Management
The City operates under a City Charter with a Council-Manager form of government. It has a Mayor and four (4) Council Members who are elected to four-year terms in alternate slates of two and two every second odd-numbered year with the Mayor being elected every four years.

The City Manager is a hired position. The City Attorney, City Treasurer and City Clerk are elected.

The City has a City Controller who oversees operations of the City Controller’s Office comprising the financial accounting functions of General Ledger, Accounts Payable, Receivables, Payroll and Internal Audit. The City Controller is assisted by a Deputy City Controller.

The City currently has an Audit Committee and a Finance Committee. The City Controller performs the financial oversight responsibility and reports directly to the City Council.

C. Financial Accounting System
The City currently utilizes One Solution to record and manage its financial accounting data; and ADP system to augment its payroll function. The financial system contains all the financial accounting data for the City and its component units. The component units are blended in the City’s financial statements. The city is planning to upgrade or change its financial accounting system within the next two years.

Financial statements are prepared for the City as a whole. The City’s Financial Statements include separate financial statements for governmental funds, proprietary funds, and fiduciary funds, even though the latter are excluded from the government-wide financial statements. Major individual governmental funds and the major individual enterprise funds are reported as separate columns in the fund financial statements.

The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting, as are proprietary fund and fiduciary fund financial statements. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements have been met.

Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period. For this purpose, the City considers property tax revenues to be available if they City of Compton
Request for Proposals March 29, 2022

are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when the related fund liabilities are incurred, except for debt service expenditures as well as expenditures related to compensated absences and claims and judgments, which are recorded only when payment is due.

D. Component units
The component units discussed below are usually included in the financial statements of the City because of their operational or financial relationships with the City of Compton.

The Successor Agency is the successor entity to the former Community Redevelopment Agency of the City of Compton (the "Former Agency"). The Former Agency was established pursuant to the Community Development Law, constituting Part 1 of Division 24 of the California Health and Safety Code, as amended (the "Redevelopment Law").

The Former Agency was dissolved as of February 1, 2012, pursuant to legislation passed as part of the 2011 Budget Act of the State of California (the "State"). Since the Former Agency's dissolution, the City of Compton, California (the "City") has served as the Successor Agency pursuant to the Dissolution Act (as defined herein). However, as clarified by California Health and Safety Code Section 34173(g), the City and the Successor Agency are separate entities and are not merged as the result of the City's election to serve as the Successor Agency. Currently, the City Council members are also the members of the Successor Agency Board. Based upon the nature of the Successor Agency's custodial role, the Successor Agency is reported in a fiduciary fund (private-purpose trust fund).

All of the Former Agency's non-housing assets, properties, contracts, leases, books and records were transferred to the control of the Successor Agency by operation of law. As clarified by California Health and Safety Code Section 34173(g), the City and the Successor Agency are separate entities and are not merged as a result of the City's election to serve as the Successor Agency. Neither the assets nor the liabilities of the Former Agency are transferred to the City by virtue of the City's election to serve as the Successor Agency.

The Successor Agency is tasked with winding down the Former Agency's affairs. Many of the Successor Agency's actions are subject to the prior approval, or the direction of the Oversight Board. The Successor Agency will continue to exist until all enforceable obligations have been paid. The Dissolution Act provides that the Successor Agency will submit to the Oversight Board a request to formally dissolve the Successor Agency after all of the enforceable obligations have been retired or paid, all real property has been disposed, and all outstanding litigation has been resolved. The City of Compton
Request for Proposals March 29, 2022

Oversight Board must approve such request within 30 days. After the Oversight Board's approval, the request must be submitted to the DOF. The DOF will have 30 days to approve or deny such request. When the DOF has approved the request, the Successor Agency must take the final steps pursuant to the Dissolution Act within 100 days of the DOF notification to dissolve the Successor Agency. Such final steps include the disposition of any remaining assets and the transfer of all such disposition proceeds to the County Auditor-Controller for disbursement to the taxing entities.

The Public Finance Authority (PFA) was organized in 1987 under a joint exercise of power agreement to provide financing for public capital improvements for the City and the Compton Redevelopment Agency. The Authority’s financial activities are reported in a separate capital projects fund.

The Housing Authority of the City of Compton (Housing Authority) was established in 1969 pursuant to State legislation. On December 1, 1976, the Housing Authority entered into an Annual Contributions Contract with HUD and received allocation of Section 8 Certificate units. The Housing Authority operates two programs: the Housing Choice Voucher Program, which provides monthly rental assistance to participants who want to rent from private landlords, but cannot afford the full monthly rental payment; and the Family Self-Sufficiency (FSS) Program, which assists families in creating plans that will lead to economic independence.

E. Fund classifications
The City reports the following major governmental funds:
a. General Fund – This fund is used to account for resources traditionally associated with governments, which are not required to be accounted for in another fund. b. Federal Grants Fund – This fund is used to account for various grants received from the agencies of the Federal government.
c. Retirement Fund – This fund accounts for the contributions made by the City to its public employees’ retirement system. The activity is financed from a special tax levy. d. The Public Finance Authority Debt Service Fund – This fund was set up to finance and account for the payment of interest and principal on the outstanding long-term indebtedness issued by the Public Finance Authority. The principal source of revenue of this fund is the Base Rental Payments made by the City to the Authority. e. Compton Housing Successor Capital Projects Fund – This fund is used to account for the housing assets and functions related to the Low and Moderate Income Housing Program retained by the City following dissolution of the former Agency.

City of Compton
Request for Proposals March 29, 2022

The major proprietary funds are:
f. Water Utility Fund – This fund is used to account for the provision of water to residents of the City. All activities necessary to provide such services are accounted for in this fund, including, but not limited to, administration, operations, maintenance, financing, billing, and collection.
g. Rubbish Fund – This fund is used to account for the provision of rubbish collection services to residents and businesses within the City.
h. Sewer Fund – This fund is used to account for the costs of replacing and upgrading portions of the City’s sewer system and its operations.

SCOPE OF WORK TO BE PERFORMED
The City of Compton provides a wide range of services to its citizens. These services include fire protection; construction and maintenance of streets, traffic signals and infrastructure; community development; recreational activities and cultural events; parks; parking facilities; water; wastewater; rubbish; and a golf course.

The City of Compton is seeking services to assist the City to identify and ensure appropriate accounting of all City assets in excess of the City’s capitalization threshold.

All fixed asset records are currently maintained on Excel. Current records have limited detailed information in order to definitively identify the physical location or valuation of each asset.

The scope of services to be provided is as follows:
1) Provide a physical inventory of all assets on the City’s fixed assets listing in accordance with the City’s Capital Asset Policy and prepare accounting records for all asset categories. 2) Recommend an approach to improving fixed asset categorization and tracking in reference to City’s current fixed asset listing, policy and any other identified items.

3) Identify scope of work to be undertaken before, during and after the valuation and what would be required from the City in terms of access and staff resources to complete the proposed scope of work.

Scope of work shall include the following items, or make specific reference to any deviation from points a through g below:
a. Proposer will provide detail of which asset information the City should include in City of Compton
Request for Proposals March 29, 2022

each fixed asset record (e.g., Asset Description, Manufacturer, Make, Model, Asset/ Tag Number, Serial Number, Asset Location , Valuation of Asset, Useful Life, Asset Class (Classification Codes provided by the City), etc.). b. For each fixed asset the Proposer will provide accounting records that include the detail items identified above.
c. The Proposer will be responsible for providing the fixed assets inventory data on flash drive in a file format such that the data can be loaded into a basic City Governmental fixed asset accounting software.
d. The Proposer will complete a reconciliation of the Physical Inventory to the General Ledger and propose journal entries to bring the City’s Fixed Asset Valuation current in the City’s General Ledger.
e. Report on other matters that come to your attention in the course of your evaluation that, in your professional opinion, the City should consider. f. Present findings, in person, to the City’s management group. g. Prepare a final Fixed Asset report and five (5) bound copies.

Qualifications
Experienced consultant familiar with fixed asset inventories, appraisals, and management systems.

Recent experience (last five years) completing similar work Excellent communication skills, including but not limited to report preparation and information depiction through maps, charts, and graphs.

Conditions
The contractor must be available to start work by June 1, 2022. The City requires the consultant to designate one individual as the project manager. The project manager will be the point of contact for all communications including reporting and invoices for this purchase order and will be responsible for oversight of all work activities.

Inquiries/Clarifications
Questions and answers shall be to Deputy City Controller, Jocelyn Logan at [email protected] until 4:00 p.m., May 19, 2022. The City will not be bound by or be responsible for any interpretations or conclusions drawn from this RFP.

City of Compton
Request for Proposals March 29, 2022

GENERAL REQUIREMENTS
This procurement will be conducted in accordance with the City of Compton procurement codes and procedures.

1. Receiving Time/Late Proposals
It is the responsibility of the proposer to submit their proposal with sufficient time to be received by the City prior to the opening date and time. Late or incomplete proposals will not be accepted.

2. Acceptance of Conditions Governing the Procurement
Offerors must indicate their acceptance of the Conditions Governing the procurement in the letter of transmittal. Submission of a proposal constitutes acceptance of the Evaluation Factors contained in Section of “Evaluation Factors” of this RFP.

3. Incurring Cost
Any cost incurred by the offeror in preparation, transmittal, presentation of any proposal or material submitted in response to this RFP shall be borne solely by the offeror.

Any cost incurred by the offeror for set up and demonstration or for interviews shall be borne solely by the offeror.

4. Prime Contractor Responsibility
Any contract that may result from the RFP shall specify that the prime contractor is solely responsible for fulfillment of the contract with the City. The City will make contract payments only to the prime contractor.

5. Offeror’s Rights To Withdraw Proposal
Offerors will be allowed to withdraw their proposals at any time prior to the deadline for receipt of proposals. The offeror must submit a written withdrawal request signed by the offeror’s duly authorized representative addressed to the City’s Contact.

The approval or denial of withdrawal requests received after the deadline for receipt of the proposals is governed by the applicable procurement regulations.

6. Proposal Offer Firm
Responses to this RFP, including proposal prices, will be considered firm for ninety (90) days after the due date for receipt of proposals or sixty (60) days after receipt of a best and final offer if one is requested.

7. Best and Final Offer
The City reserves the right to request Best and Final Offers from any or all proposers. This will be the only opportunity to amend or modify proposals based on feedback from the City.

Information from competing proposals will not be disclosed.

City of Compton
Request for Proposals March 29, 2022

8. Disclosure of Proposal Contents
All proposals submitted in response to this RFP will become the property of the City of Compton and may be a matter of public record subject to the State of California Public Records Act (California Government Code Section 6250 et seq.).

All proposals will be treated as confidential documents until the selection process has been completed. Once the selection has been made and the contract approved by the City Council, all proposals will become a public record. Under the California Public Records Act, any information submitted with a response is a public record subject to disclosure unless a specific exemption applies. The City assumes no responsibility for protecting the confidentiality of materials submitted by vendors as part of their proposals. In the event a vendor desires to keep portions of its proposal confidential, the confidential information so claimed must be identified in writing at the time the proposal is submitted. The vendor must clearly identify those portions with the word “Confidential” printed on the top right hand corner of the page.

If the City receives a request from a third party for a copy of the vendor’s proposal pursuant to the California Public Records Act or another applicable public disclosure law and the vendor has identified material within the proposal as confidential in accordance with the preceding paragraph, the City will provide the vendor with prompt notice of the request in order to allow the vendor an opportunity to seek a protective order or other appropriate remedy in order to prevent the disclosure of the material identified as confidential. It is the vendor’s responsibility to advise the City of the vendor’s intent to seek a protective order or to advise the City of the vendor’s decision to waive the opportunity to seek a protective order in a timely fashion in order to allow the City an opportunity to comply with any applicable deadlines for disclosure. If a protective order or other remedy is not obtained by the vendor in a timely fashion or the vendor waives the opportunity to seek a protective order, the City may disclose the vendor’s entire proposal in accordance with the California Public Records Act or other applicable law.

The City assumes no responsibility for disclosure or use of unmarked data for any purpose. If the City receives a request from a third party for a copy of the vendor’s proposal pursuant to the California Public Records Act or another applicable public disclosure law and the vendor has not identified any material within the proposal as confidential, the City will treat the entire proposal as a public record subject to disclosure. Ultimately, it is the proposer's obligation and expense to protect information that the vendor claims is confidential.

9. No Obligation
The procurement in no manner obligates the CITY to the eventual rental, lease, purchase, etc., of any equipment, software, or services offered until a valid written contract is awarded and approved by appropriate authorities.

10. Termination
This RFP may be canceled at any time and any and all proposals may be rejected in whole or in part when the City determines such action to be in the best interest of the City of Compton.

City of Compton
Request for Proposals March 29, 2022

11. Sufficient Appropriation
Any contract awarded, for multiple years, as a result of the RFP process may be terminated if sufficient appropriations or authorizations do not exist. Such termination will be effected by sending written notice to the contractor. The City’s decision as to whether sufficient appropriations and authorizations are available will be accepted by the contractor as final.

12. Governing Law
This procurement and any Contract with proposer that may result shall be governed by the laws of the State of California.

13. Oral Changes and Basis for Proposal
Do not rely upon oral explanations. Changes and addenda will be issued in writing. Only information supplied by the City in writing through the Controller’s Office, the City’s Contact, or in this RFP should be used as the basis for the preparation of proposals.

14. Contract Terms and Conditions
The contract between the City and a contractor will follow the format specified by the City and contain the terms and conditions set forth in Appendix A, “Contract Terms and Conditions.” However, the City reserves the right to negotiate with a successful proposer the final provisions or provisions in addition to those contained in this RFP. The contents of this RFP, as revised and/or supplemented, and the successful proposal will be incorporated into and become part of the contract.

Should a proposer object to any of the City’s terms and conditions, as contained in this Section that proposer must propose specific alternative language. The City may or may not accept the alternative language. General references to the proposer’s terms and conditions or attempts at complete substitutions are not acceptable to the City and may result in disqualification of the proposer.

Proposer must provide a brief discussion of the purpose and impact, if any, of each proposed changed followed by the specific proposed alternate wording.

15. Proposer’s Terms and Conditions
Proposers must submit with the proposal a complete set of any additional terms and conditions that they expect to have included in a contract negotiated with the City.

16. Right To Waive Minor Irregularities
The City reserves the right to waive minor irregularities and the right to waive mandatory requirements provided that all of the otherwise responsive proposals fail to meet the same mandatory requirements and/or doing so does not otherwise materially affect the procurement.

This right is at the sole discretion of the City.

17. Change in Contractor Representatives
The City reserves the right to require a change in contractor representatives if the assigned City of Compton
Request for Proposals March 29, 2022

representatives are not, in the opinion of the City, meeting its needs adequately.

18. Right To Publish
Throughout the duration of this procurement process and contract term, potential proposers, proposers, and contractors must secure from the City written approval prior to the release of any information that pertains to the potential work or activities covered by this procurement or the subsequent contract. Failure to adhere to this requirement may result in disqualification of the proposer or termination of the contract.

19. Ownership of Proposals
All documents submitted in response to the RFP shall be become the property of the City of Compton and are subject to public records request.

20. Contract Award
Proposal will be evaluated by Committee comprised of City staff and may include outside consultants. The Evaluation Committee will make an award recommendation. This contract shall be awarded to the proposer or proposers whose proposal received the most points.

Proposers will be notified when the award is being made.

21. Records and Audits
The CONTRACTOR shall maintain such detailed records as may be necessary to demonstrate its performance of the duties required by this Contract, including the date, time and nature of services rendered. These records shall be maintained for a period of five years from the date of the final payment under this Contract and shall be subject to inspection by CITY. The CITY shall have the right to audit any billings or examine any records maintained pursuant to this Contract both before and after payment. Payment under this Contract shall not foreclose the right of CITY to recover excessive and/or illegal payments.

22. Enforcement of Contract/Waiver
A party's failure to require strict performance of any provision of this Contract shall not waive or diminish that party's right thereafter to demand strict compliance with that or any other provision.

No waiver by a party of any of its rights under this Contract shall be effective unless expressed in writing and signed by the party alleged to have granted the waiver. A waiver by a party of any of its rights shall not be effective to waive any other rights.

23. Clarification
The City may contact the proposer for clarification of their response.

City of Compton
Request for Proposals March 29, 2022

TIME REQUIREMENTS
The following represents the timing of the proposal, selection and audit process.

A. Proposal Calendar
For a proposal to be considered, the original and four (4) copies of the proposal must be submitted before 4:00 pm (PT) on May 19, 2022 to:

Office of the City Clerk
City Hall, City of Compton
205 South Willowbrook Avenue
Compton, California 90220
Inquiries concerning this request for proposals shall be directed to:

Ms. Jocelyn Logan
Deputy City Controller
City of Compton
205 South Willowbrook Avenue
Compton, California 90220
Tel: 310 605 5576
B. Date of Final Selection of Winning Proposal
The Selection Committee will recommend three (3) firms to the City Controller. The Candidate with the winning proposal will be contacted by May 31, 2022.

PROPOSAL REQUIREMENTS
A. Number of copies of proposal
The proposal shall include an original and four (4) copies, all enclosed in the same sealed envelope / package and submitted at once. The sealed envelope / package MUST be marked as follows:
“DOLLAR COST BID PROPOSAL

FOR CITY OF COMPTON
FOR FIXED ASSETS VALUATION”
City of Compton
Request for Proposals March 29, 2022

B. Format of proposal
The proposal must include the following:

1. Title page showing the request for proposal’s subject; the firm’s name and address; the name, address and telephone number of a contact person; and the date of the proposal.

2. Table of contents

3. Transmittal letter stating briefly the proposer’s understanding of the work to be done, the commitment to perform the work within the time period, a statement why the firm believes itself to be best qualified to perform the engagement.

Proposals shall be submitted electronically and in hard copies and must be concise, well organized, and demonstrate the vendor’s understanding of the Scope of Work and the qualifications of key personnel. Proposals shall include, at a minimum, the information listed below.

Format your responses to this RFP in the following order to facilitate comparisons between respondents. All proposals must be submitted via email and include the following information:
a. Identify the submitting organization;
b. Identify the name, title, telephone and fax numbers, and e-mail address of the person authorized by the organization to contractually obligate the organization;
c. Identify the name, title, telephone and fax numbers, and e-mail address of the person authorized to negotiate the contract on behalf of the organization; d. Identify the names, titles, telephone and fax numbers, and e-mail addresses of persons to be contacted for clarification;
e. Be signed by the person authorized to contractually obligate the organization; f. Acknowledge receipt of any and all amendments to this RFP.

4. Technical Proposal
Provide a brief summary of your firm’s history, its capabilities, and its recent experience (last five years). Also, describe your demonstrated experience with similar projects and qualification including professional licenses and certifications.

Describe the project team composition and include resumes of all key personnel. Proposed members should be available for ninety (90) days from the proposal due date. The City must be promptly notified of any changes in personnel prior to award. However, the City understands that between the time that a proposal has been submitted and the time an agreement is awarded, proposed key personal may have been assigned to other projects. If key personnel become City of Compton
Request for Proposals March 29, 2022

unavailable after your proposal has been submitted, the City shall be immediately notified and resumes shall be provided for the substitute personnel. The substitute personnel must have substantially similar qualifications and experience to the personnel being replaced. The City reserves the right to reject proposed substitute personnel if in its sole opinion that the proposed substitute personnel qualifications and experience are not substantially comparable to that of the personnel being replaced. If satisfactorily substitute personnel cannot be provided, the City reserves the right to negotiate with and award to the next highest ranked proposer.

List a minimum of three (3) references for whom comparable services were provided to in the last five (5) years. Include the name of the firm, name of the contact, telephone number of the contact, email address of contact (if available), brief description of the services provided and your firm’s role, and the start and completion date.

Describe your understanding of the project and proposed method(s) to accomplish the work. State all services to be provided, deliverables, milestones, assumptions, and identify potential risks that could delay the project and constraints. List any resources you expect the City to provide. i. Include an analysis of the various methodologies by which a fixed asset inventory can be developed, including discussion of the advantages and disadvantages of your approach.
ii. Based on your preliminary investigation, state which method/process you believe would be most cost beneficial to The City of Compton. Clearly state the reasons supporting your conclusions and any assumptions made.
iii. Include a detailed work plan your organization would follow in this assignment

5. Cost Proposal
Respondent shall submit a Cost Proposal. The Cost Proposal shall include all costs associated with the services to be provided. Respondent shall provide cost and labor elements by resource type, per key deliverable under each task as identified in Respondent’s proposed Project Work Plan. At a minimum, respondent’s cost summary shall identify labor resources, hourly labor rates, and estimated hours to accomplish the Scope of Work. Any cost incurred by the respondent which are specifically provided for herein shall be the expense of the respondent.

6. Quality Control
The firm should describe the structure and policy of the organization that ensure quality control of engagements including existence of quality control process, existence of designated quality review partner, supervision of staff and periodic quality control reviews.

City of Compton
Request for Proposals March 29, 2022

7. Executed copies of Proposer Guarantees and Propose warranties attached to this request for proposals as Appendix B and Appendix C.

EVALUATION PROCEDURES
A. Evaluation
Proposals will be evaluated on understanding of the scope of work, acceptability of approach and work plan, qualifications of the firm, qualifications of the assigned staff, and overall fees. These factors will be used in the evaluation of each proposals to select a finalist.

Specifications: Maximum Points:

Understanding of the scope of work 20
Acceptability of approach and work plan 20
Qualifications of the firm 20
Qualifications of the assigned staff 20
Overall fees 20
TOTAL 100
B. Evaluation Factors
A maximum of 100 points may be awarded based upon the quality and thoroughness of the offeror’s response to each evaluation factor as follows.

Understanding of the scope of work: Up to 20 points may be awarded based on evaluation of the offeror’s thoroughness of response, proposed technical approach, and overall work plan.

Acceptability of approach and work plan: Up to 20 points may be awarded based on the quality and thoroughness of offeror’s proposed technical approach and work plan.

Qualifications of the firm: Up to 20 points may be awarded based on the firm’s history and documented experience with projects of similar size and scope.

Qualifications of the assigned staff: Up to 20 points may be awarded based on the experience and resumes of the personnel that will be assigned to this project.

Overall fees: The evaluation of each proposer’s cost proposal will be conducted using the following formula:

Lowest Responsive Offer Grand Total Cost X 20 = Points Award This Proposer’s Grand Total Cost
City of Compton
Request for Proposals March 29, 2022

C. Evaluation Process
All proposals will be reviewed for compliance with the mandatory requirements as stated within the RFP. Proposals deemed non-responsive will be eliminated from further consideration.

The City may use other sources of information to perform the evaluation as specified in Section entitled “Contract Award”.

The City may contact the proposer for clarification of their response.

Responsive proposals will be evaluated on the factors in this section that have been assigned a point value. The responsible proposers with the highest scores may be selected as finalist based upon their initial proposals or the City may proceed with the proposer receiving the best score. Finalist who are asked or who choose to submit revised proposals for the purpose of obtaining best and final offers will have their points recalculated accordingly. The responsible proposer whose proposals is most advantageous to the City, taking into consideration the evaluation factors in this section, will be recommended for contract award. Please note, however, that a serious deficiency in the response to any one factor may be grounds for rejection regardless of overall score.

D. Oral Presentation
The Selection Committee may, at its discretion, request any one or all firms to make oral presentations. The presentation will provide the firms opportunity to answer any questions that the Selection Committee may have on a firm’s proposal. Not all firms may be requested to make such oral presentation.

E. Right to Reject Proposals
Submission of a proposal indicates acceptance by the firm of the conditions contained in this request for proposals unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City of Compton and the firm selected.

The City of Compton reserves the right without prejudice to reject any or all proposals. Proposals received after the date and time indicated above will not be accepted.

The City reserves the right to waive any informality in any quote, to accept or reject any or all proposals, to reject one part of a proposal and accept another, to re- advertise and/or seek other bids and to make award to the lowest responsible bidder as the interest of the City may require.

After selection of a firm, contract must be executed when instructed by the City to start. If contract is not executed, the City reserves the right to cancel it. If any provisions of the contract are violated, the City, after suitable notice, may cancel the contract and make arrangement to have the work completed by others at the expense of the contractor.

City of Compton
Request for Proposals March 29, 2022

GENERAL PROVISIONS
A. City of Compton business license
The firm agrees to at all times during the performance of the agreement, obtain and maintain a City of Compton business license, as well as pay all applicable Compton City taxes. The City shall not reimburse the firm for the cost of business license or the City taxes paid by the firm.

A copy of a valid City of Compton business license certificate must be forwarded to the City Clerk’s Office with the signed copy of the contract.

B. Bid bond
As a guaranty of good faith, each bidder shall submit with their proposal an unconditional bidder’s bond or certified or cashier’s check, drawn on a solvent State or national bank, or cash in the sum equal to 1% of the aggregate of the bid, payable to the City of Compton, said bidder’s bond or check shall be held uncollected until it becomes subject to disposal as herein provided. Any condition or limitation placed upon said bidder’s bond or check will render it informal and may, at the option of the City, result in the rejection of the proposal under which such bidder’s bond or check is submitted. If a bidder to whom an award is made fails or refuses to execute the contract within the time specified, said bidder’s bond or check and monies represented thereby, or the cash guaranty, shall be and remain the property of the City of Compton and shall be subject to deposit with the City Treasurer as other monies belonging to the City, the amount thereof being agreed to by the bidder as liquidated damages due to the City. Within 15 days after the award of the contract, the City of Compton will return the proposal guarantees accompanying such proposals which are not to be considered in making the award.

All other proposal guarantees will be held until the contract has been finally executed, after which they will be returned to the respective bidders whose proposal they accompany.

C. Performance bond
The firm agrees to at all times during the performance of the agreement obtain, keep, and maintain a Faithful Performance Bond in the amount of the contract sum. Said bond shall be in form approved by the City Attorney of the City of Compton and the Surety shall be authorized to do business in the State of California. Performance Bond is due at the beginning of each contract year, in the amount of the annual contract value.

D. Insurance Requirements
As part of the consideration of this Agreement, Consultant agrees to purchase and maintain at its sole cost and expense during the life of this agreement insurance coverage against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.

City of Compton
Request for Proposals March 29, 2022

Minimum Scope and Limit of Insurance
Coverage shall be at least as broad as:

A. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations with limits of no less than One Million Dollars ($1,000,000) per occurrence for bodily injury, personal injury and property damage. If a general aggregate limit applies, either the aggregate limit shall apply separately to this project or the general aggregate limit shall be twice the required occurrence limit.

B. Automobile Liability: Insurance Services Office Form Number CA 0001 covering Code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and Code 9 (non-owned), with limits of no less than One Million Dollars ($1,000,000) per accident for bodily injury and property damage.

C. Workers' Compensation: In accordance with the provisions of the California Labor Code, Consultant is required to be insured against liability for Workers' Compensation or to undertake D. self-insurance. Statutory Workers' Compensation and Employers' Liability of at least $1,000,000 shall cover all Consultant's staff while performing any work incidental to the performance or this agreement.

E. Professional Liability: Professional Liability (Errors and Omission) Insurance appropriate to the Consultant’s profession, with limit no less than One Million Dollars ($1,000,000) per occurrence or claim and Two Million Dollars ($2,000,000) aggregate to cover all services rendered by the Consultant pursuant to this Agreement.

If the Consultant maintains higher coverage limits than the amounts shown above, then the City requires and shall be entitled to coverage for the higher coverage limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

Other Insurance Provisions
Each insurance policy shall contain, or be endorsed to contain, the following five (5) provisions:

Additional Insured Status
The City of Compton, its officers, employees, and agents, shall be covered as additional insureds on the Commercial General Liability and the Automobile Liability policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations and automobiles owned, leased, hired, or borrowed by or on behalf of the Consultant. Additional Insured coverage shall be provided in the form of an endorsement to the Consultant’s insurance. A copy of the endorsement evidencing that the City of Compton has been added as an additional insured on the policy, must be attached to the certificate of insurance.

City of Compton
Request for Proposals March 29, 2022

Subcontractors
Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that the City is an additional insured on insurance required from subcontractors..

Notice of Cancellation
A provision that coverage will not be cancelled or subject to reduction without written notice given to the City Clerk, addressed to 205 S Willowbrook Ave, Compton CA 90220 Primary Coverage
For any claims related to this contract, the Consultant’s insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, and volunteers. Any insurance or self- insurance maintained
by the City shall be excess of the Consultant’s insurance and shall not contribute with it.

Waiver of Subrogation
Consultant hereby agrees to waive rights of subrogation which any insurer of Consultant may acquire from Consultant by virtue of the payment of any loss. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation. Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.

The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the Consultant, its employees, agents and subcontractors.

Acceptability of Insurers
All insurance coverage shall be placed with insurers that have a current rating from AM Best of no less than A: VII; and are admitted insurance companies in the State of California. All other insurers require prior approval of the City.

Claims Made Policy
If the required Professional Liability (Errors and Omissions) policy provides coverage on a claimsmade basis:
a. The Retroactive Date must be shown and must be before the date of the contract or the beginning of contract work.
b. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

City of Compton
Request for Proposals March 29, 2022

c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of contract work.

Coverage Limit Specifications
Approval of the insurance by City or acceptance of the certificate of insurance by City shall not relieve or decrease the extent to which the Consultant may be held responsible for payment of damages resulting from Consultant's services or operation pursuant to this Agreement, nor shall it be deemed a waiver of City's rights to insurance coverage hereunder.

If, for any reason, Consultant fails to maintain insurance coverage which is required pursuant to this Agreement, the same shall be deemed a material breach of contract. City, at its sole option, may terminate this Agreement and obtain damages from the Consultant resulting from said breach.

Alternately, City may purchase such required insurance coverage, and without further notice to Consultant,
City may deduct from sums due to Consultant any premium costs advanced by City for such insurance.

Self Insured Retentions
Any self-insured retentions must be declared to and approved by the City. At the option of the City, either: the Consultant shall cause the insurer to reduce or eliminate such self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the Consultant shall provide a financial guarantee satisfactory to the City guaranteeing payment of losses and related investigations, claim administration, and defense expenses.

Evidence of Coverage
Consultant must provide evidence that it has secured the required insurance coverage before execution of this agreement. A Certificate of Insurance supplied by the City or the appropriate ACORD and Insurance Services Office forms evidencing the above shall be completed by Consultant's insurer or its agent and submitted to the City prior to execution of this Agreement by the City.

Consultant shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

City of Compton
Request for Proposals March 29, 2022

E. Indemnification
Contractor shall indemnify and hold harmless the City and its officers, officials, employees and volunteers, from and against all claims, damages, losses and expenses including attorney fees arising out of the performance of the work described herein, caused in whole or part by any negligence act or omission of the contractor, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, except where caused by the active, sole negligence, or willful misconduct of the City.

F. Other information available and contacts for information The following information could be provided to a firm in connection with this request for proposals at http://www.comptoncity.org/depts/finance/docs.asp. The City Controller, Deputy City Controller or Internal Auditor should be contacted to request for the information.  Audited Financial Statements of the City of Compton.
 Single Audit Report.
 Corrective Action Plans.

The names and telephone numbers of the City Controller, Deputy City Controller and Internal Auditor are provided below.

APPENDICES
City Official Name Telephone Number
City Controller Ms. Sharon Rahban 310-605-5663
Deputy City Controller Ms. Jocelyn Logan 310-605-5584
Internal Auditor Ms. Maria David 310-605-5677
City of Compton
Request for Proposals March 29, 2022

APPENDIX A

SUMMARY OF PROFESSIONAL FEES AND EXPENSES FOR THE

AUDIT OF CITY OF COMPTON
Standard quote for the Services as described under “Scope of work to be performed” section of the request for proposals.

Total
Hours
Hourly
Rate
US $
Amount
US $
Partners
Managers
Supervisory Staff
Staff
Other (specify)
Subtotal
Out-of-Pocket Expenses:

Transportation
Other (specify)
Subtotal Out-of-Pocket
Expenses
Total All-Inclusive
Maximum Price for the
Audit Service
Note: The above quotes represent the total all-inclusive maximum prices for the services for the respective years. The Proposer warrants that all costs have been considered and included in the above quotes.

APPENDIX B - NON-COLLUSION DECLARATION
This declaration is submitted with a proposal to the City of Compton. I declare under penalty of perjury, as follows:

City of Compton
Request for Proposals March 29, 2022

That any statement of fact in such proposal is true, without reservation; That such proposal was not made in the interest of or on behalf of any undisclosed person, partnership, company association or corporation;
That such proposal is genuine and not collusion or sham; That I have not, directly or indirectly, by agreement, communication or conference with anyone, attempted to induce action prejudicial to the interest of the City of Compton, or any other bidder or proposer or anyone else interested in the proposed contract; and further, That prior to the public opening and reading of this proposal, a. I did not, directly or indirectly, induce or solicit anyone else to submit a false or sham proposal; b. I did not, directly or indirectly, collude, conspire, connive or agree with anyone else that I or anyone else would submit a false or sham proposal, or that anyone should refrain from bidding or withdraw this proposal;
c. I did not, in any manner, directly or indirectly, seek by agreements, communications, or conference with anyone to raise or fix any overhead, profit, or cost element of this proposal price, or that of anyone else; and
d. I did not, directly or indirectly, submit the proposal price or any breakdown thereof, or the contents thereof, or divulge information or data relative thereto, to any other corporation, partnership, company, association, organization, bid depository, or to any member or agent thereof, or to any individual or group of individuals, except to the City of Compton (and to persons who are not bidders separately and who have a partnership or other financial interest with me in my business).

I declare under penalty of perjury that the foregoing is true and correct. (Date and Place) Signature
Name of Proposer

APPENDIX C
City of Compton
Request for Proposals March 29, 2022

PROPOSER WARRANTIES
A. Proposer warrants that it will obtain an Errors and Omissions insurance policy providing a prudent amount of coverage for willful or negligent acts or omissions of any officers, employees, or agents thereof.

B. Proposer warrants that it will not delegate or subcontract its responsibilities under an agreement without the express prior written permission of the City of Compton.

C. Proposer warrants that all information provided in connection with this proposal is true and accurate.

Signature of Official
Typed Name
Firm Name
Date
September 6, 2022
TO: HONORABLE MAYOR AND COUNCIL MEMBERS
FROM: CITY CONTROLLER
SUBJECT: A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A

PROFESSIONAL SERVICES AGREEMENT WITH EADIE PAYNE LLP

FOR IRS PAYROLL TAX AUDIT REPRESENTATION AND TAX

POSITION RISK ASSESSMENT, AUTHORIZE A PURCHASE ORDER IN THE AMOUNT OF $60,000, AND TO AUTHORIZE THE CITY MANAGER TO EXECUTE IRS FORM 2848 APPOINTING POWER OF ATTORNEY
AND DECLARATION OF REPRESENTATIVE TO ROMA L. SCOTT AND

FRANK ZABALETA OF EADIE AND PAYNE LLP ONLY FOR

REPRESENTATION BEFORE THE IRS

SUMMARY
Staff is requesting City Council adoption of a resolution authorizing the City Manager to enter into a professional services agreement with Eadie and Payne LLP for IRS Payroll Tax Audit Representation and Tax Position Risk Assessment for Sixty Thousand Dollar ($60,000), to approve a Purchase Order for Sixty Thousand Dollar ($60,000), and to authorize the City Manager to execute IRS Form 2848 appointing Power of Attorney and Declaration of Representative to Roma L Scott and to Frank Zabaleta of Eadie and Payne LLP, only for Representation before the IRS.

BACKGROUND:

The City Controller’s Department has received a letter from the Department of the Treasury Internal Revenue Service, Tax Exempt and Government Entities Division which states that the City’s employment tax return was selected for examination for the tax periods between 2020 – 03 to 2020 - 12.

Although the City is tax exempt from income taxes, the City pays employment (or payroll) taxes each pay period, similarly to other employers in the private sector.

During the final week of FY2021-2022, the City had received a letter from the IRS to initiate an examination, and therefore the City is currently further in need for Payroll Tax Return Audit Representation services as well.

18. Staff Report – Tax Representation
September 6, 2022, page 2 of 3
STATEMENT OF THE ISSUE:

The City needs representation during an upcoming IRS examination (IRS audit) in order to prevent unfounded or inappropriate tax liabilities or penalties during the audit and in regards to future payroll tax returns prepared by the City’s automated Payroll software. In order for representation to commence from the IRS standpoint, IRS Form 2848 “Power of Attorney and Declaration of Representative” must be signed by the City Manager.

During FY2021-2022, City Controller Department staff attempted to obtain three quotes for a CPA firm with local governmental Tax experience. Five CPA firms were contacted that were found in the CSMFO (California Society of Municipal Finance Officers) Directory. This directory maintains lists of commercial vendors providing Local Government Finance services which are often used by local government agencies statewide. However, after contacting at least five firms from this directory, only one affirmative response was received from the Eadie and Payne LLP Tax Partner that stated the ability to provide Tax services, while also having Local Government experience. Per the Municipal Code Section 4-11.7, it states that an exception to competitive bidding requirements includes: “where competition is determined to be inadequate or nonexistent”. In this instance, it was determined that competition was inadequate.

The scope of work being proposed in the agreement for IRS tax audit representation include the following elements:
 Assistance with representation, communication, preparation and compilation of documents requested in relation to the IRS Audit
 Provide Assessment and review of current payroll tax returns for unaddressed risks or liabilities
 Provide Recommendations for addressing risks related to the City’s tax position  Provide review and recommendations of the City’s payroll tax returns and return set up programs and templates

The cost to perform these services is a one-time cost, and is being requested as a response to the IRS letter received from the City Controller’s Department.

Eadie and Payne LLP Partners, Roma Scott and Frank Zabaleta are recommended to be listed as appointed representatives for the purpose of representation before the IRS.

Upon execution of the contract with Eadie and Payne LLP, and upon execution of IRS Form 2848 for IRS Power of Attorney and Declaration of Representative, the Eadie and Staff Report – Tax Representation
September 6, 2022, page 3 of 3
Payne LLP Tax Partners, Roma Scott and Frank Zabaleta, will immediately commence with compiling, organizing, and transmitting the necessary City back up documentation being requested. They will also assist the City by communicating any comments, findings, and/or any further tax obligations due by the City to the IRS.

Further, Eadie and Payne LLP will also provide an assessment of the Payroll Tax Return set up in ADP (the City’s HR/Payroll software that automates Payroll processing and Payroll Tax Return preparation), and provide recommendations for improvement.

FISCAL IMPACT:

The fiscal impact of this agreement will be a one-time cost of $60,000, which will be paid from the following fund and account codes:

Account Code Account Name Amount
1001-650-000-4266 Contract Services $60,000
ALTERNATIVE:

The result of not approving this agreement, the IRS Form 2848 appointment, or the purchase order would be a delay in being able to respond to the IRS and a delay for the audit to commence. This could result in increased interest costs of any findings of taxes due because of the delay of such findings. Additionally, there is not sufficient experience with local governmental tax matters maintained by City staff, and therefore another CPA would need to be searched for, and contracted with, to be able to properly respond to and complete the IRS audit.

RECOMMENDATION:

It is recommended that the City Council adopt the attached Resolution to approve the agreement, authorize the City Manager to execute IRS Form 2848, and approve a purchase order regarding the IRS Tax Audit Representation services.

SHARON RAHBAN NAVIZADEH,

CITY CONTROLLER
APPROVED FOR FORWARDING:

THOMAS THOMAS

CITY MANAGER
RESOLUTION NO. ________________

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF COMPTON

AUTHORIZING THE CITY MANAGER TO ENTER INTO A PROFESSIONAL

SERVICES AGREEMENT WITH EADIE PAYNE LLP FOR IRS PAYROLL TAX

AUDIT REPRESENTATION AND TAX POSITION RISK ASSESSMENT,
AUTHORIZING A PURCHASE ORDER IN THE AMOUNT OF $60,000, AND AUTHORIZE THE CITY MANAGER TO EXECUTE IRS FORM 2848 APPOINTING

POWER OF ATTORNEY AND DECLARATION OF REPRESENTATIVE TO ROMA

L SCOTT AND FRANK ZABALETA OF EADIE AND PAYNE LLP ONLY FOR

REPRESENTATION BEFORE THE IRS
WHEREAS, The City Controller’s Department has received a letter from the Department of the Treasury Internal Revenue Service, Tax Exempt and Government Entities Division which states that the City’s employment tax return was selected for examination for the tax periods between 2020 – 03 to 2020 - 12.

WHEREAS, The City needs representation during this examination in order to prevent unfounded or inappropriate tax liabilities or penalties.

WHEREAS, in order for representation to commence from the IRS standpoint, IRS Form 2848 “Power of Attorney and Declaration of Representative” must be signed by an authorized City official. Eadie and Payne LLP Tax Partners, Roma Scott and Frank Zabaleta are recommended to be listed as appointed representatives for the purpose of representation before the IRS.

WHEREAS, Upon execution of the contract Eadie and Payne LLP, and upon execution of IRS Form 2848 for IRS Power of Attorney and Declaration of Representative, the Eadie and Payne LLP Tax Partners, Roma Scott and Frank Zabaleta, will immediately commence with compiling, organizing, and transmitting the necessary City back up documentation being requested as part of the IRS audit/examination. They will also assist the City by communicating any comments, findings, and/or any further tax obligations due by the City to the IRS. Further, Eadie and Payne LLP will also provide an assessment of the payroll tax return set up in ADP, and provide recommendations for improvement.

WHEREAS, The fiscal impact of this agreement will be a one-time cost not to exceed Sixty Thousand Dollars ($60,000), which will be paid from the following fund and account codes:

Account Code Account Name Amount
1001-650-000-4266 Contract Services $60,000.

WHEREAS, It is recommended that the City Council adopt the attached Resolution to approve the agreement, authorize the City Manager to sign IRS Form 2848, and purchase order regarding the IRS Tax Audit Representation services.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF COMPTON DOES HEREBY RESOLVE AS FOLLOWS:

SECTION 1. That the City Manager is hereby authorized to enter into a professional services agreement with Eadie and Payne LLP in the amount of Sixty Thousand Dollars ($60,000.00) for IRS Tax Audit Representation and Tax Position Assessment services.

Resolution No. _______________

SECTION 2. That the City Council hereby authorizes a term ending June 30, 2023 for IRS Tax Audit Representation and Tax Position Assessment services with Eadie and Payne LLP at a cost not-to-exceed Sixty Thousand Dollars ($60,000.00) during Fiscal Year 2022-2023.

SECTION 3. That the City Manager is hereby authorized to execute IRS Form 2848 Appointing Power of Attorney and Declaration of Representative to Roma L Scott and Frank Zabaleta of Eadie and Payne LLP only for Representation before the IRS for the City of Compton IRS Tax Matter.

SECTION 4. That the term of the agreement will begin on September 6, 2022 and end on June 30, 2023.

SECTION 5. That the amount of Sixty Thousand Dollars ($60,000.00) will be available in the Fiscal Year 2022-2023 Budget allocated from account number 1001-650- 000-4266 General Fund, Contract Services account.

SECTION 6. That a purchase order shall be issued to Eadie and Payne LLP from Account Number 1001-650-000-4266 in the amount of Sixty Thousand Dollars ($60,000.00).

SECTION 7. That a copy of this Resolution shall be filed in the offices of the City Clerk, City Attorney, City Manager, and City Controller.

SECTION 8. That the Mayor shall sign and the City Clerk shall attest to the adoption of this Resolution.

ADOPTED this ____________ day of _____________, 2022.
________________________________

MAYOR OF THE CITY OF COMPTON
ATTEST:
___________________________________

CITY CLERK OF THE CITY OF COMPTON

STATE OF CALIFORNIA )
COUNTY OF LOS ANGELES ) ss

CITY OF COMPTON )
I, Alita Godwin, City Clerk of the City of Compton, hereby certify that the foregoing Resolution was adopted by the City Council of the City of Compton, signed by the Mayor and attested by the City Clerk at a regular meeting thereof held on this ___________ day of ________________, 2022.

That said Resolution was adopted by the following vote, to wit:

AYES: COUNCILMEMBERSNOES: COUNCILMEMBERSABSTAIN: COUNCILMEMBERSABSENT: COUNCILMEMBERS- ____________________________________

CITY CLERK OF THE CITY OF COMPTON
Form 2848
(Rev. January 2021)
Department of the Treasury
Internal Revenue Service
Power of Attorney
and Declaration of Representative
▶ Go to www.irs.gov/Form2848 for instructions and the latest information.

OMB No. 1545-0150
For IRS Use Only
Received by:

Name
Telephone
Function
Date / /
Part I Power of Attorney
Caution: A separate Form 2848 must be completed for each taxpayer. Form 2848 will not be honored for any purpose other than representation before the IRS. 1 Taxpayer information. Taxpayer must sign and date this form on page 2, line 7.

Taxpayer name and address Taxpayer identification number(s) Daytime telephone number Plan number (if applicable)
hereby appoints the following representative(s) as attorney(s)-in-fact:
2 Representative(s) must sign and date this form on page 2, Part II.

Name and address
Check if to be sent copies of notices and communications CAF No.

PTIN
Telephone No.

Fax No.

Check if new: Address Telephone No. Fax No.

Name and address
Check if to be sent copies of notices and communications CAF No.

PTIN
Telephone No.

Fax No.

Check if new: Address Telephone No. Fax No.

Name and address
(Note: IRS sends notices and communications to only two representatives.) CAF No.

PTIN
Telephone No.

Fax No.

Check if new: Address Telephone No. Fax No.

Name and address
(Note: IRS sends notices and communications to only two representatives.) CAF No.

PTIN
Telephone No.

Fax No.

Check if new: Address Telephone No. Fax No.
to represent the taxpayer before the Internal Revenue Service and perform the following acts:
3 Acts authorized (you are required to complete line 3). Except for the acts described in line 5b, I authorize my representative(s) to receive and inspect my confidential tax information and to perform acts I can perform with respect to the tax matters described below. For example, my representative(s) shall have the authority to sign any agreements, consents, or similar documents (see instructions for line 5a for authorizing a representative to sign a return).

Description of Matter (Income, Employment, Payroll, Excise, Estate, Gift, Whistleblower, Practitioner Discipline, PLR, FOIA, Civil Penalty, Sec. 4980H Shared Responsibility Payment, etc.) (see instructions) Tax Form Number
(1040, 941, 720, etc.) (if applicable)
Year(s) or Period(s) (if applicable)
(see instructions)
4 Specific use not recorded on the Centralized Authorization File (CAF). If the power of attorney is for a specific use not recorded on CAF, check this box. See Line 4. Specific Use Not Recorded on CAF in the instructions . . . . . . . . . . . . . . ▶ 5 a Additional acts authorized. In addition to the acts listed on line 3 above, I authorize my representative(s) to perform the following acts (see instructions for line 5a for more information): Access my IRS records via an Intermediate Service Provider; Authorize disclosure to third parties; Substitute or add representative(s); Sign a return; Other acts authorized:

For Privacy Act and Paperwork Reduction Act Notice, see the instructions. Cat. No. 11980J Form 2848 (Rev. 1-2021) Form 2848 (Rev. 1-2021) Page 2
b

Specific acts not authorized. My representative(s) is (are) not authorized to endorse or otherwise negotiate any check (including directing or accepting payment by any means, electronic or otherwise, into an account owned or controlled by the representative(s) or any firm or other entity with whom the representative(s) is (are) associated) issued by the government in respect of a federal tax liability.

List any other specific deletions to the acts otherwise authorized in this power of attorney (see instructions for line 5b):
6 Retention/revocation of prior power(s) of attorney. The filing of this power of attorney automatically revokes all earlier power(s) of attorney on file with the Internal Revenue Service for the same matters and years or periods covered by this form. If you do not want to revoke a prior power of attorney, check here . . . . . . . . . . . . . . . . . . . . . . . . . . . ▶ YOU MUST ATTACH A COPY OF ANY POWER OF ATTORNEY YOU WANT TO REMAIN IN EFFECT. 7 Taxpayer declaration and signature. If a tax matter concerns a year in which a joint return was filed, each spouse must file a separate power of attorney even if they are appointing the same representative(s). If signed by a corporate officer, partner, guardian, tax matters partner, partnership representative (or designated individual, if applicable), executor, receiver, administrator, trustee, or individual other than the taxpayer, I certify I have the legal authority to execute this form on behalf of the taxpayer. ▶ IF NOT COMPLETED, SIGNED, AND DATED, THE IRS WILL RETURN THIS POWER OF ATTORNEY TO THE TAXPAYER.

Signature Date Title (if applicable)
Print name Print name of taxpayer from line 1 if other than individual Part II Declaration of Representative
Under penalties of perjury, by my signature below I declare that:
• I am not currently suspended or disbarred from practice, or ineligible for practice, before the Internal Revenue Service; • I am subject to regulations in Circular 230 (31 CFR, Subtitle A, Part 10), as amended, governing practice before the Internal Revenue Service; • I am authorized to represent the taxpayer identified in Part I for the matter(s) specified there; and • I am one of the following:
a Attorney—a member in good standing of the bar of the highest court of the jurisdiction shown below. b Certified Public Accountant—a holder of an active license to practice as a certified public accountant in the jurisdiction shown below. c Enrolled Agent—enrolled as an agent by the IRS per the requirements of Circular 230. d Officer—a bona fide officer of the taxpayer organization. e Full-Time Employee—a full-time employee of the taxpayer. f Family Member—a member of the taxpayer’s immediate family (spouse, parent, child, grandparent, grandchild, step-parent, step-child, brother, or sister). g Enrolled Actuary—enrolled as an actuary by the Joint Board for the Enrollment of Actuaries under 29 U.S.C. 1242 (the authority to practice before the IRS is limited by section 10.3(d) of Circular 230). h Unenrolled Return Preparer—Authority to practice before the IRS is limited. An unenrolled return preparer may represent, provided the preparer (1) prepared and signed the return or claim for refund (or prepared if there is no signature space on the form); (2) was eligible to sign the return or claim for refund; (3) has a valid PTIN; and (4) possesses the required Annual Filing Season Program Record of Completion(s). See Special Rules and Requirements for Unenrolled Return Preparers in the instructions for additional information. k Qualifying Student or Law Graduate—receives permission to represent taxpayers before the IRS by virtue of his/her status as a law, business, or accounting student, or law graduate working in a LITC or STCP. See instructions for Part II for additional information and requirements. r Enrolled Retirement Plan Agent—enrolled as a retirement plan agent under the requirements of Circular 230 (the authority to practice before the Internal Revenue Service is limited by section 10.3(e)). ▶ IF THIS DECLARATION OF REPRESENTATIVE IS NOT COMPLETED, SIGNED, AND DATED, THE IRS WILL RETURN THE POWER OF ATTORNEY. REPRESENTATIVES MUST SIGN IN THE ORDER LISTED IN PART I, LINE 2.

Note: For designations d–f, enter your title, position, or relationship to the taxpayer in the “Licensing jurisdiction” column.

Designation—
Insert above
letter (a–r).

Licensing jurisdiction
(State) or other
licensing authority
(if applicable)
Bar, license, certification,
registration, or enrollment
number (if applicable)
Signature Date
Form 2848 (Rev. 1-2021)

PROFESSIONAL SERVICES AGREEMENT

BETWEEN

CITY OF COMPTON
AND

EADIE PAYNE, LLP
This AGREEMENT is entered by and between the CITY OF COMPTON, a municipal corporation of the State of California (hereinafter referred to as “City”) located at 205 South Willowbrook Avenue, Compton, California 90220, and EADIE PAYNE, LLP. (hereinafter referred to as “Consultant”), located at 3880 Lemon St., Suite 300, Riverside, California 92502.

RECITALS:

WHEREAS, the City has determined that it will be prudent to engage the services of a professional and experienced tax consultant firm to assist the City with representation for the IRS Audit of Calendar Year 2020 as well as prepare a risk assessment for the City’s payroll tax liability; and
WHEREAS, Consultant warrants that it is specifically trained, experienced, competent, and has the resources to provide such services which will be required by this Agreement; and WHEREAS, Consultant is willing to render such professional services subject to the terms and conditions set forth in this Agreement.

NOW, THEREFORE, Consultant and City, for the consideration, terms and conditions herein described, mutually agree as follows:

AGREEMENT:

1. SCOPE OF SERVICES TO BE RENDERED BY CONSULTANT
It is the mutual understanding of the parties that the Consultant shall perform and be responsible for rendering services regarding the representing the City in regards to the IRS.

Professional services shall include, but not be limited to, the Task(s) indicated below:

Task(s) – IRS Audit Representation and Risk Assessment:
 Assistance with representation, communication, preparation and compilation of documents requested in relation to the IRS Audit
 Provide Assessment and review of current payroll tax returns for unaddressed risks or liabilities
 Provide Recommendations for addressing risks related to the City’s tax position  Provide review and recommendations of the City’s payroll tax returns and return set up programs and templates
and any other duties as more fully described in the engagement letter, dated July 11, 2022, submitted by Consultant, which is attached hereto as an exhibit and incorporated herein by reference.

Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
2 Consultant acknowledges that in entering into this Agreement the City is relying on Consultant's special skills and experience to do and perform the services in accordance with best standards of professional practice. While performing the Services, Consultant agrees to perform all the said work and furnish all the necessary materials at its own cost and expense necessary to complete said services in a manner consistent with that degree of care and skill ordinarily exercised by members of the same profession currently practicing under similar circumstances and to the reasonable satisfaction of the City.

Consultant services hereunder shall be performed in good, workmanlike and professional manner. Consultant shall be responsible for correcting and completing all errors and omissions related to the services provided by the Consultant for this Agreement at no additional cost to the City. “Errors” and “Omissions” for purposes of this paragraph are defined to mean a failure by the Consultant to meet the standards of its profession as set forth in the preceding paragraph.

The acceptance of the services by City does not release Consultant from these obligations.

Consultant will be responsible for employing or engaging all persons necessary to perform the services. All of Consultant's staff will be qualified by training and experience to perform their assigned tasks. Consultant will give its personal attention to the fulfillment of the provisions of this Agreement by all of its employees and subcontractors, if any, and will keep the services under its control. On demand of City, if any employee or subcontractor of Consultant fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, he or she will be discharged immediately from the services.

Roma Scott, Partner of Consultant, will serve as the Project Manager and shall be primarily responsible for representing Consultant in performance of this Agreement.

2. Duration of Contract. Consultant agrees to commence the services provided for herein upon written Notification to Proceed from the City and to continue in a diligent and professional manner until the project is complete, or upon exhaustion of authorized funding, whichever occurs first, unless this Agreement is terminated as provided herein. The parties anticipate that Consultant’s services will be completed by or before June 30, 2023.

Consultant will generally adhere to the schedule set forth within Consultant’s Proposal provided that City will grant reasonable extensions of time for the performance of the services occasioned by unusually lengthy governmental reviews of Consultant’s work product or other unavoidable delays occasioned by unforeseen circumstances; provided, further, that such unavoidable delay will not include strikes, lockouts, work stoppages, or other labor disturbances conducted by, or on behalf of, Consultant’s officers or employees.

Consultant acknowledges the importance to City of City’s project schedule and agrees to put forth its best professional efforts to perform the services in a manner consistent with that schedule. City understands, however, that Consultant’s performance must be governed by sound practices. Consultant will work such overtime or engage such personnel and equipment as necessary to maintain the schedule, without additional compensation.

3. Compensation. The method of payment for these services will be billed on a timeand-materials basis, as identified in Consultant’s attached/incorporated Proposal. The total price paid the Consultant will include compensation for all work, including travel, materials, supplies, vendor services, expenses and subcontracted work. No additional compensation will be paid to the Consultant, unless there is a change in the scope of the work or the scope of the project. In Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
3 the instance of a change in the scope of work or scope of the project, adjustment to the total compensation will be negotiated between the Consultant and the City. Adjustment in the total compensation will not be effective until authorized and approved in writing by the City.

Progress payments may be made in arrears based on the percentage of work and deliverables completed by the Consultant. If Consultant fails to submit the required deliverable items according to schedule or as required by the Agreement, except for those amounts that are due and not reasonably in dispute, the City shall have the right to delay payment and/or terminate this Agreement in accordance with the provisions noted herein.

Consultant shall be reimbursed within thirty (30) days, or as promptly as fiscal procedures may permit, upon receipt by the City of itemized invoices for services completed. Invoices shall be submitted no later than 45 calendar days after the performance of work for which the Consultant is billing. Invoices shall detail the work performed on each task as applicable. Invoices shall be delivered or mailed to the City Controller Department at the following address: City of Compton, 205 South Willowbrook Avenue, Compton, California 90220.

The Consultant is required to comply with all federal, state and local laws and ordinances applicable to the services provided under this Agreement.

As full and complete compensation for performance of all the services performed by the Consultant as described in Section 1 of this Agreement, City shall pay, and Consultant agrees to accept, a not-to-exceed maximum sum of Sixty Thousand Dollars ($60,000.00).

Consultant agrees to provide all professional services at the following hourly rates:

Roma Scott, Partner, Project Director $350.00
Frank Zabaleta, Partner $350.00
Manager $250.00
In the event of termination, the Consultant shall be entitled to compensation for the undisputed reasonable value of services performed to the effective date of termination, including any non-cancellable obligations incurred prior to termination; provided, however, that the City may condition payment of such compensation upon the Consultant’s delivery to the City of any and all City property, documents, s, records, materials and work product associated with the performance of this Agreement.

4. Ownership of Materials. All product produced by Consultant or its agents, employees, and subcontractors pursuant to this Agreement (the “Work Product”) is the property of City. In the event this Agreement is terminated, all Work Product produced by Consultant or its agents, employees and subcontractors pursuant to this Agreement will be delivered to City pursuant to the termination clause of this Agreement. Consultant will have the right to make one (1) copy of the Work Product for Consultant’s records.

The Work Product may be used by City and its agents, employees, representatives, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable, without further employment of or payment of any compensation to Consultant; provided, however, that if this Agreement is terminated for any reason prior to completion of the Project and if under such circumstances City uses, or engages the services of and directs another consultant to use, the Work Product, City agrees to hold Consultant harmless from any and all liability, costs, and Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
4 expenses relative to claims arising out of matters and/or events which occur subsequent to the termination of this Agreement as a result of causes other than the fault or negligence of Consultant, or anyone for whose acts it is responsible, in preparation of the Work Product.

Consultant will not be responsible for deficiencies solely attributable to modifications of the Work Product performed by others, or that arise from use of the Documents in connection with a project or site other than that shown in the Work Product.

5. Independent Contractor Status. Consultant, its officers, employees, subconsultants, subcontractors, agents and volunteers (collectively hereinafter the “Consultant”), will perform the services in Consultant's own way and pursuant to this Agreement as an independent contractor and in pursuit of Consultant's independent calling, and not as an employee of City. The persons used by Consultant to provide the services under this Agreement will not be considered employees of City for any purposes. Neither the City nor any of its officers, employees, agents or volunteers shall have any control over the conduct of the Consultant, except as expressly set forth in this Agreement. Consultant expressly warrants that while engaged in carrying out and complying with any terms and conditions of this Agreement that Consultant shall not at any time or in any manner, represent that Consultant is in any manner officers, employees, agents or volunteers of the City. Consultant shall obtain no rights to retirement, health care or any other benefit that accrue to City officials, officers, or employees. Consultant expressly waives any claim to such rights.

The payment made to Consultant pursuant to the Agreement will be the full and complete compensation to which Consultant is entitled. City will not make any federal or state tax withholdings on behalf of Consultant or its agents, employees or subcontractors. City will not pay any workers' compensation insurance, retirement contributions or unemployment contributions on behalf of Consultant or its employees or subcontractors. Consultant agrees to indemnify and pay City within thirty (30) days for any tax, retirement contribution, social security, overtime payment, unemployment payment or workers' compensation payment which City may be required to make on behalf of Consultant or any agent, employee, or contractor of Consultant for work done under this Agreement. At the City’s election, City may deduct the amounts paid pursuant to this Section, from any balance owing to Consultant.

6. Successors, Assignment and Delegation. City and the Consultant each binds themselves, their partners, successors, assigns and legal representatives to the other hereto and to partners, successors, assigns and legal representatives of such other party in respect to all covenants, agreements and obligations contained in this Agreement.

The expertise and experience of Consultant are material considerations for this Agreement. Consultant shall not assign or transfer any interest in this Agreement or the performance of any of Consultant’s obligations under this Agreement without the prior written consent of the City. Any attempted assignment or transfer of any of Consultant’s rights, duties or obligations arising under this Agreement shall be null and void.

7. Nondiscriminatory Employment Practices. During the performance of this Agreement, the Consultant agrees not to discriminate against any employee or applicant for employment because of race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal laws and regulations. Consultant will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, sex, creed, color, religion, age, sexual orientation, marital status, national origin, political affiliation, handicap or belief in accordance with requirements of City, State or Federal Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
5 laws and regulations. Such actions shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoffs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship.

The Consultant agrees to post in conspicuous places, available to employees, applicants and subcontractors for employment, notices setting forth the provisions of this non-discrimination clause.

In the event of the Consultant’s non-compliance with the non-discrimination clause of this Agreement, this Agreement may be immediately canceled, terminated or suspended in whole or in part.

8. Subcontracting. Consultant's services are unique and personal. Except as may be specified in Consultant’s Proposal and agreed to by the City, Consultant will not subcontract any portion of the services without prior written approval of City Manager or his/her designee. If Consultant subcontracts any of the services, Consultant will be fully responsible to City for the acts, errors and omissions of Consultant's subcontractor and of the persons either directly or indirectly employed by the subcontractor, as Consultant is for the acts and omissions of persons directly employed by Consultant. Nothing contained in this Agreement will create any contractual relationship between any subcontractor of Consultant and City. Consultant will be responsible for payment of subcontractors. Consultant will bind every subcontractor and every subcontractor of a subcontractor by the terms of this Agreement applicable to Consultant's work unless specifically noted to the contrary in the subcontract and approved in writing by City.

9. Other Consultants. The City reserves the right to employ other consultants in connection with the services.

10. Indemnification. Consultant shall indemnify and save harmless the City, its officials, officers, employees, agents and volunteers (collectively hereinafter the “City”), against any and all damages to property or injuries to or death of any person or persons, including property and employees or agents of the City and shall indemnify and save the City from any and all liability and expense including reimbursement of reasonable defense costs and legal fees, and claims, demands, suits, actions or proceedings of any kind or nature, including Workers’ Compensation claims, of or by anyone whomsoever to the extent resulting from or arising out of the negligent, reckless or willful misconduct for the Consultant, its officers, employees, subconsultants, subcontractors or agents in the performance of the duties undertaken by Consultant pursuant to this Agreement.

This indemnification and hold harmless obligation does not extend to claims arising out of the negligence or willful misconduct of the City.

11. Insurance. Without limiting the Consultant’s indemnification of the City, Consultant shall obtain and maintain, at its cost and expense, for the duration of the Agreement and any and all amendments, insurance against claims for injuries to persons or damage to property which may arise out of or in connection with performance of the services by Consultant or Consultant’s agents, representatives, employees or subcontractors. The insurance will be obtained from an insurance carrier admitted and authorized to do business in the State of California. Such evidence shall specifically identify this Agreement and shall contain express conditions that the City is to be given written notice at least thirty (30) days in advance of any termination or implementation of a reduction of limits or material change of insurance coverage as specified herein. Failure on the part of the Consultant to procure or maintain insurance shall constitute a material breach upon Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
6 which the City may immediately terminate this Agreement. All insurance required hereunder shall be primary with respect to any insurance maintained by the City.

Coverages and Limits. Consultant will maintain the types of coverages and minimum limits indicated below, unless the Risk Manager or City Manager, in consultation with the City Attorney approves a lower amount. These minimum amounts of coverage will not constitute any limitations or cap on Consultant's indemnification obligations under this Agreement. City, its officers, agents, volunteers and employees make no representation that the limits of the insurance specified to be carried by Consultant pursuant to this Agreement are adequate to protect Consultant. The coverage will contain no special limitations on the scope of its protection to the above-designated insureds except for Workers Compensation and Professional Liability (i.e. errors and omissions insurance). Consultant will obtain occurrence coverage, excluding Professional Liability, which will be written as claims-made coverage. If Consultant believes that any required insurance coverage is inadequate, Consultant will obtain such additional insurance coverage, as Consultant deems adequate, at Consultant's sole expense.

11.1 Commercial General Liability Insurance. $1,000,000 combined singlelimit per occurrence for bodily injury, personal injury and property damage. If the submitted policies contain aggregate limits, general aggregate limits will apply separately to the work under this Agreement or the general aggregate will be twice the required per occurrence limit.

11.2 Automobile Liability. $1,000,000 combined single-limit per accident for bodily injury and property damage.

11.3 Workers' Compensation and Employer's Liability. Workers' Compensation limits as required by the California Labor Code and Employer's Liability limits of $1,000,000 per accident for bodily injury. Workers' Compensation and Employer's Liability insurance will not be required if Consultant has no employees and provides, to City's satisfaction, a declaration stating this.

11.4 Professional Liability. Errors and omissions liability appropriate to Consultant’s profession with limits of not less than $1,000,000 per claim. The coverage shall also provide an extended two (2) year period commencing upon termination or cancellation of this Agreement.

Endorsements. For Commercial General Liability Insurance and Automobile Liability Insurance, Consultant will ensure that the policies are endorsed to name the City of Compton and its respective elected and appointed officers, officials, employees, agents and volunteers as “additional insureds” with respect to liability arising out of the activities of the Consultant. Any failure to comply with provisions of the policies shall not affect coverage provided to the City.

Prior to City's execution of this Agreement, Consultant shall furnish certificates of insurance and endorsements to City.

Waiver of Subrogation. The policies shall contain a waiver of subrogation for the benefit of City.

12. Permits and Licenses. Consultant, at its own expense, during the term of this Agreement, shall obtain and maintain all appropriate business and professional permits, licenses and certificates that may be required in connection with the performance of services by the Consultant. Upon execution of this Agreement, the Consultant shall show evidence of a business license permit in conformance with Section 9-1.2 of the Compton Municipal Code.

Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
7 13. Maintenance of Records. Consultant will maintain complete and accurate records with respect to costs incurred under this Agreement. All records will be clearly identifiable. Consultant will allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of records and any other documents created pursuant to this Agreement.

Consultant will allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years, or longer if required by law, from the date of final payment under this Agreement.

14. Warranties. Consultant represents and warrants (i) that Consultant has no obligations, legal or otherwise, inconsistent with the terms of this Agreement or with Consultant’s undertaking this relationship with City, (ii) that the performance of the services called for by this Agreement do not and will not violate any applicable law, rule or regulation or any proprietary or other right of any third party, (iii) that Consultant will not use in the performance of his responsibilities under this Agreement any confidential information or trade secrets of any other person or entity and (iv) that Consultant has not knowingly entered into or will enter into any agreement (whether oral or written) in conflict with this Agreement.

15. Federal and State Withholding Taxes. Consultant shall be responsible for paying when due all federal and state income withholding taxes for all earning under this Agreement.

Consultant agrees to indemnify City for any claims, costs, losses, fees, penalties, interest, or damages suffered by City resulting from Consultant’s failure to comply with this provision.

16. General Compliance with Laws. Consultant will keep fully informed of federal, state and local laws and ordinances and regulations which in any manner affect those employed by Consultant, or in any way affect the performance of the services by Consultant. Consultant will at all times observe and comply with these laws, ordinances, and regulations and will be responsible for the compliance of the services with all applicable laws, ordinances and regulations.

17. Termination. In the event of the Consultant's failure to prosecute, deliver, or perform the services, after giving written notice of default and two (2) days to correct the same, then, in addition to any other remedies, City may terminate this Agreement for nonperformance by notifying Consultant in writing. Consultant has five (5) business days to deliver any documents owned by City and all work in progress to City address contained in this Agreement. City will make a determination of fact based upon the work product delivered to City and of the percentage of work that Consultant has performed. Based upon that finding City will determine the final payment of the Agreement. In the event City elects to terminate, City will have the right to immediate possession of all Work Product and work in progress prepared by Consultant, whether located at the project site, at Consultant's place of business, or at the offices of a subconsultant.

The City’s obligation is payable only from funds appropriated for the purpose of this Agreement. All funds for payments after the end of the current fiscal year are subject to the City’s legislative appropriation for this purpose. In the event this Agreement extends into succeeding fiscal year periods and the City Council does not allocate sufficient funds for the next succeeding fiscal year payments, this Agreement shall terminate immediately upon written notice from the City.

Either Party, upon tendering thirty (30) calendar days written notice to the other Party, may terminate this Agreement for convenience. In this event and upon request of City, Consultant will assemble the work product without charge and put it in order for proper filing and closing and Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
8 deliver it to City. Consultant will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. City will make the final determination as to the portions of tasks completed and the compensation to be made.

18. Covenants Against Contingent Fees. Consultant warrants that Consultant has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, the award or making of this Agreement. For breach or violation of this warranty, City will have the right to terminate this Agreement for nonperformance, or, in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, the full amount of the fee, commission, percentage, brokerage fees, gift, or contingent fee.

19. Claims And Lawsuits. By signing this Agreement, Consultant agrees that any Agreement claim submitted to City must be asserted as part of the Agreement process as set forth in this Agreement and not in anticipation of litigation or in conjunction with litigation.

Consultant acknowledges that if a false claim is submitted to City by Consultant, it may be considered fraud and Consultant may be subject to criminal prosecution. Consultant acknowledges that California Government Code sections 12650 et seq., the False Claims Act, applies to this Agreement and, provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorney's fees. Consultant acknowledges that the filing of a false claim may subject Consultant to an administrative proceeding as the result of which Consultant may be prevented to act as a Consultant on any public work or improvement for a period of up to five (5) years. Consultant acknowledges Eadie and Payne LLP by another jurisdiction is grounds for City to terminate this Agreement.

20. Certifications. The Consultant, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, manager:
 is not currently under suspension, voluntary exclusion, or determination of ineligibility by any Federal, State or local agency;
• has not been suspended, voluntarily excluded or determined ineligible by any Federal, State or local agency within the past 3 years;
• has not been indicted, convicted, or had a civil judgment rendered against he/she/it by a court of competent jurisdiction in any matter involving fraud or official misconduct in connection with obtaining, attempting to obtain, or performing a public (Federal, state or local) transaction or contract under a public transaction; violation of Federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property within the past 3 years; and
 are not presently indicted or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in the preceding paragraph; and
 have not had one or more public transactions (Federal, State or local) terminated for cause or default within the past 3 years.

Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
9 If there are any exceptions to this certification, insert the exceptions in the following space. [Supply exceptions on separate page]
For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action.
[Attach separate page]
This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction. The above certifications are part of this contract. Signing this agreement on the signature portion thereof shall also constitute signature of the above Certifications.
______________________________________ ___________________ Roma Scott, Partner (Date)

21. Jurisdiction, Venue and Governing Law. Any action at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of Los Angeles, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. This agreement will be governed by the laws of the State of California.

22. Testimony. Consultant will testify at City's request if litigation is brought against City in connection with Consultant's services under this agreement. Unless the action is brought by Consultant, or is based upon Consultant's actual or alleged negligence or other wrongdoing, City, upon prior written agreement with Consultant will compensate Consultant for time spent in preparation for testimony, testimony, and travel at Consultant's standard hourly rates at the time of actual testimony.

23. Waivers. The waiver by either Party of any breach or violation of any term, covenant, or condition of this Agreement or of any applicable law will not be deemed to be a waiver of such term, covenant, condition or law or of any subsequent breach or violation of same or of any other term, covenant, condition or law. The acceptance by either Party of any fee or other payment which may become due under this Agreement will not be deemed to be a waiver of any preceding breach or violation by the other Party of any term, covenant, or condition of this Agreement or any applicable law.

24. Authority. The individuals executing this Agreement and the instruments referenced in it on behalf of Consultant each represent and warrant that they have the legal power, right and actual authority to bind Consultant to the terms and conditions of this Agreement.

25. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstances shall be held, to any extent, invalid or unenforceable, the remainder of this Agreement, or the application of the term, provision, condition or covenant to persons or circumstances other than those as to whom or which it is held invalid or unenforceable, shall not be affected, and shall be valid and enforceable to the fullest extent permitted by law.

Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
10 26. Amendments. This Agreement may be modified or amended only be written document executed by both Consultant and City’s City Manager and approved as to form by the City Attorney. Such document shall expressly state that it is intended by the parties to amend the terms and conditions of this Agreement.

27. Confidentiality. All documents, information, data, and exhibits prepared or assembled by Consultant in connection with the performance of the Services pursuant to the Agreement are confidential until released by the City to the public, and the Consultant will not make any of these documents or information available to any individual or organization not employed by the Consultant or the City without the written consent of the City before any such release.

28. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it embody the entire Agreement and understanding between the parties relating to the subject matter of it. The City Manager is authorized, in consultation with the City Attorney, to agree to non-material amendments to this Agreement. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties.

29. Notices. Any notices required or permitted under this Agreement shall be effective when delivered in person; and effective one (1) business day after delivery by facsimile transmission; and effective five (5) days after mailing by U.S. Mail, postage prepaid and properly addressed as follows:

TO CONSULTANT: Eadie and Payne, LLP.
3880 Lemon St, Suite 300
Riverside, CA. 92592
Attn: Roma Scott, Partner
(951) 241-7800
TO CITY: CITY OF COMPTON
205 South Willowbrook Avenue
Compton, California 90220
Attn: Sharon Rahban Navizadeh, City Controller
City Controller Department
(310) 605-5678
Note: A copy of any notice provided to the Director shall also be provided to: City Manager, 205 South Willowbrook Avenue, Compton, California 90220.

30. Miscellaneous. No provision of this Agreement is to be interpreted for or against either party because that party or that party’s legal representative drafted such provision.

Should either party hereto, or any representative, successor or assign of either party hereto, resort to litigation to enforce the provisions of this Agreement, the party or parties prevailing in such litigation shall be entitled, in addition to such other relief as may be granted, to recover its or their reasonable attorney’s fees and costs in such litigation from the party or parties against whom enforcement is sought.

Professional Services Agreement – Eadie Payne LLP
IRS Representation and Tax Position Assessment
11 IN WITNESS WHEREOF, Consultant has executed this Agreement, and the City, by its City Manager, who is authorized to do so, has executed this Agreement.

EADIE PAYNE LLP
Dated: _______________ By ___________________________________ Roma Scott, Partner

CITY OF COMPTON
Recommended for Approval:

By __________________________________ Dated: ______________ Sharon Rahban Navizadeh, City Controller
City Controller Department
Approved by:

Dated: _______________ By _________________________________ Thomas Thomas, City Manager
Approved as to form:

By _________________________________ Dated: ______________ Eric Perrodin, City Attorney
ATTEST:

Dated: _______________ By __________________________________ Alita Godwin, City Clerk
expect quality.

Eadie Payne, LLP
3880 Lemon St., Ste. 300
Riverside, CA 92501
P.O. Box 1529
Riverside, CA 92502-1529
Office: 951-241-7800
www.eadiepaynellp.com
July 13, 2022
Honorable Members of the City Council
City of Compton
205 S Willowbrook Avenue
Compton, CA 90220-3134
Dear Honorable Members of the City Council:

Eadie and Payne, LLP (“we”) is pleased to provide the City of Compton (“you”) with the professional services described below. This letter, and the attached Terms and Conditions Addendum and any other attachments incorporated herein (collectively, “Agreement”), confirm our understanding of the terms and objectives of our engagement and the nature and limitations of the services we will provide. The engagement between you and our firm will be governed by the terms of this Agreement.

Engagement Objective and Scope
Pursuant to the terms of our engagement, we will represent you before the IRS (“Tax Agency”) in connection with the audit of your Employment Tax Return Form 941 for the tax year 2020. Our engagement is limited to the above and does not include any other periods, jurisdictions or matters.

Upon receipt of an executed copy of this Agreement, we will provide you with a completed Power of Attorney and Declaration of Representative form (“POA”) for your signature, and request a time to discuss the authority being granted under the POA, including how it will be utilized during the audit process. The POA will set forth the year(s) or period(s) and tax forms for which authorization is needed to best represent you.

Please note that we will be unable to render services or proceed with your representation until we receive executed copies of both this Agreement and the POA. Eadie and Payne, LLP is not responsible for any damages or other adverse results you may suffer as a result of delays in providing us with these signed documents.

Honorable Members of the City Council July 13, 2022
City of Compton Page 2
Before we communicate with the agent responsible for the audit, we will endeavor to evaluate the tax returns and supporting schedules subject to audit, and communicate our findings and recommendations to you. If, based upon our review of these documents, we determine that additional or corrected returns should be filed, or that other tax filing obligations exist, we will explain these matters to you prior to disclosure to the auditor. In addition, we will provide an estimate of any change in tax, penalties and interest that may apply, as well as the estimated cost to prepare and file the applicable returns and forms. If additional returns or amended tax returns are required, and we agree to prepare them, we will confirm this engagement in a separate agreement.

In connection with the audit, we will communicate with the agent to arrange a time and place for the audit and obtain the list of documents requested, if it has not been provided. We will evaluate the documents to be provided by you for adequacy and relevance.

We will not audit or otherwise verify the data you submit to us, although we may ask you to clarify certain information.

Our engagement does not include any procedures designed to detect errors, fraud, or theft.

Therefore, our engagement cannot be relied upon to disclose such matters. In addition, we are not responsible for identifying or communicating deficiencies in your internal controls. You are responsible for developing and implementing internal controls applicable to your operations.

This engagement is limited to the professional services outlined above.

Statute of limitations and waivers
The statutory period for assessment of tax is typically three years from the filing date of the return (“Limitations Period”). If the Limitations Period is within a year of expiring, the agent may ask you to extend the Limitations Period. As a result, both you and the agent will have additional time to address the audit and reach an amicable settlement.

You are not required to consent to a time extension, a refusal to do so may result in an adverse action. In such case, the Tax Agency may assess a tax immediately and possibly for an amount that may be greater than what may have been assessed if the Limitations Period had been extended and more time was available to work through all of the data and tax guidance. In addition, a refusal to consent may create an adversarial environment, making it more difficult to present and negotiate your case without pursuing appeals procedures at a higher level within or outside the Tax Agency. Such procedures will require additional time and expenses and may not achieve a better outcome. Therefore, your decision to refuse an extension of time should be made only after considering the potential consequences.

If this situation arises, we will provide a general explanation of the advantages and disadvantages of accepting or refusing to consent to an extension of the Limitations Period.

However, the decision is your sole responsibility. Therefore, we recommend you consult with legal counsel before making a final decision.

Proposed adjustments and appeals rights
During the course of the audit, the agent may propose adjustments. If you agree to the proposed adjustments, the agent will ask you to consent to an assessment whereby you waive your right to appeal or file a tax court petition.

Honorable Members of the City Council July 13, 2022
City of Compton Page 3
If you disagree with the proposed adjustments, you may receive a “30-day letter” which states that you have the right to file an appeal with IRS Appeals within 30 days of the date of the letter. If you appeal and lose, or fail to appeal within the initial 30 day period, you will receive a “Notice of Deficiency,” which explains that you have 90 days within which to pay the tax assessed or file a petition with the U.S. Tax Court to seek a re-determination of your tax.

Similar procedures are generally available with respect to state and local audits. It also should be noted that a final decision in a federal tax audit is likely to affect your state tax obligations.

If you decide to appeal an adverse finding in a tax audit, we may represent you at your request. If you ask us to represent you, and we agree to do so, we will confirm this engagement in a separate agreement.

Audit results
While we will exercise due professional care during this engagement, we cannot guarantee a favorable result. Please note the outcome of your audit is based upon the facts presented, supporting schedules, and other supporting records as well as the Tax Agency’s evaluation of this information.

CPA Firm Responsibilities
We will perform our services in accordance with the Statements on Standards for Tax Services (“SSTSs”) issued by the American Association of Certified Public Accountants (“AICPA”), AICPA Statement on Standards for Consulting Services and U.S. Treasury Department Circular 230 (“Circular 230”). It is our duty to perform services with the same standard of care that a reasonable tax return preparer would exercise in this type of engagement. It is your responsibility to safeguard your assets and maintain accurate records pertaining to transactions. We will not hold your property in trust for you, or otherwise accept fiduciary duties in the performance of the engagement.

Eadie and Payne, LLP, in its sole professional judgment, reserves the right to refuse to take any action that could be construed as making management decisions or performing management functions on your behalf.

Arguable positions
We will use our professional judgment to resolve questions in your favor where a tax law is unclear, provided that we have a reasonable belief that there is substantial authority for doing so. If there are conflicting interpretations of the law, we will explain the possible positions that may be taken on your return. We will follow the position you request, provided it is consistent with our understanding of tax reference materials. Tax reference materials include, but are not limited to, the Internal Revenue Code (“IRC”), tax regulations, Revenue Rulings, Revenue Procedures, Private Letter Rulings, court cases, and similar state and local guidance. If the IRS, state or local tax authorities later contest the position you select, additional tax, penalties, and interest may be assessed. We assume no liability, and you hereby release us from any liability, including but not limited to, additional tax, penalties, interest, and related professional fees you may incur.

Honorable Members of the City Council July 13, 2022
City of Compton Page 4
Client Responsibilities
You agree to provide us with complete copies of previously filed tax returns, supporting schedules and other supporting records that we or the Tax Agency may request, either at the inception or during the course of the engagement.

Various supporting documents must be produced in accordance with the deadlines set for the audit by the Tax Agency (generally, 30 days from the request date). To that end, you agree to provide such documents to us in advance of those deadlines to allow us adequate time to review the materials. This procedure permits us to determine whether the documents are complete prior to submission to the agent. You also agree not to disclose any information to the Tax Agency or any third party without first consulting with us.

Communication of authority of others
You hereby authorize the following individuals to communicate directly with us to request services and obtain copies of tax and financial information on your behalf:

Name Title

You agree that the authority conveyed above shall continue in full force and effect until you inform us of any modifications in writing.

Online access to information (Optional)
To the extent you provide our firm with access to electronic data via a local or online database from which we will download your payroll or other information, you agree that the data is accurate as of the date and time you authorize it to be downloaded.

Timing of Engagement
We expect to begin our services upon receipt of this executed Agreement and a signed copy of the POA.

Our services will conclude upon the earlier of:
 your acceptance of the adjustments contained in the final Revenue Agent’s Report (“RAR”) and your consent to assessment of any tax,
 filing of a protest with the Tax Agency, or your indication that you intend to appeal the findings in the final RAR,
 written notification by either party that the engagement is terminated,  we provide you with a closure letter, or
 issuance of a Statutory Notice of Deficiency or state equivalent by the Tax Agency.

Honorable Members of the City Council July 13, 2022
City of Compton Page 5
Professional Fee
Our professional fee for the services outlined will be based upon our hourly billing rates. This fee is based upon the complexity of the work to be performed, and our professional time, as well as out-of-pocket expenses. In addition, this fee depends upon the timely delivery, availability, quality and completeness of the information you provide to us. You agree that you will deliver all records requested and respond to all inquiries made by our staff to complete this engagement on a timely basis. You agree to pay all fees and expenses incurred regardless of the audit result.

We require that all outstanding invoices be paid prior to beginning our representation.

We appreciate the opportunity to be of service to City of Compton. Please date and execute this Agreement and return it to us to acknowledge your acceptance. We will not initiate services until we receive the executed POA and Agreement.

Respectfully,
Eadie and Payne, LLP
Roma L. Scott, Partner
Attachment: Schedule of Rates
Terms and Conditions Addendum
RESPONSE:

This letter correctly sets forth our understanding.

City of Compton
Acknowledged and agreed on behalf of City of Compton by:

Name: ___________________________________________________________________ Title: _____________________________________________________________________ Date: _____________________________________________________________________ Schedule of Rates
The following fees are based on our understanding of the scope of work and the level of involvement of the City’s staff.

Position Rate
Manager 250 $
Partner 350 $
Not-to-exceed amount 60,000 $

Eadie and Payne, LLP's Terms and Conditions Addendum
Overview
This addendum to the engagement letter describes our standard terms and conditions ("Terms and Conditions") related to our provision of services to you. This addendum and the accompanying engagement letter comprise your agreement with us ("Agreement"). If there is any inconsistency between the engagement letter and this Terms and Conditions Addendum, the engagement letter will prevail to the extent of the inconsistency.

For the purposes of this Terms and Conditions Addendum, any reference to "we," "us," or "our" is a reference to Eadie and Payne, LLP, and any reference to "you," or "your" is a reference to the party or parties that have engaged us to provide services. References to "Agreement" mean the engagement letter or other written document describing the scope of services, any other attachments incorporated therein, and this Terms and Conditions Addendum.

Billing and Payment Terms
We will bill you for our professional fees and out-of-pocket costs monthly as work progresses. Payment is due upon receipt. If payment is not received within 30 days, you will be assessed interest charges of 1% per month on the unpaid balance.

We reserve the right to suspend or terminate our work for non-payment of fees. If our work is suspended or terminated, you agree that we will not be responsible for your failure to meet governmental and other deadlines, for any penalties or interest that may be assessed against you resulting from your failure to meet such deadlines, and for any other damages (including but not limited to consequential, indirect, lost profits, or punitive damages) incurred as a result of the suspension or termination of our services.

Electronic Data Communication and Storage
In the interest of facilitating our services to you, we may send data over the Internet, or store electronic data via computer software applications hosted remotely on the Internet or utilize cloud-based storage. Your confidential electronic data may be transmitted or stored using these methods. We may use third party service providers to store or transmit this data, such as providers of tax return preparation software. In using these data communication and storage methods, our firm employs measures designed to maintain data security. We use reasonable efforts to keep such communications and electronic data secure in accordance with our obligations under applicable laws, regulations, and professional standards. We require our third party vendors to do the same.

You recognize and accept that we have no control over the unauthorized interception or breach of any communications or electronic data once it has been transmitted or if it has been subject to unauthorized access while stored, notwithstanding all reasonable security measures employed by us or our third party vendors. You consent to our use of these electronic devices and applications and submission of confidential client information to third party service providers during this engagement.

Client Portals
To enhance our services to you, we will utilize a client portal, a collaborative, virtual workspace in a protected, online environment. The client portal permits real-time collaboration across geographic boundaries and time zones and allows Eadie and Payne, LLP and you to share data, engagement information, knowledge, and deliverables in a protected environment. In order to use the client portal, you will be required to execute a client portal agreement and agree to be bound by the terms, conditions and limitations of such agreement.

You agree that Eadie and Payne, LLP has no responsibility for the activities of the client portal and agree to indemnify and hold Eadie and Payne, LLP harmless with respect to any and all claims arising from or related to the operation of the client portal. While the client portal backs up your files to a third party server, we recommend that you also maintain your own backup files.

Items placed on the client portal will be deleted periodically according to firm policy.

Newsletters and Similar Communications
We may send newsletters, emails, explanations of technical developments or similar communications to you. These communications are of a general nature and should not be construed as professional advice. We may not send all such communications to you. These communications do not continue a client relationship with you, nor do they constitute advice or an undertaking on our part to monitor issues for you.

Records Management
Record Retention and Ownership
We will return all of your original records and documents provided to us at the conclusion of the engagement. Your records are the primary records for your operations and comprise the backup and support for your work product.

Our copies of your records and documents are not a substitute for your own records and do not mitigate your record retention obligations under any applicable laws or regulations.

Workpapers and other documents created by us are our property and will remain in our control. Copies are not to be distributed without your written request and our prior written consent. Our workpapers will be maintained by us in accordance with our firm's record retention policy and any applicable legal and regulatory requirements.

Our firm destroys workpaper files after a period of 5 years. Catastrophic events or physical deterioration may result in damage to or destruction of our firm's records, causing the records to be unavailable before the expiration of the retention period as stated in our record retention policy.

Working Paper Access Requests by Regulators and Others
State, federal and foreign regulators may request access to or copies of certain workpapers pursuant to applicable legal or regulatory requirements. Requests also may arise with respect to peer review, an ethics investigation, or the sale of our accounting practice. If requested, access to such workpapers will be provided under the supervision of firm personnel. Regulators may request copies of selected workpapers to distribute the copies or information contained therein to others, including other governmental agencies.

If we receive a request for copies of selected workpapers, provided that we are not prohibited from doing so by applicable laws or regulations, we agree to inform you of such request as soon as practicable. You may, within the time permitted for our firm to respond to any request, initiate such legal action as you deem appropriate, at your sole expense, to attempt to limit the disclosure of information. If you take no action within the time permitted for us to respond, or if your action does not result in a judicial order protecting us from supplying requested information, we may construe your inaction or failure as consent to comply with the request.

If we are not a party to the proceeding in which the information is sought, you agree to reimburse us for our professional time and expenses, as well as the fees and expenses of our legal counsel, incurred in responding to such requests. This paragraph will survive termination of this Agreement.

Summons or Subpoenas
All information you provide to us in connection with this engagement will be maintained by us on a strictly confidential basis.

If we receive a summons or subpoena which our legal counsel determines requires us to produce documents from this engagement or testify about this engagement, provided that we are not prohibited from doing so by applicable laws or regulations, we agree to inform you of such summons or subpoena as soon as practicable. You may, within the time permitted for our firm to respond to any request, initiate such legal action as you deem appropriate, at your sole expense, to attempt to limit discovery. If you take no action within the time permitted for us to respond, or if your action does not result in a judicial order protecting us from supplying requested information, we may construe your inaction or failure as consent to comply with the request.

If we are not a party to the proceeding in which the information is sought, you agree to reimburse us for our professional time and expenses, as well as the fees and expenses of our legal counsel, incurred in responding to such requests. This paragraph will survive termination of this Agreement.

Disclaimer of Legal and Investment Advice
Our services under this Agreement do not constitute legal or investment advice unless specifically agreed to in the Engagement Objective and Scope section of this Agreement. We recommend that you retain legal counsel and investment advisors to provide such advice.

Brokerage or Investment Advisory Statements
If you provide our firm with copies of brokerage (or investment advisory) statements and/or read-only access to your accounts, we will use the information solely for the purpose described in the Engagement Objective and Scope section of the engagement letter. We will rely on the accuracy of the information provided in the statements and will not undertake any action to verify this information. We will not monitor transactions, investment activity, provide investment advice, or supervise the actions of the entity or individuals entering into transactions or investment activities on your behalf. We recommend you receive and carefully review all statements upon receipt, and direct any questions regarding account activity to your banker, broker or investment advisor.

Other Income, Losses and Expenses
If you realized income, loss or expense from a business or supplemental income or loss, the reporting requirements of federal and state income tax authorities apply to such income, loss or expense. You are responsible for complying with all applicable laws and regulations pertaining to such operations, including the classification of workers as employees or independent contractors and related payroll tax and withholding requirements.

Limitations on Oral and Email Communications
We may discuss with you our views regarding the treatment of certain items or decisions you may face. We may also provide you with information in an email. Any advice or information delivered orally or in an email (rather than through a memorandum delivered as an email attachment) will be based upon limited research and a limited discussion and analysis of the underlying facts. Additional research or a more complete review of the facts may affect our analysis and conclusions.

Due to these limitations and the related risks, it may or may not be appropriate to proceed with any decision solely on the basis of any oral or email communication. You accept all responsibility, except to the extent caused by the gross negligence or willful misconduct of Eadie and Payne, LLP, for any loss, cost or expense resulting from your decision (i) not to have us perform the research and analysis necessary to reach a more definitive conclusion and (ii) to instead rely on an oral or email communication. The limitation in this paragraph will not apply to an item of written advice that is a deliverable of a separate engagement. If you wish to engage us to provide formal advice on a matter on which we have communicated orally or by email, we will confirm this in a separate engagement letter.

Management Responsibilities
While Eadie and Payne, LLP can provide assistance and recommendations, you are responsible for management decisions and functions, and for designating an individual with suitable skill, knowledge or experience to oversee any services that Eadie and Payne, LLP provides. You are responsible for evaluating the adequacy and results of the services performed and accepting responsibility for such services. You are ultimately responsible for establishing and maintaining internal controls, including monitoring ongoing activities.

Conflicts of Interest
If we, in our sole discretion, believe a conflict has arisen affecting our ability to deliver services to you in accordance with either the ethical standards of our firm or the ethical standards of our profession, we may be required to suspend or terminate our services without issuing our work product.

Alternative Dispute Resolution
If a dispute arises out of or relates to the Agreement including the scope of services contained herein, or the breach thereof, and if the dispute cannot be settled through negotiation, the parties agree first to try to settle the dispute by mediation administered by the American Arbitration Association ("AAA") under the AAA Professional Accounting and Related Services Dispute Resolution Rules before resorting to arbitration, litigation, or some other dispute resolution procedure. The mediator will be selected by agreement of the parties. If the parties cannot agree on a mediator, a mediator shall be designated by the AAA. Any mediator so designated must be acceptable to all parties.

The mediation will be conducted in California.

The mediation will be treated as a settlement discussion and, therefore, will be confidential. The mediator may not testify for either party in any later proceeding related to the dispute. No recording or transcript shall be made of the mediation proceedings. The costs of any mediation proceedings shall be shared equally by all parties. Any costs for legal representation shall be borne by the hiring party.

Proprietary Information
You acknowledge that proprietary information, documents, materials, management techniques and other intellectual property we use are a material source of the services we perform and were developed prior to our association with you. Any new forms, software, documents or intellectual property we develop during this engagement for your use shall belong to us, and you shall have the limited right to use them solely within your business. All reports, templates, manuals, forms, checklists, questionnaires, letters, agreements and other documents which we make available to you are confidential and proprietary to us. Neither you, nor any of your agents, will copy, electronically store, reproduce or make available to anyone other than your personnel, any such documents. This provision will apply to all materials whether in digital, "hard copy" format or other medium.

Statute of Limitations
You agree that any claim arising out of this Agreement shall be commenced within one (1) year of the delivery of the work product to you, regardless of any longer period of time for commencing such claim as may be set by law.

A claim is understood to be a demand for money or services, the service of a suit, or the institution of arbitration proceedings against Eadie and Payne, LLP.

Termination and Withdrawal
We reserve the right to withdraw from the engagement without completing services for any reason, including, but not limited to, your failure to comply with the terms of this Agreement or as we determine professional standards require.

Assignment
All parties acknowledge and agree that the terms and conditions of this Agreement shall be binding upon and inure to the parties' successors and assigns, subject to applicable laws and regulations.

Severability
If any portion of this Agreement is deemed invalid or unenforceable, said finding shall not operate to invalidate the remainder of the terms set forth in this Agreement.

Entire Agreement
The engagement letter, including this Terms and Conditions Addendum and any other attachments, encompasses the entire agreement of the parties and supersedes all previous understandings and agreements between the parties, whether oral or written. Any modification to the terms of this Agreement must be made in writing and signed by both parties.